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Brown-Forman (NYSE: BF) awards director new deferred stock units

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Form Type
4

Rhea-AI Filing Summary

SMITH ELIZABETH A reported acquisition or exercise transactions in this Form 4 filing.

Brown-Forman Corp director Elizabeth A. Smith received a grant of 9523.8095 Deferred Stock Units (DSUs) on July 23, 2026 under the Non-Employee Director Deferred Stock Unit Program. Each DSU represents the right to receive one share of Class A common stock, with the grant based on the $26.25 closing price that day.

DSUs earn dividend-equivalent credits, vest over the course of the Board year, and are paid in Class A stock on the first February 1 at least six months after Smith’s termination from Board service. Following this grant she holds 28063.4136 DSUs directly.

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Insider SMITH ELIZABETH A
Role Director
Type Security Shares Price Value
Grant/Award Deferred Stock Units F1, F2 9,523.8095 $0.00 $0.00
Holdings After Transaction: Deferred Stock Units — 28,063.4136 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 9523.8095 units Grant of Deferred Stock Units to director on July 23, 2026
Deferred stock units after grant 28063.4136 units Total Deferred Stock Units held directly after the reported grant
Reference stock price $26.25 Closing price of Class A common stock on July 23, 2026 used to determine DSU grant size
Post-service payout delay six months DSUs paid in Class A stock on first February 1 at least six months after Board service ends
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.
Non-Employee Director Deferred Stock Unit Program financial
"Under the Brown-Forman Corporation Amended and Restated Non-Employee Director Deferred Stock Unit Program"
dividend payment date financial
"On each dividend payment date, participants are credited with DSU equivalents"
vest financial
"Annual grants of DSUs vest over the course of the Board year"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

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FAQ

What insider transaction did Elizabeth A. Smith report at Brown-Forman (BF)?

Elizabeth A. Smith, a director of Brown-Forman, reported receiving a grant of 9523.8095 Deferred Stock Units on July 23, 2026. The grant was made under the Non-Employee Director Deferred Stock Unit Program and increased her directly held DSUs to 28063.4136.

How many Deferred Stock Units does Elizabeth A. Smith now hold at Brown-Forman (BF)?

After the reported grant, Elizabeth A. Smith directly holds 28063.4136 Deferred Stock Units at Brown-Forman. This total reflects the new 9523.8095-unit award plus prior holdings and includes ongoing credits for dividend-equivalent DSU amounts under the company’s program.

What does each Deferred Stock Unit represent for Brown-Forman (BF) director Elizabeth A. Smith?

Each Deferred Stock Unit (DSU) granted to Elizabeth A. Smith represents the right to receive one share of Brown-Forman Class A common stock. DSUs also accrue dividend-equivalent credits on each dividend payment date, increasing the total units credited over time.

How was the number of Deferred Stock Units determined for the Brown-Forman (BF) grant?

The DSUs granted to Elizabeth A. Smith on July 23, 2026 were based on the $26.25 closing price of Brown-Forman’s Class A common stock that day. That reference price was used to calculate the 9523.8095 units awarded under the director deferred stock unit program.

When do Elizabeth A. Smith’s Brown-Forman (BF) Deferred Stock Units vest and pay out?

Annual DSU grants to Elizabeth A. Smith vest over the course of the Board year. The DSUs are paid out in Class A common stock on the first February 1 that is at least six months after her termination from Brown-Forman Board service.
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*
SMITH ELIZABETH A

(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)07/23/2026A9,523.8095 (2) (2)Class A Common9,523.8095$028,063.4136D
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 Elizabeth A. Smith07/24/2026
** 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)