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Village Farms (VFF) awards 57,500 RSUs to company director

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(Neutral)
Form Type
4

Rhea-AI Filing Summary

Village Farms International director John R. McLernon received a grant of 57,500 restricted share units (RSUs). These RSUs are rights to receive an equal number of common shares and were granted at no exercise price under the company’s share-based compensation plan. The RSUs vest on July 1, 2027, subject to the terms of the award agreement and the plan, and McLernon’s reported derivative holdings after this grant total 57,500 RSUs.

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Insider McLernon John R.
Role Director
Type Security Shares Price Value
Grant/Award Restricted Share Units 57,500 $0.00 $0.00
Holdings After Transaction: Restricted Share Units — 57,500 shares (Direct)
Footnotes (3)
  1. F1. Restricted Share Units ("RSUs") are rights to receive common shares of Village Farms International, Inc. ("Issuer"), which vest based on the passage of time, granted pursuant to the Issuer's Share-based Compensation Plan (the "Plan"), as described in the Issuer's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 29, 2026. RSUs do not require payment of a conversion or exercise price.
  2. F2. The RSUs will vest on July 1, 2027 subject to the terms and conditions of the underlying award agreements and the Plan.
  3. F3. The RSUs do not have a stated expiration date.
RSUs granted 57,500 units Restricted Share Units granted to director on July 1, 2026
Exercise price $0.00 per unit RSUs require no conversion or exercise payment
Underlying shares 57,500 common shares One common share underlying each RSU
Total derivative holdings after grant 57,500 RSUs Director’s derivative position following the transaction
Vesting date July 1, 2027 RSUs vest subject to award agreement and plan terms
Restricted Share Units financial
"Restricted Share Units ("RSUs") are rights to receive common shares of Village Farms International, Inc."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
Share-based Compensation Plan financial
"granted pursuant to the Issuer's Share-based Compensation Plan (the "Plan")"
Definitive Proxy Statement regulatory
"as described in the Issuer's Definitive Proxy Statement filed with the Securities and Exchange Commission"
A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.
vest financial
"The RSUs will vest on July 1, 2027 subject to the terms and conditions"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
derivative financial
"transaction_type": "derivative""
A derivative is a financial contract whose value depends on the price or performance of another asset or measure — for example a stock, index, interest rate, commodity, or currency. Investors use derivatives like insurance or leveraged bets to hedge risk, speculate, or gain exposure without owning the underlying asset; they can protect portfolios but also amplify losses and introduce counterparty and market risk.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did Village Farms (VFF) director John R. McLernon report on this Form 4?

John R. McLernon reported receiving 57,500 restricted share units (RSUs) of Village Farms International as a grant. These RSUs are part of the company’s share-based compensation plan and represent future rights to common shares, not an immediate open-market purchase.

How many restricted share units did the Village Farms (VFF) director receive?

The director received 57,500 restricted share units (RSUs) tied to Village Farms International common shares. Each RSU represents a right to receive one common share in the future, subject to vesting conditions described in the company’s share-based compensation plan and award agreement.

When do the 57,500 Village Farms (VFF) RSUs granted to the director vest?

The 57,500 RSUs granted to the director vest on July 1, 2027, subject to the plan rules. Vesting means the director will become entitled to receive the underlying common shares if all applicable conditions in the award agreement and compensation plan are satisfied.

Did the Village Farms (VFF) director pay an exercise price for the 57,500 RSUs?

No, the director did not pay an exercise price for the 57,500 RSUs. The footnotes state that restricted share units under Village Farms International’s share-based compensation plan do not require payment of a conversion or exercise price when they are granted or when they vest.

What is the director’s reported derivative position in Village Farms (VFF) after this grant?

After this grant, the director’s reported derivative holdings consist of 57,500 restricted share units linked to Village Farms International common shares. The filing’s summary shows these RSUs as the total derivative position following the transaction, with no additional derivative awards listed.

Are the Village Farms (VFF) RSUs subject to a stated expiration date?

The filing notes that the RSUs do not have a stated expiration date. Instead, the key timing condition is the vesting date of July 1, 2027, along with any other terms in the underlying award agreements and the share-based compensation plan.
SEC Form 4
FORM 4UNITED 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*
McLernon John R.

(Last)(First)(Middle)
C/O VILLAGE FARMS INTERNATIONAL, INC
90 COLONIAL CENTER PARKWAY, SUITE 100

(Street)
LAKE MARY FLORIDA 32746

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Village Farms International, Inc. [ VFF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units(1)07/01/2026A57,50007/01/2027(2) (3)Common Shares57,500(1)57,500D
Explanation of Responses:
1. Restricted Share Units ("RSUs") are rights to receive common shares of Village Farms International, Inc. ("Issuer"), which vest based on the passage of time, granted pursuant to the Issuer's Share-based Compensation Plan (the "Plan"), as described in the Issuer's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 29, 2026. RSUs do not require payment of a conversion or exercise price.
2. The RSUs will vest on July 1, 2027 subject to the terms and conditions of the underlying award agreements and the Plan.
3. The RSUs do not have a stated expiration date.
/s/Stephen C. Ruffini, Attorney-in-Fact07/07/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)