Form 4: Brown-Forman Director Elizabeth M. Brown Reports Acquisition of Deferred Stock Units

Elizabeth M. Brown, a director at Brown-Forman Corp, reported the acquisition of 5,109.8065 Deferred Stock Units (DSUs) on July 25, 2024, under the company's Non-Employee Director Deferred Stock Unit Program.

Summary

• On July 25, 2024, Elizabeth M. Brown, a director of Brown-Forman Corp, acquired 5,109.8065 Deferred Stock Units (DSUs).
• The acquisition was made under the Brown-Forman Corporation Non-Employee Director Deferred Stock Unit Program.
• Each DSU represents the right to receive one share of the company's Class A stock.
• The grant was based on the closing price of the company's Class A common stock on July 25, 2024, which was $45.99.
• Participants are credited with DSU equivalents on each dividend payment date.
• The DSUs vest over the course of the Board year and are paid out in Class A common stock on the first February 1 that is at least six months following the director's termination from Board service.
• Brown also has a Power of Attorney agreement, allowing designated individuals to act on her behalf for SEC filings related to Brown-Forman securities.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. The acquisition of DSUs by a director is a routine event and reflects a continued alignment of interests with shareholders. There are no indications of negative news or concerns.

Positives

• The acquisition of DSUs aligns the director's interests with those of the shareholders.
• The Deferred Stock Unit Program incentivizes long-term commitment from board members.

Future Outlook

The DSUs will be paid out in Class A common stock on the first February 1 that is at least six months following the director's termination from Board service.

Industry Context

Director compensation in the form of stock and deferred stock units is a common practice in publicly traded companies to align the interests of board members with those of shareholders.

Comparison to Industry Standards

• Many companies, such as Diageo and Pernod Ricard, use similar deferred stock unit programs for their non-employee directors.
• These programs typically vest over a period of years and are paid out in stock upon retirement or termination of service, aligning director compensation with long-term shareholder value.

Stakeholder Impact

• The acquisition of DSUs by a director can positively impact shareholders by aligning the director's interests with the long-term performance of the company.

Key Dates