Valvoline (VVV) executive compensation, 2025 proxy

Lori A. Flees, President and Chief Executive Officer, was paid $4.8M in fiscal 2025, up 13% from $4.3M the year before. The CEO-to-median-employee pay ratio was 118:1, on median employee pay of $41,006.

Filed
December 19, 2025
Annual meeting
January 28, 2026
Pay year
fiscal 2025
Named executives
6
CEO total pay
$4.8M+13% vs prior year
CEO to median employee
118:1median $41,006
CEO pay in equity
61%$2.9M in awards
Prior say-on-pay support
92%of votes cast
Net Sales
$1.7 billionContinuing operations
System-wide Store Sales
$3.5 billionSystem-wide
Adjusted EBITDA
$467 millionNon-GAAP measure
System-wide Stores
2,1808.5% annual growth

How Flees was paid

$4.8M in total for fiscal 2025, as reported in the Summary Compensation Table. Equity awards are valued at grant, not at what they turned out to be worth.

Salary19%Stock awards45%Option awards15%Non-equity incentive17%All other compensation3%

Named executive officers

ExecutiveTotal
Lori A. FleesPresident and Chief Executive Officer$4,844,663
J. Kevin WillisChief Financial Officer$2,028,679
Mary E. MeixelspergerSenior Vice President, Former Chief Financial Officer$1,757,435
Linne R. FulcherSenior Vice President and Chief Operating Officer$1,339,497
Julie M. O’DanielSenior Vice President, Chief Legal Officer and Corporate Secretary$1,209,122
Jonathan L. CaldwellSenior Vice President and Chief People Officer$961,541

What changed and why

  • $4.8MLori A. Flees received total compensation of $4,844,663 in fiscal 2025, an increase from $4,275,549 in fiscal 2024.
  • 50%The annual incentive plan for fiscal 2025 was based 50% on Net Sales and 50% on adjusted EBIT.
  • Valvoline added 170 stores system-wide during fiscal 2025, bringing the total system-wide store count to 2,180.
  • 92%Approximately 92% of votes cast supported the say-on-pay proposal at the 2025 Annual Meeting of Shareholders.

About this page

Figures are automated and can be wrong; check the filing for the exact numbers. Totals follow SEC rules, which value stock and option awards at grant. Read the DEF 14A proxy statement for footnotes and the compensation committee's full reasoning.