01—Abstract
Summary
Summary of the 8-K filed September 18, 2026. Cited figures are marked; the original filing is the authoritative source.
Valero Energy Corporation (NYSE: VLO) filed an 8-K on September 18, 2026 announcing that its Board of Directors increased its size from 10 to 11 members and elected Matthew (Matt) Audette as an independent director, effective September 17, 2026.
Mr. Audette will serve until Valero's 2027 annual meeting of stockholders and has joined the Board's Audit Committee effective immediately. He is expected to stand for re-election at that meeting. Mr. Audette currently serves as President and Chief Financial Officer of LPL Financial Holdings Inc., and previously was Executive Vice President and CFO of E*TRADE Financial Corporation.
Valero's Chairman, CEO and President, Lane Riggs, described him as bringing over 15 years of public company CFO experience that will strengthen the Board's financial and accounting expertise. He holds a B.S. in accounting from Virginia Tech and began his career in public accounting. From a financial standpoint, this is a governance event rather than an operational or financial-results disclosure.
The filing does not discuss earnings, guidance, capital allocation, or transactions. Compensation details are modest: Mr. Audette receives a pro-rata equity grant of 372 stock units vesting on the first anniversary of grant and a pro-rata annual cash retainer of $101,667,a and the Board approved a $10,000 increase to both the cash retainer and equity components of the non-employee director program beginning in 2027.
02—Key points
Key Highlights
- Board expanded from 10 to 11 members; Matthew Audette elected as independent director effective September 17, 2026, with term through the 2027 Annual Meeting.
- Mr. Audette joined the Board's Audit Committee effective immediately, adding a seasoned public-company CFO to oversight of financial reporting.
- Audette is President and CFO of LPL Financial Holdings (NASDAQ: LPLA) and formerly EVP and CFO of E*TRADE Financial Corporation.
- Director compensation: pro-rata grant of 372 stock units (vesting on first anniversary of grant) and pro-rata annual cash retainer of $101,667.
- Board's Human Resources and Compensation Committee approved a $10,000 increase to both the annual cash retainer and equity grant components of non-employee director pay, effective 2027.
- The filing contains no financial results, guidance, or operational updates; the disclosure is governance-related.
- Valero operates 14 refineries (~3.0 million bpd), a Diamond Green Diesel joint venture (~1.2 billion gallons/year renewable fuels capacity), and 12 ethanol plants (~1.7 billion gallons/year).
03—Questions
Frequently Asked Questions
Who is Matthew Audette and why was he added to Valero's Board?
Matt Audette is President and CFO of LPL Financial Holdings, the largest independent broker-dealer in the U.S., and previously served as EVP and CFO of E*TRADE Financial. Valero stated that his more than 15 years as a public company CFO will complement and deepen the Board's financial and accounting expertise.
Does Mr. Audette's appointment affect Valero's audit oversight?
Yes, positively from a governance standpoint. He joined the Board's Audit Committee effective immediately, bringing substantial public-company CFO and accounting experience to the committee that oversees financial reporting and controls.
How much will Mr. Audette be paid as a director?
He receives pro-rata compensation under Valero's non-employee director program for his service from September 17, 2026, to the expected date of the 2027 Annual Meeting. This includes a pro-rata annual cash retainer of $101,667 and a pro-rata grant of 372 stock units that vest in full on the first anniversary of the grant. The Board also approved a $10,000 increase to both the cash and equity components beginning in 2027.
Is this appointment material to Valero's financial outlook?
No. The filing contains no earnings, guidance, or operational information. It is a board composition change, and the compensation amounts are modest relative to Valero's scale. Investors should focus on Valero's 10-K, 10-Q, and earnings materials for financial performance.
Will Mr. Audette stand for election again?
Valero expects that he will stand for re-election at the 2027 Annual Meeting of Stockholders. This is a forward-looking statement, and actual outcomes could differ based on the factors described in Valero's SEC filings.
04—Continue