Form 4: Brown-Forman EVP Leanne Cunningham Reports Share Transactions
SEC Form 4 Filing
Leanne Cunningham, EVP and CFO of Brown-Forman, reports acquisition and disposal of Class A Common Stock related to performance-based restricted stock units and employee stock purchase program.
Summary
- On June 3, 2024, Leanne Cunningham, EVP and CFO of Brown-Forman, reported transactions involving Class A Common Stock.
- 1,600 shares were acquired related to a performance-based restricted stock unit award from July 22, 2021, which vested after a three-year performance period ending April 30, 2024.
- 478 shares were disposed of to satisfy withholding obligations associated with the restricted stock unit award.
- The price used to calculate the withholding obligation was $49.07, based on the closing price of BF-A on April 30, 2024.
- Cunningham also reported ownership of 4,489.5253 shares through the employee stock purchase program as of June 3, 2024.
- Cunningham has granted power of attorney to Michael E. Carr, Jr., Mary E. Barrazotto, Nancie Oliver Mauffray, Laura H. Pulliam, and Mary C. Garris to handle SEC filings.
Sentiment
Score: 6
Explanation: The sentiment is neutral. The filing reflects routine transactions related to executive compensation and does not indicate any significant positive or negative developments for the company.
Positives
- Acquisition of 1,600 shares indicates vesting of performance-based restricted stock units, potentially reflecting positive performance.
Negatives
- Disposal of 478 shares to cover withholding obligations reduces the total shareholding.
Risks
- The document does not explicitly mention any risks.
- However, reliance on a power of attorney could introduce operational risks if the attorneys-in-fact are unavailable or make errors.
Future Outlook
The document does not contain specific forward-looking statements.
Industry Context
Form 4 filings are standard disclosures required by the SEC for corporate insiders, providing transparency into their transactions in the company's stock. This filing indicates routine compensation-related transactions.
Comparison to Industry Standards
- Form 4 filings are a standard practice across all publicly traded companies, including competitors like Diageo (DEO) and Pernod Ricard (RI.
- These companies also have executives who regularly report transactions in their company's stock.
- The vesting of restricted stock units and subsequent sale for tax obligations is a common occurrence across the industry.
Stakeholder Impact
- The transactions have a minimal direct impact on stakeholders.
- They provide transparency to shareholders regarding insider transactions, which is a standard corporate governance practice.
Key Dates
| Date | Description |
|---|---|
| 2021/07/22 | Date of the performance-based restricted stock unit award. |
| 2024/02/27 | Date of execution of the Power of Attorney. |
| 2024/04/30 | End date of the three-year performance period for the restricted stock units; closing price of BF-A used for withholding calculation. |
| 2024/06/03 | Date of the reported transactions (acquisition and disposal of shares). |
| 2024/06/05 | Date of signature on the Form 4 filing. |
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