VFF COO exercises 23,558 RSUs; shares withheld for tax
Village Farms International, Inc. Chief Operating Officer Gillin Ann Lefever exercised 23,558 Restricted Share Units (RSUs) into the same number of common shares at a $0.00 exercise price.
Rhea-AI Filing Summary
Village Farms International, Inc. Chief Operating Officer Gillin Ann Lefever exercised 23,558 Restricted Share Units (RSUs) into the same number of common shares at a $0.00 exercise price. To cover tax obligations, 9,386 common shares were withheld at $2.84 per share. After these transactions, she directly holds 205,011 common shares. A prior award of 78,525 RSUs vests 30% on each of the first three anniversaries of the grant date, with the remaining 10% vesting on December 31, 2027 if the share price exceeds $3.00. RSUs subject to performance-based vesting expire on January 1, 2028 if the criteria are not met.
Positive
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Insider Trade Summary
23,558 shares exercised/converted
Exercise
4 txns
Insider
Gillin Ann Lefever
Role
Chief Operating Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Share Units | 23,558 | $0.00 | $0.00 |
| Exercise | Common Shares | 23,558 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Shares | 9,386 | $2.84 | $27K |
| Grant/Award | Restricted Share Units | 78,525 | $0.00 | $0.00 |
Holdings After Transaction:
Restricted Share Units — 54,967 contracts (Direct);
Common Shares — 205,011 shares (Direct)
Footnotes (2)
- F1. Restricted share units are time and performance-based grants of common shares ("RSUs") of Village Farms International, Inc ("Issuer") made pursuant to the Issuer's Share-Based Compensation Plan, as described in the Issuer's Annual Report on Form 10-K/A filed with the Securities and Exchange Commission on April 25, 2025. 30% of the RSUs vest on each of the three anniversaries of the initial grant date. The remaining 10% of the RSUs vest on December 31, 2027 if the Issuer's common share price is greater than $3.00 per common share. RSUs do not require payment of a conversion or exercise price.
- F2. The RSUs that are subject to performance-based vesting criteria expire on January 1, 2028 in the event that such performance-based vesting criteria has not been met.
Key Figures
RSUs exercised: 23,558 units
Tax withholding shares: 9,386 shares
Share price for tax withholding: $2.84 per share
+5 more
8 metrics
RSUs exercised
23,558 units
Converted to 23,558 common shares on April 1, 2026
Tax withholding shares
9,386 shares
Withheld at $2.84 per share to cover taxes
Share price for tax withholding
$2.84 per share
Price used for 9,386-share tax-withholding disposition
Common shares held after transaction
205,011 shares
Direct ownership after April 1, 2026 transactions
RSU grant size
78,525 RSUs
Time- and performance-based award reported as of April 1, 2025
Performance vesting price hurdle
$3.00 per share
Required common share price by December 31, 2027 for final 10% vesting
Performance RSU expiry date
January 1, 2028
Expiration if performance vesting criteria are not met
Time-based vesting portions
30% / 30% / 30%
Vest on each of first three anniversaries of grant date
Key Terms
Restricted Share Units, Share-Based Compensation Plan, performance-based vesting criteria, tax-withholding disposition, +1 more
5 terms
performance-based vesting criteria financial
"The RSUs that are subject to performance-based vesting criteria expire on January 1, 2028"
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Form 10-K/A regulatory
"as described in the Issuer's Annual Report on Form 10-K/A filed with the Securities and Exchange Commission"
A Form 10-K/A is an amended version of a company’s annual report filed with regulators to correct, clarify or add information after the original annual report was submitted. Think of it like a revised chapter in a book that fixes errors or includes new details; investors pay attention because the changes can alter the company’s financial picture, risks or legal disclosures and therefore may affect investment decisions.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did VFF COO Gillin Ann Lefever do in this Form 4 filing?
The COO exercised 23,558 restricted share units into common shares at a $0.00 exercise price. To satisfy tax obligations, 9,386 of those common shares were withheld at $2.84 per share, leaving her with 205,011 common shares held directly.
What are the vesting terms of the 78,525 RSUs reported for VFF?
The 78,525 RSUs vest 30% on each of the first three anniversaries of the initial grant date. The remaining 10% vests on December 31, 2027, only if Village Farms’ common share price exceeds $3.00 per share, tying part of the award to performance.
What happens if VFF’s performance vesting condition on RSUs is not met?
RSUs subject to performance-based vesting will expire on January 1, 2028 if the specified criteria are not met. In this case, the remaining 10% of the award requires Village Farms’ common share price to be greater than $3.00 per share by December 31, 2027.
Do the Village Farms RSUs reported require an exercise price to be paid?
The RSUs do not require payment of a conversion or exercise price according to the disclosure. They are time- and performance-based grants that settle into common shares upon vesting, with certain portions depending on service anniversaries and a share price performance hurdle.
AI-generated analysis. How Rhea-AI works. Not financial advice.
