STOCK TITAN

VinFast (VFS) CEO logs restructuring of 1B VFTP Series 5 preference shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

VinFast Auto Ltd. CEO Vuong Pham Nhat reported an indirect restructuring-type transaction involving 1,000,000,000 VFTP Series 5 Preference Shares held through Vingroup. These preference shares are in VinFast Trading and Product Joint Stock Company, a Vietnamese subsidiary of VinFast.

The VFTP Series 5 Preference Shares are exchangeable into VinFast ordinary shares at a rate of 10.1 preference shares for 1 ordinary share, subject to obtaining necessary approvals and other conditions, and they have no expiration date. Following the transaction, 4,542,643,385 VFTP Series 5 Preference Shares are reported as indirectly owned. The filing classifies the move as an “other” derivative transaction related to restructuring, not a standard open-market buy or sell.

Positive

  • None.

Negative

  • None.

Insights

Large internal restructuring of exchangeable preference shares, not a market trade.

The filing shows an indirect restructuring transaction involving 1,000,000,000 VFTP Series 5 Preference Shares linked to VinFast Auto Ltd., held through Vingroup. These are derivative interests in a subsidiary, not common stock traded in the open market.

The preference shares are exchangeable into VinFast ordinary shares at an exchange rate of 10.1 VFTP Series 5 Preference Shares for 1 ordinary share, subject to necessary approvals and other conditions, and have no expiration date. This structure provides a potential path to issue or deliver ordinary shares in the future without a fixed timeline.

After the transaction, 4,542,643,385 VFTP Series 5 Preference Shares are reported as indirectly held. The transaction code “J” and summary data classify this as a restructuring-type, “other” transaction with neutral net buy/sell direction, suggesting an internal reorganization of derivative holdings rather than a directional bet on the stock.

Insider Vuong Pham Nhat
Role Chief Executive Officer
Type Security Shares Price Value
Other VFTP Series 5 Preference Shares 1,000,000,000 $0.00 --
Holdings After Transaction: VFTP Series 5 Preference Shares — 4,542,643,385 shares (Indirect, By Vingroup)
Footnotes (1)
  1. [object Object]
Restructured preference shares 1,000,000,000 VFTP Series 5 Preference Shares Derivative restructuring transaction on 2026-03-30
Total preference shares after transaction 4,542,643,385 VFTP Series 5 Preference Shares Indirectly held by Vingroup following the event
Underlying ordinary shares 99,009,900 ordinary shares Underlying security linked to the derivative position
Exchange ratio 10.1 VFTP Series 5 per 1 ordinary share Exchange rate for converting preference to ordinary shares
Transaction price per preference share $0.0000 per share Reported transaction price for the derivative restructuring
Derivative restructuring shares 1,000,000,000 shares Classified as restructuring in transaction summary
VFTP Series 5 Preference Shares financial
"CPUD VFTP05 preference shares ("VFTP Series 5 Preference Shares") in the capital of VinFast Trading and Product Joint Stock Company"
exchangeable financial
"The VFTP Series 5 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 10.1"
ordinary shares financial
"exchangeable for the Issuer's ordinary shares at an exchange rate of 10.1 VFTP Series 5 Preference Shares to 1 ordinary share"
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.
joint stock company financial
"VinFast Trading and Product Joint Stock Company ("VFTP"), a joint stock company organized in Vietnam"
subsidiary financial
"a joint stock company organized in Vietnam and a subsidiary of the Issuer"
A subsidiary is a company that is controlled or owned by a larger company, known as the parent company. Think of it like a branch or division of a bigger organization; it operates separately but is ultimately guided by the parent. For investors, understanding subsidiaries helps clarify how a larger company is structured and where its resources and risks are concentrated.
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*
Vuong Pham Nhat

(Last)(First)(Middle)
61 ROBINSON ROAD, #06-01

(Street)
SINGAPORE068893

(City)(State)(Zip)

SINGAPORE

(Country)
2. Issuer Name and Ticker or Trading Symbol
VinFast Auto Ltd. [ VFS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026
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
VFTP Series 5 Preference Shares(1)03/30/2026J(1)1,000,000,00003/30/2026 (1)Ordinary Shares99,009,900(1)4,542,643,385IBy Vingroup(1)
Explanation of Responses:
1. CPUD VFTP05 preference shares ("VFTP Series 5 Preference Shares") in the capital of VinFast Trading and Product Joint Stock Company ("VFTP"), a joint stock company organized in Vietnam and a subsidiary of the Issuer. The VFTP Series 5 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 10.1 VFTP Series 5 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP Series 5 Preference Shares have no expiration date.
/s/ Tran Thu Hoa, attorney-in-fact04/06/2026
** 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)

FAQ

What insider transaction did VinFast Auto Ltd. (VFS) disclose in this Form 4?

VinFast disclosed an indirect restructuring-type transaction involving 1,000,000,000 VFTP Series 5 Preference Shares held through Vingroup. These are derivative interests in a subsidiary, not ordinary shares, and are classified as an “other” transaction rather than a market buy or sell.

How many VFTP Series 5 Preference Shares are held after the VinFast (VFS) transaction?

After the reported transaction, 4,542,643,385 VFTP Series 5 Preference Shares are indirectly held through Vingroup. This figure reflects the total derivative position in those preference shares following the restructuring-type event disclosed in the Form 4 filing.

What is the exchange rate between VFTP Series 5 Preference Shares and VinFast (VFS) ordinary shares?

Each VinFast Trading and Product VFTP Series 5 Preference Share is exchangeable into VinFast ordinary shares at a rate of 10.1 preference shares for 1 ordinary share. Any exchange is subject to obtaining necessary approvals and satisfying other conditions outlined in the terms.

Do the VFTP Series 5 Preference Shares reported by VinFast (VFS) have an expiration date?

The VFTP Series 5 Preference Shares reported in the Form 4 have no expiration date. They remain outstanding until exchanged into VinFast ordinary shares or otherwise disposed of, with any exchange still subject to necessary approvals and other specified conditions.

Was the VinFast (VFS) Form 4 transaction a market purchase or sale of shares?

The Form 4 labels the event with transaction code J as an “other” derivative transaction related to restructuring, not an open-market purchase or sale. It involves VFTP Series 5 Preference Shares held indirectly via Vingroup, giving it a neutral net buy/sell direction in the summary data.

Who indirectly holds the VFTP Series 5 Preference Shares reported for VinFast (VFS)?

The VFTP Series 5 Preference Shares are reported as indirectly owned “By Vingroup.” CEO Vuong Pham Nhat is the reporting person on the Form 4, but the nature-of-ownership field attributes the holding to Vingroup, a related entity rather than his direct personal account.