VinFast (VFS) details Vingroup restructuring of preference share holdings
Rhea-AI Filing Summary
VinFast Auto Ltd. director and Chief Executive Officer Vuong Pham Nhat reported a series of Form 4 entries showing 11 “J”‑code derivative transactions involving preference shares held indirectly through Vingroup Joint Stock Company. These entries reflect a corporate restructuring of Vingroup’s holdings in VFTP and VFVN preference shares, not open‑market buying or selling.
The transactions reallocate and reclassify more than 11.1 billion preference shares across multiple VFTP and VFVN series, with several VFTP series going to a zero balance and new 2026 and VFVN series appearing with large positions. Footnotes state the preference shares are exchangeable into VinFast ordinary shares at fixed ratios, subject to obtaining necessary approvals and other conditions, and that the reporting person disclaims beneficial ownership of securities held by Vingroup except to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | VFTP Series 1 Preference Shares | 105,939,383 | $0.00 | -- |
| Other | VFTP Series 2 Preference Shares | 102,589,457 | $0.00 | -- |
| Other | VFTP Series 3 Preference Shares | 807,500,229 | $0.00 | -- |
| Other | VFTP Series 5 Preference Shares | 4,542,643,385 | $0.00 | -- |
| Other | VFTP 2026 Series 1 Preference Shares | 101,166,305 | $0.00 | -- |
| Other | VFTP 2026 Series 3 Preference Shares | 771,118,471 | $0.00 | -- |
| Other | VFTP 2026 Series 5 Preference Shares | 4,337,975,510 | $0.00 | -- |
| Other | VFVN Series 1 Preference Shares | 4,773,078 | $0.00 | -- |
| Other | VFVN Series 2 Preference Shares | 102,589,457 | $0.00 | -- |
| Other | VFVN Series 3 Preference Shares | 36,381,758 | $0.00 | -- |
| Other | VFVN Series 5 Preference Shares | 204,667,875 | $0.00 | -- |
Footnotes (1)
- CPUD VFTP01 preference shares ("VFTP Series 1 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 1 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 4.5 VFTP Series 1 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP Series 1 Preference Shares have no expiration date. In connection with the corporate restructuring announced by the Issuer on May 12, 2026, 464,573,166 VFTP preference shares were allocated to VinFast Vietnam Joint Stock Company ("VFVN") and re-classified as preference shares of VinFast Vietnam Joint Stock Company ("VFVN"). The VFTP preference shares and VFVN preference shares reported herein are held of record by Vingroup Joint Stock Company ("Vingroup"), a public company listed on the Ho Chi Minh Stock Exchange, in which the Reporting Person, directly and through a majority-owned affiliate, holds a majority interest. The Reporting Person disclaims beneficial ownership of the securities held by Vingroup except to the extent of his pecuniary interest therein. CPUD VFTP02 preference shares ("VFTP Series 2 Preference Shares") in the capital of VFTP. The VFTP Series 2 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 1.7 VFTP Series 2 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP Series 2 Preference Shares have no expiration date. CPUD VFTP03 preference shares ("VFTP Series 3 Preference Shares") in the capital of VFTP. The VFTP Series 3 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 4.5 VFTP Series 3 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP Series 3 Preference Shares have no expiration date. CPUD VFTP05 preference shares ("VFTP Series 5 Preference Shares") in the capital of VFTP. 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 were issued in four tranches on December 30, 2024, March 31, 2025, December 22, 2025, and March 30, 2026, were exercisable from their respective issuance dates, and had no expiration date. CPUD VFTP01 preference shares issued in June 2026 ("VFTP 2026 Series 1 Preference Shares") in the capital of VFTP. The VFTP 2026 Series 1 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 543.2 VFTP 2026 Series 1 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP 2026 Series 1 Preference Shares have no expiration date. CPUD VFTP03 preference shares issued in June 2026 ("VFTP 2026 Series 3 Preference Shares") in the capital of VFTP. The VFTP 2026 Series 3 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 543.2 VFTP 2026 Series 3 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP 2026 Series 3 Preference Shares have no expiration date. CPUD VFTP05 preference shares issued in June 2026 ("VFTP 2026 Series 5 Preference Shares") in the capital of VFTP. The VFTP 2026 Series 5 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 1,281.1 VFTP 2026 Series 5 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP 2026 Series 5 Preference Shares have no expiration date. CPUD VFVN01 preference shares ("VFVN Series 1 Preference Shares") in the capital of VFVN. The VFVN Series 1 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 0.204 VFVN Series 1 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFVN Series 1 Preference Shares have no expiration date. CPUD VFVN02 preference shares ("VFVN Series 2 Preference Shares") in the capital of VFVN. The VFVN Series 2 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 1.7 VFVN Series 2 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFVN Series 2 Preference Shares have no expiration date. CPUD VFVN03 preference shares ("VFVN Series 3 Preference Shares") in the capital of VFVN. The VFVN Series 3 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 0.204 VFVN Series 3 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFVN Series 3 Preference Shares have no expiration date. CPUD VFVN05 preference shares ("VFVN Series 5 Preference Shares") in the capital of VFVN. The VFVN Series 5 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 2.209 VFVN Series 5 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFVN Series 5 Preference Shares have no expiration date.