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Brown-Forman Corporation filings document formal disclosures for a public spirits company with Class A common stock, nonvoting common stock, and outstanding notes. Recent Form 8-K reports furnish operating results and financial condition updates, Regulation FD releases, and other material-event disclosures tied to the company’s beverage alcohol business.
The filing record also covers executive officer changes, compensatory arrangements, an executive change-in-control severance plan, and board authorization of share repurchases. These disclosures provide the formal record for Brown-Forman’s governance actions, capital structure, securities, and recurring public-company reporting obligations.
Brown-Forman insider plans to sell Class A shares under Rule 144. A holder has filed notice to sell 42,495 shares of Class A Common Stock of Brown-Forman, to be handled through Raymond James & Associates on the NYSE. The filing lists an aggregate market value of $1,317,345.00 for the planned sale and notes that 169,143,808 shares of this class were outstanding at the time referenced.
The shares to be sold were acquired over several years as equity compensation in the form of restricted stock units or performance-based restricted stock units granted by the issuer between 2017 and 2024. The seller also represents that they do not know of any material adverse, nonpublic information about Brown-Forman’s current or prospective operations.
An affiliate of BF has filed a Form 144 indicating an intention to sell 4,785 shares of Class B Common Stock through Raymond James & Associates on the NYSE. The filing lists an aggregate market value of $148,185.00 for the planned sale and notes that there were 303,608,875 shares of this class outstanding.
The shares to be sold were acquired over several years as equity compensation from the issuer, including awards dated April 30, 2017, April 30, 2019, June 3, 2019, and March 12, 2024. Individual grant amounts include 495, 724, 647, and 2,919 shares, received as RSU/PBRSU and SSARS awards described as compensation, with one transaction labeled as a cashless exercise. The signer represents that they are not aware of any undisclosed material adverse information about the issuer.
Brown-Forman Corporation announced that it has released its operating results for the second fiscal quarter and first six months of its fiscal year ended October 31, 2025. The company communicated these results through a press release dated December 4, 2025.
The press release is provided as Exhibit 99.1 and is being furnished rather than filed, meaning it is not automatically subject to certain liability provisions of U.S. securities laws or incorporated into other reports unless specifically referenced.
FMR LLC filed a Schedule 13G reporting beneficial ownership of Brown‑Forman Corp Class B Common Stock. FMR LLC reported 22,753,131.91 shares beneficially owned, representing 7.5% of the class, with sole voting power over 12,822,270.35 shares and sole dispositive power over 22,753,131.91 shares.
Abigail P. Johnson was also listed as a reporting person with sole dispositive power over 22,753,131.91 shares. The filing states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. The date of the event triggering the filing was 09/30/2025. The filing notes that one or more other persons may have rights to dividends or sale proceeds, with no single person over five percent.
Brown-Forman Corporation adopted an Executive Change in Control Severance Plan effective October 31, 2025. The plan covers members of the executive leadership team, including current named executive officers, and select key employees. It applies to involuntary Qualifying Terminations occurring from 30 days before through 24 months after a change in control.
Severance includes: any earned but unpaid prior-year bonus; a cash payment equal to a severance multiple—3.0x for the CEO and 2.0x for other executive leaders—applied to the sum of annual base salary and the greater of target bonus or the most recently earned bonus; a pro‑rata current‑year bonus; payment equal to 18 months of COBRA premiums; full vesting of nonqualified deferred compensation; up to 12 months of outplacement; a $10,000 lump‑sum tax preparation payment; and full vesting of unvested equity awards. Benefits require execution and non‑revocation of a general release, and the plan supersedes other severance arrangements during the protection period.
Marshall B. Farrer, a director of Brown‑Forman Corporation (tickers BFA, BFB), reported changes in beneficial ownership dated 10/08/2025. The filing shows a disposition of 2,720 Class B common shares and two corresponding acquisitions of 1,360 Class B shares each, both with $0 price reported and held indirectly in Child-1 Trust and Child-2 Trust. After the transactions, Mr. Farrer directly owned 19,017 Class B shares and indirectly held 1,360 shares in each trust. The Form 4 was signed by an attorney‑in‑fact on 10/09/2025.
Brown-Forman Corporation approved a board-authorized share repurchase program to buy up to $400 million of its outstanding Class A and Class B common stock between October 1, 2025 and October 1, 2026. The program allows purchases in the open market, block trades, under Rule 10b5-1 plans, and through privately negotiated transactions, and is subject to market conditions and applicable laws. The repurchase plan does not commit the company to a minimum repurchase amount and may be modified, suspended, or terminated at any time. The filing notes that the information in Item 7.01 and Exhibit 99.1 is furnished and not "filed" for Exchange Act purposes.
Brown-Forman reported mixed first-quarter fiscal 2026 results with modest declines in top-line and profitability while pursuing cost realignment. Net sales were $924 million, down 3% year-over-year, driven by the Sonoma-Cutrer divestiture, foreign exchange headwinds, and lower used-barrel sales, partially offset by higher volumes and distributor inventory builds. Gross profit totaled $552 million (down 2%) and gross margin improved to 59.8% from 59.4%. Operating income was $260 million, down 7%, reflecting foreign exchange, the absence of a prior-year franchise tax refund, restructuring costs, and lower gross profit. Diluted EPS was $0.36, down 13% year-over-year. The company recognized $60 million of restructuring and other charges to date and expects $60–$70 million in aggregate. Cash and cash equivalents were $471 million at July 31, 2025 (about 54% held overseas). Management reiterated fiscal 2026 outlook: organic net sales and organic operating income declines in the low-single-digit range; effective tax rate ~21%–23%; and capital expenditures of $125–$135 million.
Brown-Forman Corporation reported that it has released its operating results for the first fiscal quarter and three-month period ended July 31, 2025. The company furnished this information through a press release dated August 28, 2025, which is attached as Exhibit 99.1. The results are provided under a section that is designated as furnished rather than filed, meaning they are not subject to certain Exchange Act liability provisions or automatically incorporated into other securities filings unless specifically referenced.
Brown-Forman Corporation disclosed that Leanne D. Cunningham, its Executive Vice President and Chief Financial Officer, informed the company on August 21, 2025 that she intends to retire effective May 1, 2026. The company furnished a press release dated August 25, 2025 announcing the retirement and attached that release as Exhibit 99.1 to this Form 8-K. The filing clarifies that the Item 7.01 disclosure and Exhibit 99.1 are furnished, not filed, under the Exchange Act and are not incorporated by reference into other filings unless expressly stated.