[Form 4] Brown-Forman Corporation Insider Trading Activity

Rhea-AI Filing Summary

On 07/23/2025, Savers Value Village (SVV) General Counsel Richard A. Medway reported a small option exercise-and-sale on Form 4.

• Exercised: 4,228 employee stock options at a $1.41 strike (granted 06/12/19 under the 2019 Management Incentive Plan).
• Sold: The same 4,228 shares at a volume-weighted average price of $10.5052 (price band $10.48–$10.56) pursuant to a 10b5-1 plan adopted 03/10/25.
• Gross spread: ≈$9.10 per share, generating roughly $38k in pre-tax proceeds.
• Remaining holdings: 0 directly owned common shares and 497,628 options outstanding (≈36% time-based, 64% performance-based).

The trade amounts to less than 0.1% of SVV’s shares outstanding and leaves Medway’s long-term, performance-linked option exposure intact. Given its modest size and pre-scheduled nature, the filing is unlikely to move the stock but may be monitored for future sales as additional performance tranches vest.

Positive

• Pre-planned under 10b5-1: Reduces signalling risk and indicates compliance with best-practice trading policies.
• Large residual option stake: 497,628 remaining options keep management incentivised toward long-term stock performance.

Negative

• Reduction in directly held shares: Insider now holds zero common shares after sale, which some investors may view as a weak commitment signal.

Insights

Securities Analyst

TL;DR: Routine 4,228-share opt-exercise/sale; negligible ownership change—neutral for SVV pricing.

The exercise at $1.41 and same-day sale at $10.51 captures value without altering Medway’s economic stake because almost half-a-million options remain. Proceeds of ~$38k are immaterial versus SVV’s market cap, and the 10b5-1 plan limits signalling value. I view the event as administratively neutral, with no read-through to fundamentals or insider sentiment. Watch upcoming performance-option milestones for more informative trades.

Corporate Governance Expert

TL;DR: Small, pre-planned insider sale; governance risk unchanged.

Because the transaction was executed under a disclosed 10b5-1 plan and involves a tiny fraction of insider holdings, it poses minimal governance concern. Retention of 497,628 options—most performance-conditioned—continues to align incentives with shareholder value. No red flags emerge, but boards should ensure future plan amendments remain transparent.

SEC Form 4

FORM 4

UNITED 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).

1. Name and Address of Reporting Person^*

Graven Christina M

(Last) (First) (Middle)

850 DIXIE HIGHWAY

(Street)

LOUISVILLE KY 40210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP [ BFA, BFB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Strategy

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Appreciation Right	$31.15	07/24/2025		A		22,532		05/01/2028	04/30/2035	Class B Common	22,532	$0	22,532	D

Explanation of Responses:

Remarks:

	Karleen M. Finnegan, Attorney in Fact for Christina M. Graven	07/25/2025
	** Signature of Reporting Person	Date
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.

FAQ

How many SVV shares did Richard Medway sell?

He sold 4,228 shares of Savers Value Village common stock.

At what price were the SVV shares sold?

The volume-weighted average sale price was $10.5052, within a $10.48–$10.56 range.

Were the sales pre-scheduled?

Yes, the transactions were executed under a 10b5-1 trading plan adopted on 03/10/2025.

Does Medway still own SVV stock?

He now owns 0 common shares directly but retains 497,628 stock options.

What is the strike price of the exercised options?

The options were exercised at a $1.41 strike price.