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Brown-Forman (NYSE: BF) awards 6,476.1905 deferred stock units to director

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TODMAN MICHAEL reported acquisition or exercise transactions in this Form 4 filing.

Brown-Forman Corp director Michael Todman received a grant of 6,476.1905 Deferred Stock Units (DSUs) linked to Class A common stock on July 23, 2026. The award was calculated using the $26.25 Class A closing price that day, bringing his directly held DSUs to 42,555.3111. Under the non-employee director DSU program, annual DSU grants vest over the Board year, earn additional DSU credits on each dividend payment date, and are paid out in Class A shares on the first February 1 at least six months after his Board service ends.

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Insider TODMAN MICHAEL
Role Director
Type Security Shares Price Value
Grant/Award Deferred Stock Units F1, F2 6,476.1905 $0.00 $0.00
Holdings After Transaction: Deferred Stock Units — 42,555.3111 shares (Direct)
Footnotes (2)
  1. F1. Under the Brown-Forman Corporation Amended and Restated Non-Employee Director Deferred Stock Unit Program, each DSU represents the right to receive one share of the Company's Class A stock. Grants made on July 23, 2026, were based on the closing price of the Company's Class A common stock on that date ($26.25). On each dividend payment date, participants are credited with DSU equivalents, and the DSU total on this form has been updated to reflect such credits.
  2. F2. Annual grants of DSUs vest over the course of the Board year. DSUs are paid out in Class A common stock on the first February 1 that is at least six months following the director's termination from Board service.
Deferred Stock Units Granted 6,476.1905 units Annual DSU grant to director Michael Todman on July 23, 2026
Reference Closing Price $26.25 per share Closing price of Class A common stock on July 23, 2026 used to calculate DSU grant
Total DSUs After Grant 42,555.3111 units Director Michael Todman’s directly held Deferred Stock Units following the reported award
Deferred Stock Units financial
"each DSU represents the right to receive one share of the Company's Class A stock"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
dividend payment date financial
"On each dividend payment date, participants are credited with DSU equivalents"
vest over the course of the Board year financial
"Annual grants of DSUs vest over the course of the Board year"
termination from Board service financial
"paid out in Class A common stock on the first February 1 that is at least six months following the director's termination from Board service"

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FAQ

What insider transaction did Brown-Forman (BF) director Michael Todman report?

Director Michael Todman reported receiving a grant of 6,476.1905 Deferred Stock Units tied to Brown-Forman Class A common stock. The award is a compensation grant, not an open-market purchase or sale, and increases his directly held DSU balance.

How many deferred stock units does Michael Todman now hold at Brown-Forman (BF)?

After the reported grant, Michael Todman directly holds 42,555.3111 Deferred Stock Units. Each DSU represents the right to receive one share of Brown-Forman’s Class A common stock, subject to vesting and payout conditions under the director DSU program.

What price was used to determine Michael Todman’s DSU grant at Brown-Forman (BF)?

The DSU grant was based on the $26.25 closing price of Brown-Forman’s Class A common stock on July 23, 2026. That closing price determined the number of Deferred Stock Units awarded under the non-employee director deferred stock unit program.

When do Michael Todman’s Brown-Forman (BF) Deferred Stock Units vest and pay out?

Annual DSU grants to Michael Todman vest over the course of the Board year. They are paid out in Class A common stock on the first February 1 that is at least six months after his termination from Board service, according to the program terms.

Do Michael Todman’s Brown-Forman (BF) DSUs receive dividend equivalents?

Yes. On each dividend payment date, Michael Todman is credited with DSU equivalents, increasing his DSU balance. The total DSUs reported in this filing already reflect those additional credits tied to Brown-Forman’s dividend payments.

What does each Deferred Stock Unit represent for Brown-Forman (BF) directors?

Under Brown-Forman’s non-employee director deferred stock unit program, each Deferred Stock Unit represents the right to receive one share of Class A common stock. Actual shares are delivered after vesting and following the director’s departure from the Board, per plan rules.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
TODMAN MICHAEL

(Last)(First)(Middle)
850 DIXIE HIGHWAY

(Street)
LOUISVILLE KENTUCKY 40210

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP [ BFA, BFB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/23/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Stock Units(1)07/23/2026A6,476.1905 (2) (2)Class A Common6,476.1905$042,555.3111D
Explanation of Responses:
1. Under the Brown-Forman Corporation Amended and Restated Non-Employee Director Deferred Stock Unit Program, each DSU represents the right to receive one share of the Company's Class A stock. Grants made on July 23, 2026, were based on the closing price of the Company's Class A common stock on that date ($26.25). On each dividend payment date, participants are credited with DSU equivalents, and the DSU total on this form has been updated to reflect such credits.
2. Annual grants of DSUs vest over the course of the Board year. DSUs are paid out in Class A common stock on the first February 1 that is at least six months following the director's termination from Board service.
Remarks:
Karleen M. Finnegan, Attorney in Fact for Michael A. Todman07/24/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)