[Form 4/A] Kontoor Brands, Inc. Amended Insider Trading Activity

Rhea-AI Filing Summary

Kontoor Brands, Inc. (KTB) – Form 4/A (Amendment)

Director Robert K. Shearer reported the acquisition of 748.9652 phantom stock units (PSUs) on 26 June 2025 under the company’s Deferred Savings Plan for Non-Employee Directors. The units were obtained by deferring director fees at an effective rate of $65.585 per PSU. Following the transaction, Shearer holds 37,555.8449 PSUs. The PSUs are cash-settled upon retirement and therefore do not represent actual KTB common shares or confer voting rights. This amendment corrects the previously reported number of PSUs and clarifies that no exercise or expiration dates apply.

No open-market purchases or sales of KTB stock occurred; the filing reflects a routine fee deferral and has minimal direct impact on the company’s share float or insider sentiment.

Insights

Financial Analyst

TL;DR: Routine fee-deferral; neutral for investors.

The amended Form 4 records a standard, cash-settled PSU accrual by a non-employee director. Because the units are settled in cash and do not affect outstanding share count or voting power, the event is immaterial to KTB’s capital structure and market dynamics. The correction of previously mis-reported amounts suggests sound compliance rather than signaling strategic changes. I classify the impact as neutral; investors can largely disregard this disclosure when evaluating KTB’s valuation and governance.

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).

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^*

SHEARER ROBERT K

(Last) (First) (Middle)

400 N. ELM STREET

(Street)

GREENSBORO NC 27401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kontoor Brands, Inc. [ KTB ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
06/30/2025

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
Phantom Stock-d(1)	(2)	06/27/2025		A		748.9652(3)		(4)	(4)	Common Stock	748.9652(3)	$65.585(5)	37,555.8449	D

Explanation of Responses:

1. Represents phantom stock units ("PSUs") accrued under the Kontoor Brands Deferred Savings Plan For Non-Employee Directors Plan ("Plan"), to be settled 100% in cash upon the reporting person's retirement. The number of PSUs acquired equals the amount of Directors' fees deferred by the reporting person divided by the fair market value (average of the high and low selling prices) per share on the date of deferral. The number of PSUs beneficially owned may vary over time due to deemed reinvestment of dividends.

2. 1 for 1.

3. This corrects an incorrect number of PSUs previously reported.

4. There is no date that should appear in these columns. These columns are not applicable to this particular filing.

5. Each PSU was acquired at the election of the Directors by deferring $65.585 of fees per PSU.

Remarks:

	/s/ Thomas L. Doerr, Jr. for Robert K. Shearer (Pursuant to Signing Authority on File)	07/14/2025
	** 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 did director Robert K. Shearer report in the KTB Form 4/A?

He acquired 748.9652 cash-settled phantom stock units by deferring director fees.

Does the transaction increase Kontoor Brands' outstanding shares?

No. The PSUs are cash-settled and do not create or convert into common stock.

What is the total number of PSUs Robert K. Shearer now holds?

He beneficially owns 37,555.8449 PSUs after the reported transaction.

Was this an open-market purchase of KTB shares?

No. The filing reflects a fee-deferral election, not a market transaction.

Why was the Form 4 amended?

It corrects the previously reported PSU amount and clarifies that certain date fields do not apply.