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Village Farms (VFF) director converts 75,757 restricted stock units into common shares

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Village Farms International, Inc. director Carolyn Hauger exercised a time-based restricted stock award, converting 75,757 Restricted Stock units into an equal number of Common Shares on July 9, 2026. The award was granted on July 9, 2025 and vested entirely on July 9, 2026. Following the conversion, Hauger holds 170,567 Common Shares directly.

Positive

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Insights

Director converted vested restricted stock into common shares, a routine compensation event.

Director Carolyn Hauger converted 75,757 vested Restricted Stock units into the same number of Common Shares of Village Farms International, Inc. This stems from a time-based grant under the company’s Share-based Compensation Plan, with no exercise price payable.

The award was granted on July 9, 2025 and fully vested on July 9, 2026, then automatically converted as specified. After the transaction, Hauger directly owns 170,567 Common Shares. No open-market purchases or sales, tax withholdings, or gifts are reported in this filing, so the economic impact is limited to normal equity compensation vesting.

Insider Hauger Carolyn
Role Director
Type Security Shares Price Value
Exercise Restricted Stock F1, F2 75,757 $0.00 $0.00
Exercise Common Shares 75,757 $0.00 $0.00
Holdings After Transaction: Restricted Stock — 0 shares (Direct); Common Shares — 170,567 shares (Direct)
Footnotes (2)
  1. F1. Restricted stock are time-based grants of common shares ("Restricted Stock") of Village Farms International, Inc ("Issuer") granted pursuant to the Issuer's Share-based Compensation Plan, as described in the Issuer's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 29, 2026. The Restricted Stock does not require payment of a conversion or exercise price.
  2. F2. This Restricted Stock award was granted on July 9, 2025 and vested entirely on July 9, 2026, and in accordance with the terms therewith, automatically converted into common shares as reported herein.
Restricted Stock units converted 75,757 shares Time-based Restricted Stock award converted into Common Shares on July 9, 2026
Director holdings after transaction 170,567 Common Shares Shares directly owned by Carolyn Hauger following the conversion
Exercise/Conversion price $0.0000 per share Restricted Stock did not require payment of a conversion or exercise price
Grant date of Restricted Stock July 9, 2025 Date the Restricted Stock award was granted to the director
Vesting and conversion date July 9, 2026 Date the Restricted Stock fully vested and converted into Common Shares
Restricted Stock financial
"Restricted stock are time-based grants of common shares ("Restricted Stock") of Village Farms International, Inc"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Share-based Compensation Plan financial
"granted pursuant to the Issuer's Share-based Compensation Plan, as described in the Issuer's Definitive Proxy Statement"
vested entirely financial
"This Restricted Stock award was granted on July 9, 2025 and vested entirely on July 9, 2026"
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""

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FAQ

What did Village Farms International (VFF) director Carolyn Hauger report in this Form 4?

Director Carolyn Hauger reported the conversion of 75,757 Restricted Stock units into 75,757 Common Shares of Village Farms International, Inc. on July 9, 2026, following full vesting of a prior grant.

How many Village Farms International (VFF) shares does Carolyn Hauger own after the reported transaction?

After the transaction, Carolyn Hauger directly owns 170,567 Common Shares of Village Farms International, Inc. This reflects her holdings following the automatic conversion of vested Restricted Stock into Common Shares.

Was there a cash exercise price for the Village Farms International (VFF) restricted stock conversion?

No, the Restricted Stock did not require payment of a conversion or exercise price. The 75,757 Restricted Stock units automatically converted into an equal number of Common Shares upon vesting, under the company’s Share-based Compensation Plan.

When was the Village Farms International (VFF) Restricted Stock granted and when did it vest?

The Restricted Stock award to Carolyn Hauger was granted on July 9, 2025 and vested entirely on July 9, 2026. Upon vesting, it automatically converted into 75,757 Common Shares as reported.

Does the Village Farms International (VFF) Form 4 show any open-market buying or selling by Carolyn Hauger?

No, the Form 4 shows no open-market purchases or sales. It reports only an exercise/conversion of 75,757 Restricted Stock units into Common Shares as part of equity compensation vesting.
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*
Hauger Carolyn

(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)
07/09/2026
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
Common Shares07/09/2026M75,757A$0170,567D
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 Stock(1)07/09/2026M75,75707/09/2026 (2)Common Shares75,757(1)0D
Explanation of Responses:
1. Restricted stock are time-based grants of common shares ("Restricted Stock") of Village Farms International, Inc ("Issuer") granted pursuant to the Issuer's Share-based Compensation Plan, as described in the Issuer's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 29, 2026. The Restricted Stock does not require payment of a conversion or exercise price.
2. This Restricted Stock award was granted on July 9, 2025 and vested entirely on July 9, 2026, and in accordance with the terms therewith, automatically converted into common shares as reported herein.
/s/Stephen C. Ruffini, Attorney-in-Fact07/10/2026
** 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)