[Form 4] Brown-Forman Corporation Insider Trading Activity

Rhea-AI Filing Summary

Brown-Forman (BFA/BFB) Form 4 filing: EVP & President, Americas, Michael A. Masick received a grant of 28,418 Stock Appreciation Rights (SARs) on 07/24/2025. The SARs carry an exercise price of $31.15 and are linked to an equivalent number of Class B common shares. They become exercisable 05/01/2028 and expire 04/30/2035. No open-market purchases or sales of common stock were reported; the transaction code “A” denotes an award from the issuer at no cash cost to the insider.

Following the grant, Masick now directly holds 28,418 derivative securities. The filing suggests routine equity-based compensation intended to align executive incentives with shareholder value rather than signaling insider sentiment through personal share purchases or disposals. Market impact is expected to be minimal because the award is non-dilutive at grant and represents less than 0.01 % of BF’s total shares outstanding.

Positive

• Equity incentive grant aligns executive interests with long-term shareholder value.
• No shares were sold, avoiding any negative signal to the market.

Negative

• No open-market purchase; the executive did not deploy personal capital, limiting bullish signal.

Insights

Equity Compensation Analyst

TL;DR: Routine SAR grant; modest, alignment-oriented, low market impact.

This Form 4 records the issuance of 28,418 SARs to EVP Michael Masick at a $31.15 strike. Such awards are typical annual long-term incentive vehicles at Brown-Forman and do not require insider cash outlay. The three-year vesting start (05/2028) reinforces retention and performance alignment through share-price appreciation. Because no common shares changed hands and BF’s share count tops 480 million, dilution and signaling effects are negligible. Investors may view the grant positively for incentive alignment but should not interpret it as a bullish insider purchase.

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

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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^*

Masick Michael Andrew

(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/Pres., Americas

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		28,418		05/01/2028	04/30/2035	Class B Common	28,418	$0	28,418	D

Explanation of Responses:

Remarks:

	Karleen M. Finnegan, Attorney in Fact for Michael A. Masick	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

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

The EVP received 28,418 Stock Appreciation Rights on 07/24/2025.

At what exercise price were the SARs granted?

The SARs carry a $31.15 exercise price.

When do the SARs vest and expire?

They become exercisable on 05/01/2028 and expire on 04/30/2035.

Did the executive buy or sell common shares?

No. The filing only shows a derivative grant; no common shares were bought or sold.

How many derivative securities does the EVP now own?

After the grant, he directly holds 28,418 SARs.

Is this transaction likely to affect BF’s share count?

The grant is non-dilutive at issuance; dilution occurs only if exercised in the future.