Kontoor Brands, Inc. filings document formal disclosures for an operating apparel company with Wrangler, Lee and Helly Hansen brand segments. 8-K reports record operating and financial results, dividend declarations, material-event disclosures, capital-structure matters, material agreements and board-approved governance changes.
Proxy and governance filings cover shareholder voting matters, executive compensation, severance plan disclosures, director nomination and shareholder-proposal procedures, bylaw provisions for shareholder meetings and other board oversight topics. The filing record also reflects executive appointments, compensatory arrangements and amendments to the company's governing documents.
Kontoor Brands, Inc. reported that its Board approved amended and restated bylaws effective after the 2026 annual meeting. The changes refine shareholder meeting procedures, expand disclosure requirements for shareholder proposals and director nominations, address Rule 14a-19 compliance, require non-white proxy cards, and detail inspector-of-election provisions.
Shareholders elected six directors for one-year terms, ratified PricewaterhouseCoopers LLP as auditor for the fiscal year ending January 2, 2027, approved executive compensation on an advisory basis, and chose an annual frequency for future say-on-pay votes. The Board also declared a regular quarterly cash dividend of $0.53 per share, payable June 18, 2026, to shareholders of record on June 8, 2026.
Kontoor Brands director Robert Lynch filed an amended insider report that corrects a previously misreported phantom stock award. A prior Form 4 had shown an award of 722.8045 Phantom Stock-d units tied to Kontoor Brands common stock, which the company now states was reported erroneously and has been removed.
The amendment confirms that Lynch beneficially holds 8,480.274 phantom stock units under the Kontoor Brands Deferred Savings Plan for Non-Employee Directors. These units track the value of common shares on a 1-for-1 basis, with dividend equivalents reinvested, and will be settled 100% in cash upon his retirement rather than with company stock.
Kontoor Brands, Inc. director Robert K. Shearer reported receiving a grant of phantom stock units as part of his deferred director compensation. He acquired 722.8045 phantom stock units on April 2, 2026, based on deferring fees at a rate of $69.175 per unit. These phantom stock units are credited under the company’s Deferred Savings Plan for non-employee directors and are designed to be settled 100% in cash upon his retirement, rather than in actual shares. Following this grant and the addition of dividend equivalents, his total phantom stock units beneficially owned increased to 40,580.897, reflecting ongoing deferral of fees and reinvested dividends.
Kontoor Brands VP and Chief Accounting Officer Susan Denise Sumner reported routine tax-related share dispositions tied to restricted stock units. On April 1, 2026, a total of 337 shares of common stock were withheld at $69.18 per share to satisfy tax withholding obligations on settled restricted stock units. Following these non-market tax-withholding transactions, she directly holds 12,080.047 shares of Kontoor Brands common stock, which include restricted stock units and 17.956 shares received as dividend equivalents.
Kontoor Brands, Inc. EVP and CHRO Peter A. Kidd reported equity compensation activity in company stock. On 2026-04-01, he received a grant of 3,756 shares of Common Stock, recorded at $0.0000 per share as a stock award.
To cover applicable tax withholding on settled restricted stock units, a total of 1,420 shares of Common Stock were withheld in three separate transactions at $69.18 per share. After these award and tax-withholding entries, Kidd directly holds 25,576.897 shares of Kontoor Brands common stock, and the reported common stock figure includes restricted stock units.
Kontoor Brands, Inc. reported that EVP, General Counsel and Secretary Thomas L. Doerr Jr. received a grant of 4,333 shares of common stock on April 1, 2026 as a share-based award at no cash cost to him.
To cover applicable taxes on settled restricted stock units, a total of 2,115 shares were withheld at $69.18 per share. After these transactions, Doerr directly holds 32,666.569 shares of common stock, and this amount includes restricted stock units and 64.404 shares received as dividend equivalents.
Kontoor Brands, Inc. director and EVP, Global Brands President Jennifer H. Broyles reported compensation-related stock activity in common shares. She received a grant of 8,666 shares directly and 1,011 shares attributed to her spouse, both at no cost as equity awards. To cover tax obligations on settled restricted stock units, a total of 1,838 shares were withheld at $69.18 per share, across both her direct and spouse-held positions. After these transactions, she holds 44,260.759 shares directly and 6,650.982 shares indirectly through her spouse, and the filing notes that common stock figures include restricted stock units and related dividend equivalents.
Kontoor Brands, Inc. reported that Chairman, President and CEO Scott H. Baxter received a grant of 51,994 shares of common stock on April 1, 2026 as a share-based award. The award was recorded at $0.00 per share, reflecting compensation rather than a market purchase.
On the same date, a total of 21,947 shares of common stock were withheld at $69.18 per share to satisfy tax withholding obligations on settled restricted stock units, described as payment of tax liability by delivering securities. After these transactions, Baxter held 261,092.128 shares directly. He also reported indirect holdings of common stock through vehicles including "2025 GRAT #1," "2026 GRAT #1," a trust, and his son. Footnotes state that common stock amounts include restricted stock units and 784.289 shares received as dividend equivalents since the last statement.
Kontoor Brands, Inc. EVP, CFO & Head of Operations Joseph A. Alkire received a grant of 9,821 shares of common stock on 2026-04-01 as a stock award with no cash price per share. These shares increased his direct holdings before tax effects.
To cover applicable tax withholding obligations on settled restricted stock units, 2,491 shares of common stock were withheld at $69.18 per share through two dispositions of 1,298 and 1,193 shares. After these transactions, Alkire directly owns 54,843.843 shares of common stock.
Footnotes state that common stock totals include restricted stock units and 124.477 shares received as dividend equivalents since the last statement. The withholding dispositions are not open-market sales but share reductions to satisfy tax liabilities on equity awards.
Goldsmith Ashley reported acquisition or exercise transactions in this Form 4 filing.
Kontoor Brands director Ashley Goldsmith reported receiving 433.6827 phantom stock units tied to Kontoor Brands common stock. These units were granted as a fee deferral, where Goldsmith elected to defer $69.175 of director fees for each unit received.
The phantom stock units accrue under the Kontoor Brands Deferred Savings Plan For Non-Employee Directors and are designed to mirror the value of common shares on a 1-for-1 basis. They will be settled 100% in cash upon Goldsmith’s retirement and can grow over time through deemed reinvestment of dividend equivalents.
Following this grant and dividend equivalents, Goldsmith now holds a total of 3,062.9459 phantom stock units under the plan, including 271.3266 units received as dividend equivalents since the prior statement. This filing reflects compensation-related awards, not open-market share purchases or sales.