Village Farms (NASDAQ: VFF) authorizes $10M repurchase of up to 5.69M shares

Rhea-AI Filing Summary

Village Farms International, Inc. announced that its Board of Directors has authorized a $10 million share repurchase program covering up to 5,687,000 common shares. The company may buy back shares from time to time on the open market or through privately negotiated transactions.

This authorization gives the company flexibility to reduce its share count using available capital, depending on market conditions and other factors. Details of the decision were released in a press release dated September 29, 2025, furnished as an exhibit to this report.

Insights

Equity Capital Markets Analyst

Village Farms adds flexibility with a $10M share buyback authorization.

Village Farms International has authorized a share repurchase program of up to $10 million, covering as many as 5,687,000 common shares. The company may execute repurchases on the open market or via privately negotiated transactions, offering multiple methods to retire equity.

A buyback authorization typically signals board confidence in the share value or a desire to optimize capital structure, but actual impact depends on how many shares are ultimately repurchased and at what prices. The filing does not specify a fixed schedule or mandatory amounts.

The press release dated September 29, 2025, listed as Exhibit 99.1, is the main source of detailed terms. Subsequent disclosures in periodic reports may clarify execution progress, including total cash used and shares repurchased under this authorization.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 29, 2025

VILLAGE FARMS INTERNATIONAL, INC.

(Exact name of Registrant as Specified in Its Charter)

Ontario			001-38783	98-1007671
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
90 Colonial Parkway
Lake Mary, Florida				32746
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (407) 936-1190

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares, without par value		VFF		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On September 29, 2025, Village Farms International, Inc. (the "Company") issued a press release announcing that its Board of Directors authorized a $10 million share buyback program for up to 5,687,000 shares of the Corporation’s Common Stock. The share repurchase plan may be implemented from time to time on the open market or in privately negotiated transactions.

The information contained in this Current Report on Form 8-K under Item 7.01, including the attached Exhibit 99.1, is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information contained in this Current Report on Form 8-K under Item 7.01, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number		Description
99.1		Press Release dated September 29, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Village Farms International, Inc.
Date:	September 29, 2025	By:	/s/ Stephen C. Ruffini
			Name: Stephen C. Ruffini Title: Executive Vice President and Chief Financial Officer

FAQ

What did Village Farms International (VFF) announce in this 8-K?

Village Farms International announced that its board authorized a $10 million share repurchase program for up to 5,687,000 common shares. Repurchases may occur on the open market or through privately negotiated transactions, as described in a press release furnished with the report.

How large is Village Farms International’s new share buyback authorization?

The board approved a $10 million share buyback program covering up to 5,687,000 common shares. This authorization sets an upper limit on total repurchases, with actual activity depending on factors such as market conditions and management’s capital allocation decisions.

How may Village Farms (VFF) execute its share repurchases?

Village Farms may carry out share repurchases on the open market or in privately negotiated transactions. This flexibility allows the company to choose transaction methods that fit prevailing market conditions and its capital strategy at different points in time.

Is the Village Farms International share repurchase information considered filed with the SEC?

The share repurchase information under Item 7.01 is furnished, not filed, for purposes of Section 18 of the Exchange Act. It is also not incorporated by reference into other securities filings unless specifically referenced in those future documents.

Where can investors find more detail on Village Farms’ $10 million buyback?

More detail is provided in the press release dated September 29, 2025, identified as Exhibit 99.1. That document, furnished with the report, sets out the announcement terms and context for the share repurchase authorization.