Form 4: Brown-Forman Executive Timothy Nall Acquires Shares from Performance-Based RSU Award

Timothy M. Nall, EVP and Chief Supply/Technology Officer at Brown-Forman Corp., acquired 1,016 Class A Common shares from a performance-based restricted stock unit award and simultaneously disposed of 310 shares for tax withholding.

Summary

• Timothy M. Nall, Brown-Forman Corp.'s EVP, Chief Supply/Technology Officer, acquired 1,016 shares of Class A Common stock on June 2, 2025.
• These shares were issued in connection with a performance-based restricted stock unit award granted on July 28, 2022, which had a three-year performance period ending April 30, 2025.
• To satisfy tax withholding obligations associated with this award, Mr. Nall disposed of 310 shares of Class A Common stock on the same date.
• The shares disposed for tax withholding were valued at $34.61 per share, based on the closing price of BF-A on April 30, 2025.
• Following these transactions, Mr. Nall directly beneficially owns 1,105 Class A Common shares and indirectly owns 36 Class A Common shares through a Family Trust.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. While shares were disposed, it was for tax purposes, and the underlying event is the vesting of a performance award, indicating the company met its targets for that award period.

Positives

• The acquisition of 1,016 shares indicates the successful vesting of a performance-based restricted stock unit award, suggesting that the company met its performance targets over the three-year period ending April 30, 2025.

Negatives

• The disposition of 310 shares was solely to cover tax withholding obligations, which is a routine event and not indicative of a negative outlook or a voluntary sale by the executive.

Future Outlook

N/A

Industry Context

This filing is a routine disclosure of executive compensation and stock ownership changes, common across all publicly traded companies. It does not provide specific insights into broader industry trends or competitive dynamics within the beverage alcohol sector.

Related Party Transactions

• The transaction involves the issuance of shares from Brown-Forman Corp. to an executive (Timothy M. Nall) as part of his compensation, which is a standard related-party transaction in the context of executive equity awards.

Stakeholder Impact

• Shareholders: No direct material impact on share price or company operations, as this is a routine compensation event. It confirms the executive's continued alignment with shareholder interests through equity ownership.
• Employees: No direct impact beyond the executive involved.
• Customers/Suppliers/Creditors: No direct impact.

Key Dates

Keywords

Brown-Forman, BFA, BFB, Timothy M. Nall, SEC Form 4, Insider Transaction, Executive Compensation, Restricted Stock Units, Performance Award, Stock Acquisition, Tax Withholding