VF Corp (VFC) Director Acquires 2,121.521 Phantom Units via Fee Deferral

Rhea-AI Filing Summary

Mark S. Hoplamazian, a director of VF Corp (VFC), reported acquiring 2,121.521 phantom stock units (PSUs) on 09/26/2025 under the VF Corporation Directors Deferred Savings Plan. The PSUs were created by deferring director fees at an elected rate of $14.73 per PSU and will be settled 100% in cash upon the reporting person’s retirement. The filing shows 2,121.521 PSUs underlying an equivalent of 2,121.521 common shares and indicates 25,751.8761 shares beneficially owned following the transaction. Dividend equivalents are deemed reinvested and can change the PSU count over time.

Insights

Corporate Governance Expert

TL;DR: Director deferred fees into cash-settled PSUs, a routine compensation choice that aligns pay timing with retirement without changing voting control.

The reported transaction documents a director-level election to defer board fees into phantom stock units settled in cash at retirement. This is a standard director compensation mechanism that preserves economic exposure linked to share price movement while avoiding issuance of actual shares today. It does not indicate any sale or transfer of underlying equity, nor does it change the directors direct voting ownership. Impact on governance is minimal and routine.

Securities/Compensation Analyst

TL;DR: The filing shows acquisition of 2,121.521 PSUs at $14.73 per unit, increasing beneficial ownership to 25,751.8761 shares—no cash proceeds or option exercise reported.

This Form 4 records a non-derivative economic interest via PSUs credited for deferred fees rather than a market purchase. The per-unit deferral price is explicit at $14.73. Because settlement is cash-based at retirement, there are no immediate share issuances diluting shareholders. The transaction is procedural rather than material to valuation.

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
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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^*

HOPLAMAZIAN MARK SAMUEL

(Last) (First) (Middle)

1551 WEWATTA STREET

(Street)

DENVER CO 80202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
V F CORP [ VFC ]

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)
09/26/2025

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
Phantom Stock-d(1)	(2)	09/26/2025		A		2,121.521		(3)	(3)	Common Stock	2,121.521	$14.73(4)	25,751.8761	D

Explanation of Responses:

1. Represents phantom stock units ("PSUs") accrued under the VF Corporation Directors Deferred Savings 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 (closing market price) 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. There is no date that should appear in these columns. These columns are not applicable to this particular filing.

4. Each PSU was acquired at the election of the Director by deferring $14.73 of fees per PSU.

	/s/ Vivian Coates for Mark S. Hoplamazian (Pursuant to Signing Authority on File)	09/30/2025
	** 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 Mark S. Hoplamazian report on the VFC Form 4?

The Form 4 reports acquisition of 2,121.521 phantom stock units (PSUs) on 09/26/2025 under the directors' deferred savings plan.

How were the PSUs acquired and at what rate?

The PSUs were acquired by deferring director fees at an elected rate of $14.73 per PSU.

Will these PSUs be settled in stock or cash for VFC?

The filing states the PSUs will be settled 100% in cash upon the reporting persons retirement.

How many shares does Hoplamazian beneficially own after the transaction?

The filing shows 25,751.8761 shares beneficially owned following the reported transaction.

Do these PSUs affect voting control or immediate dilution for VFC?

No immediate dilution or change in voting control is indicated because the PSUs are cash-settled and not actual share issuances.