Village Farms (VFF) director exercises 25,000 share options

Rhea-AI Filing Summary

Village Farms International director John R. McLernon exercised stock options to acquire 25,000 common shares at $1.09 per share. The options, granted in 2016 under the share-based compensation plan, are now fully exercised with no remaining balance. Following the transaction, he directly holds 155,642 common shares and also reports additional indirect holdings through various registered accounts, his spouse, and McLernon Holdings Ltd.

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

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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).

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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Shares	03/19/2026		M		25,000	A	$1.09	155,642	D
Common Shares								15,800	I	See footnote(1)
Common Shares								23,500	I	See footnote(2)
Common Shares								500	I	See footnote(3)
Common Shares								30,000	I	See footnote(4)
Common Shares								14,300	I	See footnote(5)

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
Options	$1.09	03/19/2026		M			25,000	(6)	03/29/2026	Common Shares	25,000	(6)	0	D

Explanation of Responses:

1. Held through a Tax Free Savings Account ("TFSA").

2. Held through a Retirement Income Fund.

3. Held through spouse.

4. Held through McLernon Holdings Ltd. Mr. McLernon and his spouse are the shareholders of McLernon Holdings Ltd. and may be deemed the beneficial owners of the common shares held by it.

5. Held through a TFSA for Mr. McLernon's spouse.

6. The options were issued on March 29, 2016 pursuant to the Issuer's Share-Based Compensation Plan, became fully vested on the third anniversary of the grant date and expire on March 29, 2026.

	/s/Stephen C. Ruffini, Attorney-in-Fact	03/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Village Farms (VFF) report for John R. McLernon?

Village Farms reported that director John R. McLernon exercised stock options for 25,000 common shares at $1.09 per share. This was a derivative exercise, not an open-market purchase or sale, and increased his directly held common share position.

How many Village Farms (VFF) shares does John R. McLernon hold after this Form 4?

After exercising options, John R. McLernon holds 155,642 Village Farms common shares directly. The Form 4 also lists several indirect holdings through registered accounts, his spouse and McLernon Holdings Ltd., which may be deemed beneficially owned according to the footnotes.

Were any Village Farms (VFF) shares sold in John R. McLernon’s latest Form 4?

No shares were sold in this Form 4. The filing shows a derivative exercise of options into 25,000 common shares at $1.09 per share, with no reported open-market sales or dispositions, indicating a pure exercise-and-hold transaction in this disclosure.

What are the key terms of John R. McLernon’s Village Farms (VFF) options exercised?

The options were granted on March 29, 2016 under Village Farms’ Share-Based Compensation Plan, became fully vested on the third anniversary of the grant date, and were set to expire on March 29, 2026. He exercised 25,000 options at an exercise price of $1.09 per share.

How are John R. McLernon’s indirect Village Farms (VFF) holdings structured?

The Form 4 notes indirect Village Farms holdings through a Tax Free Savings Account, a Retirement Income Fund, his spouse, McLernon Holdings Ltd., and a TFSA for his spouse. Footnotes state he and his spouse may be deemed beneficial owners of shares held by McLernon Holdings Ltd.

Does this Village Farms (VFF) Form 4 show any remaining options for John R. McLernon?

This Form 4 indicates that the specific 25,000 options exercised now have a remaining balance of zero, and no additional derivative positions are listed in the derivative summary. The reported transaction fully used that option grant before its March 29, 2026 expiry.