Item 5.07. Submission of Matters to a Vote of Security Holders.

On January 26, 2023, Valvoline Inc. ("Valvoline") held its Annual Meeting of Shareholders ("2023 Annual Meeting"). At the 2023 Annual Meeting, a total of 160,654,927 shares of Valvoline common stock, representing 92.1% of the shares outstanding and eligible to vote and constituting a quorum, were represented in person or by valid proxies. The final results for each of the matters submitted to a vote of shareholders at the 2023 Annual Meeting are as follows:



Proposal 1: All of the nominees for director were elected to serve a one-year
term until the following annual meeting of Valvoline's shareholders and until
their successors have been duly elected and qualified, by the votes set forth in
the table below:

        Nominees               For         Against     Abstain    Broker Non-Vote
Gerald W. Evans, Jr.       149,120,039    1,747,382    221,015       9,566,491
Richard J. Freeland        149,137,379    1,738,255    212,802       9,566,491
Carol H. Kruse             149,129,209    1,749,191    210,036       9,566,491
Vada O. Manager            148,875,534    1,998,253    214,649       9,566,491
Samuel J. Mitchell, Jr.    150,097,892     779,701     210,843       9,566,491
Jennifer L. Slater         149,875,301     908,236     304,899       9,566,491
Charles M. Sonsteby        149,081,693    1,786,893    219,850       9,566,491
Mary J. Twinem             149,000,239    1,870,056    218,141       9,566,491


Proposal 2: The appointment of Ernst & Young LLP as Valvoline's independent registered public accounting firm for fiscal 2023 was ratified by the shareholders by the votes set forth in the table below:



        For         Against     Abstain    Broker Non-Vote
    159,276,563    1,110,394    267,970           0


Proposal 3: The non-binding advisory resolution approving the compensation paid to Valvoline's named executive officers, as disclosed in Valvoline's Proxy Statement pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, was approved by the shareholders by the votes set forth in the table below:



        For         Against     Abstain    Broker Non-Vote
    147,391,328    3,302,528    394,580       9,566,491


Proposal 4: The non-binding advisory vote that shareholders vote on Valvoline's executive compensation every year was approved by the shareholders by the votes set forth in the table below:



    1 Year       2 Years     3 Years     Abstain    Broker Non-Vote
 145,193,665    1,209,198   4,118,497    567,076       9,566,491







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