What changed in this filing

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Item 2. Management’s Discussion and Analysis

2022-08-05 compared with 2022-01-28 · 234 added, 365 removed, 185 unchanged (76% of the section changed)

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The Company's current fiscal year runs from April 3, 2022 through April 1, 2023 ("Fiscal 2023").

Accordingly, this Form 10-Q presents our third quarter of Fiscal 2022.

For presentation purposes herein, all references to periods ended December 2021 and December 2020 relate to the fiscal periods ended on January 1, 2022 and December 26, 2020, respectively.

Accordingly, this Form 10-Q presents our first quarter of Fiscal 2023.

For presentation purposes herein, all references to periods ended June 2022 and June 2021 relate to the fiscal periods ended on July 2, 2022 and July 3, 2021, respectively.

References to March 2022 relate to information as of April 2, 2022.

All per share amounts are presented on a diluted basis and all percentages shown in the tables below and the following discussion have been calculated using unrounded numbers.

References to the three and nine months ended December 2021 foreign currency amounts below reflect the changes in foreign exchange rates from the three and nine months ended December 2020 and their impact on translating foreign currencies into U.S.

References to the three months ended June 2022 foreign currency amounts below reflect the changes in foreign exchange rates from the three months ended June 2021 and their impact on translating foreign currencies into U.S.

VF’s most significant foreign currency exposure relates to business conducted in euro-based countries.

Additionally, VF conducts business in other developed and emerging markets around the world with exposure to foreign currencies other than the euro.

On December 28, 2020, VF acquired 100% of the outstanding shares of Supreme Holdings, Inc.

The business results for Supreme have been included in the Active segment.

All references to contributions from acquisition below represent the operating results of Supreme for the three and nine months ended December 2021.

Refer to Note 4 to VF's consolidated financial statements for additional information on the acquisition.

On June 28, 2021, VF completed the sale of its Occupational Workwear business.

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The results of the Occupational Workwear business and the related cash flows have been reported as discontinued operations in the Consolidated Statements of Operations and Consolidated Statements of Cash Flows, respectively, through the date of sale.

The related held-for-sale assets and liabilities have been reported as assets and liabilities of discontinued operations in the Consolidated Balance Sheets, through the date of sale.

These changes have been applied to all periods presented.

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RECENT DEVELOPMENTS

Russia-Ukraine Conflict

In response to the ongoing conflict in Ukraine, all VF-operated retail locations within Russia are currently closed and commercial shipments to both Russia and Ukraine are suspended.

Revenues in Russia and Ukraine represented less than 1% of VF's total Fiscal 2022 revenue.

While we are not able to determine the ultimate length and severity of the conflict, we currently do not expect significant disruption to our business.

For additional information, see the risk factors discussed in Part I, “Item 1A.

Risk Factors” in the Fiscal 2022 Form 10-K.

Impact of COVID-19

As the global impact of the novel coronavirus ("COVID-19") continues, VF remains first and foremost focused on a people-first approach that prioritizes the health and well-being of its employees, customers, trade partners and consumers around the world.

To help mitigate the spread of COVID-19 and in response to health advisories and governmental actions and regulations, VF has modified its business practices including the temporary closing of offices and retail stores, instituting travel bans and restrictions and implementing health and safety measures including social distancing and quarantines.

VF has also implemented measures that are designed to ensure the health, safety and well-being of associates employed in its distribution, fulfillment and manufacturing centers around the world.

At the beginning of the first quarter of Fiscal 2022, over 95% of VF-operated retail stores were open in North America, with all VF-owned retail stores reopened by the end of the first quarter.

In the Europe region, approximately 60% of VF-operated retail stores were closed at the beginning of the first quarter of Fiscal 2022, with all stores reopened by the end of the first quarter.

In the Asia-Pacific region, nearly all VF-operated retail stores were open at the beginning of the first quarter of Fiscal 2022;

however, approximately 5% reclosed by the end of the first quarter.

In comparison, at the beginning of the first quarter of Fiscal 2021, all VF-operated retail stores in North America and in the Europe region were closed.

By the end of the first quarter of Fiscal 2021, approximately 75% and 90% of VF-operated retail

stores were open in North America and the Europe region, respectively.

In the Asia-Pacific region, approximately 5% of VF-owned retail stores were closed at the beginning of the first quarter of Fiscal 2021, with all opened by the end of the first quarter of Fiscal 2021.

At the beginning of the second quarter of Fiscal 2022, all VF-operated retail stores in North America and in the Europe region were open and remained open during the quarter.

In the Asia-Pacific region, approximately 5% of VF-operated retail stores were closed at the beginning of the second quarter of Fiscal 2022 with nearly all stores open at the end of the second quarter.

In comparison, at the beginning of the second quarter of Fiscal 2021, approximately 75% of the VF-operated retail stores in North America were open, and over 95% were open at the end of the second quarter of Fiscal 2021.

During the second quarter of Fiscal 2021, nearly all of the VF-operated retail stores in the Europe and Asia-Pacific regions were open.

At the beginning of the third quarter of Fiscal 2022, all VF-operated retail stores in North America were open and remained open during the quarter.

In the Europe region, all VF-operated stores were open at the beginning of the third quarter of Fiscal 2022;

however, approximately 6% of stores reclosed by the end of the third quarter.

In the Asia-Pacific region, nearly all VF-operated stores were open at the beginning of the third quarter of Fiscal 2022, and all stores were open by the end of the third quarter.

In comparison, at the beginning of the third quarter of

29 VF Corporation Q3 FY22 Form 10-Q

Fiscal 2021, approximately 95% of the VF-operated retail stores in North America were open, however due to stores that reclosed, approximately 85% of stores were open at the end of the third quarter of Fiscal 2021.

In the Europe region, nearly all VF-operated retail stores were open at the beginning of the third quarter of Fiscal 2021, however due to stores that reclosed, approximately 50% of stores were open at the end of the third quarter of Fiscal 2021.

During the third quarter of Fiscal 2021, nearly all of the VF-operated retail stores in the Asia-Pacific regions were open.

The coronavirus ("COVID-19") pandemic significantly impacted global economic conditions, as well as VF's business operations and financial performance during Fiscal 2022 and continues to impact Fiscal 2023.

VF-operated retail stores across the globe have been impacted during the first quarter of Fiscal 2023 and Fiscal 2022 due to COVID-19, including temporary closures for varying periods of time in certain regions, most notably in Asia-Pacific.

VF is continuing to monitor the COVID-19 outbreak globally and will comply with guidance from government entities and public health authorities to prioritize the health and well-being of its employees, customers, trade partners and consumers.

As COVID-19 uncertainty continues, retail store reclosures may occur.

Consistent with VF’s long-term strategy, the Company’s digital platform remains a high priority through which its brands stay connected with consumer communities while providing experiential content.

Prior to the COVID-19 pandemic, consumer spending had started shifting to brand e-commerce sites and other digital platforms, which accelerated due to changes in the retail landscape resulting from the COVID-19 pandemic.

COVID-19 has also impacted some of VF's suppliers, including third-party manufacturers, logistics providers and other vendors.

COVID-19 has also impacted some of VF's suppliers, including raw material suppliers, third-party manufacturers, logistics providers and other vendors.

At this time, the majority of VF's supply chain is operational.

Suppliers are complying with local health advisories and governmental restrictions which has resulted in product delays.

The resurgence of COVID-19 lockdowns in key sourcing countries has resulted in additional manufacturing capacity constraints during Fiscal 2022;

Suppliers are complying with local

health advisories and governmental restrictions which has resulted in product delays.

The resurgence of COVID-19 lockdowns in key sourcing countries resulted in additional manufacturing capacity constraints during Fiscal 2022 and the first quarter of Fiscal 2023;

however, the situation has improved over time.

Additionally, Fiscal 2022 has been impacted by continued port congestion, lengthened transit times, equipment availability and other logistics challenges.

These issues have caused significant product delays, which has resulted in challenges to timely meet customer demand in Fiscal 2022.

VF is working with its suppliers to minimize disruption and is employing expedited freight as needed.

VF has worked with its suppliers to minimize disruption and employed expedited freight as needed.

VF's distribution centers are operational in accordance with local government guidelines while maintaining enhanced health and safety protocols.

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While we are not able to determine the ultimate length and severity of the COVID-19 pandemic, we expect ongoing disruption to our business.

Enterprise Protection Strategy

VF has taken a number of actions to advance its Enterprise Protection Strategy in response to the COVID-19 pandemic.

At December 2021, VF had approximately $1.3 billion of cash and equivalents.

Additionally, VF had approximately $2.2 billion available for borrowing against its Global Credit Facility, subject to certain restrictions.

Actions VF has taken to support its business in response to the COVID-19 pandemic included the Company's decision to temporarily pause its share repurchase program on April 7, 2020.

The Company decided to reinstate the program during the third quarter of Fiscal 2022 and completed $300.0 million of repurchases during the period, which leaves VF with $2.5 billion remaining under its share repurchase authorization.

The Company paid cash dividends of $0.50 per share and $1.48 per share during the three and nine months ended December 2021, respectively, and has declared a cash dividend of $0.50 per share that is payable in the fourth quarter of Fiscal 2022.

Subject to approval by its Board of Directors, VF intends to continue to pay its regularly scheduled dividend.

The Company has also commenced a multi-year initiative designed to enable our ability to accelerate and advance VF's business model transformation.

One of the key objectives of this initiative is to deliver global cost savings over a three-year period that will be used to support the transformation agenda and highest-priority growth drivers.

As VF continues to actively monitor the situation and advance our business model transformation, we may take further actions that affect our operations.

We believe the Company has sufficient liquidity and flexibility to operate and continue to execute our strategy during the disruptions caused by the COVID-19 pandemic and related governmental actions and regulations and health authority advisories, and meet its obligations as they become due.

However, due to the uncertainty of the duration and severity of the COVID-19 pandemic, governmental actions in response to the pandemic, and the impact on us and our consumers, customers and suppliers, there is no certainty that the measures we take will be sufficient to mitigate the risks posed by COVID-19.

See Part I, “Item 1A.

Risk Factors” in the Fiscal 2021 Form 10-K for additional discussion.

HIGHLIGHTS OF THE THIRD QUARTER OF FISCAL 2022

• Revenues were up 22% to $3.6 billion compared to the three months ended December 2020, including the recovery from the negative impact of COVID-19 on the prior year period and a 7% contribution from the Supreme acquisition.

• Outdoor segment revenues increased 23% to $1.9 billion compared to the three months ended December 2020.

• Active segment revenues increased 25% to $1.4 billion compared to the three months ended December 2020, including a $193.2 million (17%) contribution from the

Supreme acquisition and a 1% unfavorable impact from foreign currency.

• Work segment revenues increased 6% to $285.1 million compared to the three months ended December 2020, including a 1% favorable impact from foreign currency.

• Direct-to-consumer revenues were up 30% over the 2020 period, including a 13% contribution from the Supreme acquisition.

E-commerce revenues increased 21% in the current period, including an 18% contribution from the Supreme acquisition.

Direct-to-consumer revenues

For additional information, see the risk factors discussed in Part I, “Item 1A.

Risk Factors” in the Fiscal 2022 Form 10-K.

VF Corporation Q1 FY23 Form 10-Q 22

accounted for 55% of VF's net revenues for the three months ended December 2021.

• International revenues increased 19% compared to the three months ended December 2020, including a 1% unfavorable impact from foreign currency.

Greater China (which includes Mainland China, Hong Kong and Taiwan) revenues decreased 6%, including a 3% favorable impact from foreign currency.

International revenues represented 46% of VF's net revenues for the three months ended December 2021.

• Gross margin increased 140 basis points to 56.1% compared to the three months ended December 2020, primarily driven by reduced promotional activity, which was partially offset by increased expedited freight costs.

• Earnings per share was $1.32 compared to $0.83 in the 2020 period.

The increase was primarily driven by recovery from the negative impact of COVID-19 on the prior year period and contribution from the Supreme acquisition.

HIGHLIGHTS OF THE FIRST QUARTER OF FISCAL 2023

• Revenues were up 3% to $2.3 billion compared to the three months ended June 2021, including a 4% unfavorable impact from foreign currency.

• Active segment revenues decreased 4% to $1.3 billion compared to the three months ended June 2021, including a 4% unfavorable impact from foreign currency.

• Outdoor segment revenues increased 24% to $768.6 million compared to the three months ended June 2021, including a 7% unfavorable impact from foreign currency.

• Work segment revenues decreased 13% to $238.9 million compared to the three months ended June 2021, including a 2% unfavorable impact from foreign currency.

• Direct-to-consumer revenues were down 7% over the 2021 period, including a 4% unfavorable impact from foreign currency.

E-commerce revenues decreased 18% in the current period, including a 4% unfavorable impact from foreign currency.

Direct-to-consumer revenues accounted for 44% of VF's net revenues for the three months ended June 2022.

• International revenues decreased 1% compared to the three months ended June 2021, including a 10% unfavorable impact from foreign currency.

Greater China (which includes Mainland China, Hong Kong and Taiwan) revenues decreased 33%, including a 3% unfavorable impact from foreign currency.

International revenues represented 44% of VF's net revenues for the three months ended June 2022.

• Gross margin decreased 260 basis points to 53.9% compared to the three months ended June 2021, primarily driven by unfavorable mix and higher freight costs, partially offset by price increases.

• Earnings (loss) per share was $(0.14) compared to $0.39 in the 2021 period.

The decrease was primarily driven by a pension settlement charge and lower profitability in the Active segment in the three months ended June 2022, and a decrease in the estimated fair value of the contingent consideration liability associated with the Supreme Holdings, Inc.

("Supreme") acquisition in the three months ended June 2021 .

ANALYSIS OF RESULTS OF OPERATIONS

Consolidated Statements of Operations

The following table presents a summary of the changes in net revenues for the three and nine months ended December 2021 from the comparable periods in 2020:

(In millions) Three Months Ended December Nine Months Ended December

The following table presents a summary of the changes in net revenues for the three months ended June 2022 from the comparable period in 2021:

(In millions) Three Months Ended June

Net revenues — 2021 $ 2,194.6

Organic 162.8

Acquisition 193.2 438.5

Impact of foreign currency (95.8)

Net revenues — 2022 $ 2,261.6

VF reported a 22% and 35% increase in revenues for the three and nine months ended December 2021, respectively, compared to the 2020 periods.

The revenue increase in both periods was primarily driven by recovery from the negative impact of COVID-19 on demand and distribution channels in the prior year periods, which included temporary closures of VF-operated retail and VF's wholesale customer stores.

These growth rates have been impacted in the current year by supply chain disruption, including port delays, lengthened transit times, logistics challenges and supplier production issues.

The three and nine months ended December 2021 also included a $193.2 million (7%) and $438.5 million (6%) contribution from the Supreme acquisition, respectively.

The increase in the nine months ended December 2021 also included a 1% favorable impact from foreign currency.

Reve nues increased ac ross all regions in the three and nine months ended December 2021.

The largest increases were in the United States, Europe and Americas (non-U.S.) regions,

which experienced the most significant negative impact of COVID-19 in the prior year p eriods.

Revenues in the Asia-Pacific region in the three and nine months ended December 2021 have been negatively impacted by COVID-19 resurgence, which has caused disruption and consumption pressure in the region, particularly in Greater China.

Revenues increased in both our wholesale and direct-to-consumer channels in the three and nine months ended December 2021.

The overall increase in the direct-to-consumer channel was driven by reopenings of our owned retail stores, which had temporary closures in the prior year periods due to COVID-19, and the contribution from the Supreme acquisition during the three and nine months ended December 2021.

The overall increase in the wholesale channel also reflects recovery from the negative impact of COVID-19 on the prior year periods.

VF reported a 3% increase in revenues for the three months ended June 2022, compared to the 2021 period.

The revenue increase was primarily driven by global growth in the Outdoor segment.

The increase in the three months ended June 2022 was partially offset by declines in the Asia-Pacific region and an overall 4% unfavorable impact from foreign currency.

The Asia-Pacific region has been negatively impacted by COVID-19 resurgence, which has caused disruption and consumption pressure in the region, particularly in Mainland China.

Additional details on revenues are provided in the section titled “Information by Reportable Segment.”

The following table presents the percentage relationships to net revenues for components of the Consolidated Statements of Operations:

Three Months Ended December Nine Months Ended December

2021 2020 2021 2020

Three Months Ended June

Gross margin (net revenues less cost of goods sold) 53.9 % 56.5 %

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Operating margin 2.8 % 9.2 %

Gross margin increased 140 and 240 basis points in the three and nine months ended December 2021, respectively, compared to the 2020 periods.

The increase in both periods was primarily d riven by higher levels of full-price sales as increased promotional activity was used to clear elevated inventory levels relative to demand in the prior year periods, primarily due to the negative impact of COVID-19.

The three and nine months ended

December 2021 also included a 20 and 30 basis point contribution from the Supreme acquisition, respectively.

The increase in gross margin in both periods was partially offset by expedited freight costs, which were a direct result of the supply chain disruption.

Gross margin decreased 260 basis points in the three months ended June 2022, compared to the 2021 period.

The decrease was primarily d riven by unfavorable mix as wholesale and Outdoor segment revenues, which generally have lower margins, represented a larger portion of VF consolidated revenues in the three months ended June 2022.

The decrease was also

attributed to higher freight costs, partially offset by price increases.

Selling, general and administrative expenses as a percentage of total revenues increased 380 basis points during the three months ended June 2022 compared to the 2021 period.

Selling, general and administrative expenses increased $119.1 million in

23 VF Corporation Q1 FY23 Form 10-Q

Selling, general and administrative expenses as a percentage of total revenues decreased during both the three and nine months ended December 2021 compared to the 2020 periods, primarily reflecting leverage of operating expenses due to increased revenues compared to the prior year periods, which were negatively impacted by COVID-19.

Selling, general and administrative expenses increased $138.8 million and $513.1 million in the three and nine months ended December 2021, respectively, compared to the 2020 periods, primarily due to cost controls taken in the prior year periods in response to COVID-19 and payroll relief in the prior year periods from the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") and other governmental packages.

The Company recognized $8.3 million and $76.0 million during the three and nine months ended December 2020, respectively, as a result of relief from the CARES Act and other governmental packages.

The increase in both periods was also due to continued investments in direct-to-consumer and digital strategic growth initiatives, advertising expenses, higher distribution spending and the impact from Supreme.

The increases in the three and nine months ended December 2021 were partially offset by a $50.0 million and $158.0 million decrease in the estimated fair value of the contingent consideration liability associated with the Supreme acquisition, which were recognized in the selling, general and administrative expense line item during the three and nine months ended December 2021, respectively.

Net interest expen se increased $1.6 million and $9.9 million during the three and nine months ended December 2021, respectively, compared to the 2020 periods.

The increase in net interest expense in both the three and nine months ended December 2021 was primarily due to lower invested balances and lower investment interest rates.

Total outstanding debt averaged $5.7 billion for both the nine months ended December 2021 and 2020, with a weighted average interest rate of 2.1% for both periods.

Loss on debt extinguishment of $3.6 million was recorded in the three and nine months ended December 2021 as a result of the early redemption of $500.0 million in aggregate principal amount of VF's outstanding 2.050% Senior Notes due April 2022.

Other income (expense), net decreased $6.6 million and increased $43.6 million during the three and nine months ended December 2021, respectively, compared to the 2020 periods.

decrease in the three months ended December 2021 was primarily due to higher pension benefit costs driven by an increase in settlement charges.

The increase in the nine months ended December 2021 was primarily due to a $42.4 million expense recorded in the three months ended June 2020 related to the release of currency translation amounts associated with the substantial liquidation of foreign entities in certain countries in South America.

The effective income tax rate for the nine months ended December 2021 was 16.0% compared to 20.2% in the 2020 period.

The nine months ended December 2021 included a net discrete tax expense of $43.7 million, which included a $92.3 million net tax expense related to unrecognized tax benefits and interest, a $9.6 million net tax benefit related to return to accrual adjustments, a $35.2 million net tax benefit related to withholding taxes on prior foreign earnings, a $1.7 million tax benefit related to stock compensation, and a $2.4 million net tax benefit related to tax rate change on deferred tax items.

Excluding the $43.7 million net discrete tax expense in the 2021 period, the effective income tax rate would have been 12.8%.

The nine months ended December 2020 included a net discrete tax expense of $3.7 million, which included a $15.2 million net tax expense related to unrecognized tax benefits and interest, a $2.3 million tax benefit related to stock compensation, a $4.9 million net tax benefit related to return to accrual adjustments and a $4.3 million net tax benefit related to withholding taxes on prior foreign earnings.

the three months ended June 2022, compared to the 2021 period, primarily due to a $73.0 million decrease in the estimated fair value of the contingent consideration liability associated with the Supreme acquisition, which was recognized in the selling, general and administrative expense line item in the three months ended June 2021.

The increase was also due to higher distribution spending and increased technology spending in the three months ended June 2022.

Net interest expen se decreased $1.5 million during the three months ended June 2022, compared to the 2021 period.

The decrease in net interest expense in the three months ended June 2022 was primarily due to the repayment of the $1.0 billion in aggregate principal of the 2.050% Senior Notes due April 2022, partially offset by higher short-term borrowings in the three months ended June 2022.

Total outstanding debt averaged $5.4 billion in the three months ended June 2022 and $5.8 billion in the three months ended June 2021, with a weighted average interest rate of 2.1% for both periods.

Other income (expense), net decreased $103.8 million during the three months ended June 2022, compared to the 2021 period.

The decrease in the three months ended June 2022 was primarily due to a $91.8 million pension settlement charge recorded in the three months ended June 2022, which resulted from the purchase of a group annuity contract and transfer of a portion of the assets and liabilities associated with the U.S.

qualified defined pension plan to an insurance company.

The effective income tax rate for the three months ended June 2022 was 10.6% compared to 14.1% in the 2021 period.

The three months ended June 2022 included a net discrete tax expense of $0.8 million, which included a $1.6 million net tax expense related to unrecognized tax benefits and interest and a $0.8 million net tax benefit related to withholding taxes on prior foreign earnings.

Excluding the $0.8 million net discrete tax expense in the 2022 period, the effective income tax rate would have been 12.0%.

Without discrete items, the effective income tax rate for the nine months ended December 2021 decreased by 6.4% compared with the 2020 period primarily due to losses generated in the prior year and more favorable expectations to utilize foreign tax credits generated in the current year.

As a result of the above, income from continuing operations in the three months ended December 2021 was $517.8 million ($1.32 per diluted share) compared to $327.7 million ($0.83 per diluted share) in the 2020 period, and income from continuing operations in the nine months ended December 2021 was $1.1 billion ($2.89 per diluted share) compared to $293.2 million ($0.75 per diluted share) in the 2020 period.

The three months ended June 2021 included a net discrete tax benefit of $2.3 million, which included a $1.2 million net tax expense related to unrecognized tax benefits and interest, a $1.1 million tax benefit related to stock compensation and a $2.4 million net tax benefit related to tax rate change on deferred tax items.

Excluding the $2.3 million net discrete tax benefit in the 2021 period, the effective income tax rate would have been 15.3%.

Without discrete items, the effective income tax rate for the three months ended June 2022 decreased by 3.3% compared with the 2021 period primarily due to year-to-date losses generated in the current quarter.

As a result of the above, income (loss) from continuing operations in the three months ended June 2022 was $(56.0) million ($(0.14) per diluted share) compared to $154.0 million ($0.39 per diluted share) in the 2021 period.

Refer to additional discussion in the “Information by Reportable Segment” section below.

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Included in this Other category are results primarily related to the sale of non-VF products and sourcing activities related to transition services.

Refer to Note 15 to the consolidated financial statements for a summary of results of operations by segment, along with a reconciliation of segment profit to income before income taxes.

VF Corporation Q3 FY22 Form 10-Q 32

The following tables present a summary of the changes in segment revenues and profit in the three and nine months ended December 2021 from the comparable periods in 2020 and revenues by region for our Top 4 brands for the three and nine months ended December 2021 and 2020:

Segment Revenues:

Three Months Ended December

(In millions) Outdoor Active Work Other Total

Segment revenues — 2020 $ 1,571.0 $ 1,127.1 $ 270.2 $ 3.2 $ 2,971.5

Organic 358.2 94.3 14.2 (2.9) 463.8

Acquisition — 193.2 — — 193.2

Impact of foreign currency (0.8) (4.0) 0.7 — (4.1)

Refer to Note 13 to the consolidated financial statements for a summary of results of operations by segment, along with a reconciliation of segment profit to income (loss) before income taxes.

The following tables present a summary of the changes in segment revenues and profit in the three months ended June 2022 from the comparable period in 2021 and revenues by region for our Top 4 brands for the three months ended June 2022 and 2021:

Segment Revenues:

Nine Months Ended December

Three Months Ended June

(In millions) Outdoor Active Work Other Total

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Organic 190.0 3.9 (31.3) 0.2 162.8

Acquisition — 438.5 — — 438.5

Impact of foreign currency (39.2) (52.1) (4.5) — (95.8)

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Segment Profit (Loss):

Three Months Ended December

(In millions) Outdoor Active Work Other Total

Segment profit (loss) — 2020 $ 311.8 $ 201.4 $ 16.9 $ (4.5) $ 525.6

Organic 135.8 0.8 30.7 4.5 171.8

Acquisition — 53.7 — — 53.7

Impact of foreign currency 2.8 (1.4) 0.1 — 1.5

Segment profit (loss) — 2021 $ 450.4 $ 254.5 $ 47.7 $ — $ 752.6

Nine Months Ended December

Three Months Ended June

(In millions) Outdoor Active Work Other Total

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Organic 24.7 (44.9) (5.4) 0.3 (25.3)

Acquisition — 93.2 — — 93.2

Impact of foreign currency 0.1 (12.0) (0.6) — (12.5)

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Top Brand Revenues:

Three Months Ended December 2021

(In millions) Vans ®

The North Face ®

Timberland ® (a)

United States $ 645.8 $ 620.6 $ 274.1 $ 149.6 $ 1,690.1

International:

Europe 194.6 415.7 204.6 18.6 833.5

Asia-Pacific 148.9 146.4 84.5 37.4 417.2

Americas (non-U.S.) 71.2 57.6 30.1 5.8 164.7

Global $ 1,060.5 $ 1,240.3 $ 593.3 $ 211.4 $ 3,105.5

Three Months Ended December 2020

(In millions) Vans ®

The North Face ®

Timberland ® (a)

United States $ 593.5 $ 518.2 $ 232.6 $ 112.7 $ 1,457.0

International:

Europe 159.4 297.1 180.2 31.3 668.0

Asia-Pacific 178.8 113.6 94.6 51.9 438.9

Americas (non-U.S.) 50.3 43.2 28.9 6.5 128.9

Global $ 982.0 $ 972.1 $ 536.3 $ 202.4 $ 2,692.8

Nine Months Ended December 2021

Three Months Ended June 2022

(In millions) Vans ®

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Timberland ® (a)

United States $ 1,805.1 $ 1,211.5 $ 644.0 $ 455.2 $ 4,115.8

International:

Americas $ 633.7 $ 257.4 $ 140.2 $ 131.1 $ 1,162.4

Europe 192.3 165.2 94.9 16.3 468.7

Asia-Pacific 120.9 58.5 34.4 22.9 236.7

Americas (non-U.S.) 203.1 123.2 90.1 15.7 432.1

Global $ 946.8 $ 481.1 $ 269.5 $ 170.4 $ 1,867.8

Nine Months Ended December 2020

Three Months Ended June 2021

(In millions) Vans ®

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Timberland ® (a)

United States $ 1,378.0 $ 960.5 $ 459.1 $ 305.0 $ 3,102.6

International:

Americas $ 613.9 $ 185.6 $ 146.6 $ 159.0 $ 1,105.1

Europe 211.9 128.8 74.8 14.2 429.7

Asia-Pacific 194.1 51.8 28.0 26.1 300.0

Americas (non-U.S.) 130.3 82.9 64.5 17.3 295.0

Global $ 1,019.9 $ 366.2 $ 249.4 $ 199.3 $ 1,834.8

(a) The global Timberland brand includes Timberland ® , reported within the Outdoor segment and Timberland PRO ® , reported within the Work segment.

VF Corporation Q3 FY22 Form 10-Q 34

Amounts may not sum due to rounding.

The following sections discuss the changes in revenues and profitability by segment.

For purposes of this analysis, royalty revenues have been included in the wholesale channel for all periods.

Three Months Ended December Nine Months Ended December

Three Months Ended June

(Dollars in millions) 2022 2021 Percent

Change 2021 2020 Percent

Segment revenues $ 768.6 $ 617.8 24.4 %

Segment profit 450.4 311.8 44.5 % 662.8 283.5 133.8 %

Segment profit (loss) (46.9) (71.7) 34.7 %

Operating margin (6.1) % (11.6) %

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The North Face ® , Timberland ® , Smartwool ® , Icebreaker ® and Altra ® .

Global revenues for Outdoor increased 23% in the three months ended December 2021 compared to 2020, including recovery from the negative impact of COVID-19 on the prior year period.

Revenues in the United States increased 22% .

Global revenues for Outdoor increased 24% in the three months ended June 2022 compared to 2021, including a 7% unfavorable impact from foreign currency.

Revenues in the Americas region increased 27%.

Revenues in the Europe region increased 26%, including a 15% unfavorable impact from foreign currency.

Revenues in the Asia-Pacific region increased 11%, including a 3% favorable impact from foreign currency.

Revenues in the Americas (non-U.S.) region increased 21% , including a 4% favorable impact from foreign currency.

Global revenues for Outdoor increased 32% in the nine months ended December 2021 compared to 2020, including a 2% favorable impact due to foreign currency.

The over all increase i n revenues during the period was driven by recovery from the negative impact of COVID-19 on the prior year period.

Revenues in the United States increased 32%.

Revenues in the Europe region increased 39%, including a 3% favorable impact from foreign currency.

Revenues in the Asia-Pacific region increased 13%, including a 5% favorable impact from foreign currency.

Revenues in the Americas (non-U.S.) region increased 45%, including a 7% favorable impact from foreign currency.

Global revenues for The North Face ® brand increased 28% and 36% in the three and nine months ended December 2021, respectively, compared to the 2020 periods.

This includes a 1% and 2% favorable impact from foreign currency in the three and nine months ended December 2021, respectively.

The overall revenue growth reflects increases in all regions and channels during the three and nine months ended December 2021.

The overall growth was led by the Europe region, which increased 40% and 52% in the three and nine months ended December 2021, respectively, including a 1% unfavorable and 3% favorable impact from foreign currency, respectively.

Global revenues for the Timberland ® brand increased 11% and 24% in the three and nine months ended December 2021, respectively, compared to the 2020 periods, including a 1% unfavorable and 2% favorable impact from foreign currency in

the three and nine months ended December 2021, respectively.

The increase in both periods was driven by recovery from the negative impact of COVID-19 on demand and distribution channels in the prior year periods.

The overall growth was led by an increase of 20% and 45% in the United States in the three and nine months ended December 2021, respectively.

The increase in both periods was partially offset by an 11% and 6% decrease in the Asia-Pacific region during the three and nine months ended December 2021, respectively, including a 1% and 3% favorable impact from foreign currency, respectively.

Revenues in the Asia-Pacific region have been negatively impacted by COVID-19 resurgence during both periods.

Global direct-to-consumer revenues for Outdoor increased 20% and 23% in the three and nine months ended December 2021, respectively, compared to the 2020 periods, including a 2% favorable impact from foreign currency in the nine months ended December 2021.

The increase in both periods was primarily due to the reopening of VF-operated retail stores, which had significant temporary closures in the prior year periods due to COVID-19.

Global wholesale revenues increased 26% and 39% in the three and nine months ended December 2021, respectively, compared to the 2020 periods, including a 2% favorable impact from foreign currency in the nine months ended December 2021.

The increases reflect recovery from the negative impact of COVID-19 on the prior year periods.

Operating margin increased in the three and nine months ended December 2021 compared to the 2020 periods primarily due to leverage of operating expenses on increased revenues and reduced promotional activity compared to the prior year periods, which were negatively impacted by COVID-19.

The increase in both periods was partially offset by expedited freight costs and continued investments in digital strategic growth initiatives.

The prior year periods also included cost controls taken in response to COVID-19 and payroll relief from the CARES Act and other governmental packages.

Revenues in the Asia-Pacific region increased 12%, including a 5% unfavorable impact from foreign currency.

Global revenues for The North Face ® brand increased 31% in the three months ended June 2022, compared to the 2021 period.

This includes a 6% unfavorable impact from foreign currency in the three months ended June 2022.

The overall revenue growth reflects increases in all regions and channels during the three months ended June 2022.

The overall growth was led by the Europe region, which increased 28% in the three months ended June 2022, including a 15% unfavorable impact from foreign currency, and growth in the Americas region, which increased 39% in the three months ended June 2022.

Global revenues for the Timberland ® brand increased 16% in the three months ended June 2022, compared to the 2021 period, including an 8% unfavorable impact from foreign currency.

The overall revenue growth reflects increases in all regions during

the three months ended June 2022.

The overall growth was led by the Europe region, which increased 27%, including a 16% unfavorable impact from foreign currency in the three months ended June 2022, and growth in the Asia-Pacific region, which increased 23% in the three months ended June 2022, including a 7% unfavorable impact from foreign currency.

Global direct-to-consumer revenues for Outdoor increased 5% in the three months ended June 2022, compared to the 2021 period, including a 5% unfavorable impact from foreign currency.

The increase was primarily due to strength in The North Face ® brand.

Global wholesale revenues increased 41% in the three months ended June 2022, compared to the 2021 period, including a 7% unfavorable impact from foreign currency.

The growth reflects increases across all regions and brands.

Operating margin increased in the three months ended June 2022 compared to the 2021 period primarily due to leverage of operating expenses on increased revenues and price increases.

The increase was partially offset by unfavorable channel mix and higher freight costs.

25 VF Corporation Q1 FY23 Form 10-Q

Three Months Ended December Nine Months Ended December

Three Months Ended June

(Dollars in millions) 2022 2021 Percent

Change 2021 2020 Percent

Segment revenues $ 1,253.9 $ 1,302.1 (3.7) %

2 unchanged sentences

The Active segment includes the following brands:

Vans ® , Supreme ® , Kipling ® , Napapijri ® , Eastpak ® , JanSport ® and Eagle Creek ® .

Global revenues for Active increased 25% in the three months ended December 2021 compared to the 2020 period, including a 1% unfavorable impact from foreign currency.

Included in these results are revenues from the Supreme acquisition of $193.2 million, which provided a 17% contribution to the overall increase.

The overall increase in revenues during the period was driven by recovery from the negative impact of COVID-19 on the prior year period.

Revenues in the United States increased 27%, including an 18% contribution from the Supreme acquisition.

Revenues in the Europe region increased 30%, including a 3% unfavorable impact from foreign currency and a 12% contribution from the Supreme acquisition.

Revenues in the Asia-Pacific region increased 8%, driven by a 1% favorable impact from foreign currency and a 25% contribution from the Supreme acquisition, which were partially offset by a 23% decrease in Greater China primarily due to the negative impact of COVID-19 resurgence.

Revenues in the Americas (non-U.S.) region increased 43% .

Global revenues for Active increased 42% in the nine months ended December 2021 compared to the 2020 period, including a 3% favorable impact from foreign currency.

Included in these results are revenues from the Supreme acquisition of $438.5 million, which provided a 16% contribution to the overall increase.

The overall increase in revenues during the period was driven by recovery from the negative impact of COVID-19 on the prior year period.

Revenues in the United States increased 49%, including an 18% contribution from the Supreme acquisition.

Revenues in the Europe region increased 39%, including a 3% favorable impact from foreign currency and an 8% contribution from the Supreme acquisition.

Revenues in the Asia-Pacific region increased 20%, driven by a 5% favorable impact from foreign currency and a 19% contribution from the Supreme acquisition.

Rev enues in the Americas (non-U.S.) region increased 54%, including an 8% favorable impact from foreign currency.

Vans ® brand global revenues increased 8% and 28% in the three and nine months ended December 2021, respectively, compared to the 2020 periods.

This includes a 2% favorable impact from foreign currency in the nine months ended December 2021.

The increase in both periods was driven by recovery from the negative impact of COVID-19 on demand and distribution

channels in the prior year periods.

The overall growth in the three and nine months ended December 2021 was led by an increase of 9% and 31% in the United States, respectively, and an increase of 22% and 38% in the Europe region, respectively, including a 2% unfavorable and 4% favorable impact from foreign currency in the three and nine months ended December 2021, respectively.

The increase in the three months ended December 2021 was partially offset by a 17% decrease in the Asia-Pacific region, including a 1% favorable impact from foreign currency, primarily due to the negative impact of COVID-19 resurgence.

Global direct-to-consumer revenues for Active increased 46% and 65% in the three and nine months ended December 2021, respectively, compared to the 2020 periods, including a 2% favorable impact from foreign currency in the nine months ended December 2021.

Excluding revenues from the Supreme acquisition, global direct-to-consumer revenues increased 16% and 36% in the three and nine months ended December 2021, respectively, including a 1% unfavorable and 2% favorable impact from foreign currency in the three and nine months ended December 2021, respectively.

The increase in both periods was primarily due to the reopening of VF-operated retail stores, which had significant temporary closures in the prior year periods due to COVID-19.

Global wholesale revenues decreased 4% and increased 16% in the three and nine months ended December 2021, respectively, and included a 1% unfavorable and 2% favorable impact from foreign currency in the respective periods.

The increase in the nine months ended December 2021 reflects recovery from the negative impact of COVID-19 on the prior year period.

Operating margin increased in the three and nine months ended December 2021 compared to the 2020 periods The increase in both the three and nine months ended December 2021 was primarily due to leverage of operating expenses on increased revenues and less promotional activity compared to the prior year periods, which was negatively impacted by COVID-19.

The increase was partially offset by expedited freight costs and continued investments in digital strategic growth initiatives.

The prior year periods also included cost controls taken in response to COVID-19 and payroll relief from the CARES Act and other governmental packages.

VF Corporation Q3 FY22 Form 10-Q 36

Three Months Ended December Nine Months Ended December

Vans ® , Supreme ® , Kipling ® , Napapijri ® , Eastpak ® and JanSport ® .

Global revenues for Active decreased 4% in the three months ended June 2022 compared to the 2021 period, including a 4% unfavorable impact from foreign currency.

Revenues in the Americas region increased 5%.

Revenues in the Europe region decreased 1%, driven by a 12% unfavorable impact from foreign currency.

Revenues in the Asia-Pacific region decreased 33%, including a 5% unfavorable impact from foreign currency and a 53% decrease in Greater China (including a 1% unfavorable impact from foreign currency) primarily due to the negative impact of COVID-19 resurgence in Mainland China.

Vans ® brand global revenues decreased 7% in the three months ended June 2022, compared to the 2021 period.

This includes a 3% unfavorable impact from foreign currency in the three months ended June 2022.

The overall decline in the three months ended June 2022 was driven by a 38% decrease in the Asia-Pacific region, including a 3% unfavorable impact from foreign currency, primarily due to the negative impact of COVID-19 resurgence in Mainland China.

Revenues in the Europe region decreased 9%, including a 11% unfavorable impact from foreign currency in the three months ended June 2022.

The overall decrease in the three months ended June 2022 was partially offset by an increase of 3% in the Americas region.

Global direct-to-consumer revenues for Active decreased 11% in the three months ended June 2022, compared to the 2021 period, including a 3% unfavorable impact from foreign currency.

The decrease was primarily due to the Asia-Pacific region, which decreased 28%, including a 7% unfavorable impact from foreign currency in the three months ended June 2022.

The Asia-Pacific region was negatively impacted by COVID-19 resurgence in Mainland China.

Global wholesale revenues increased 7% in the three months ended June 2022, and included a 5% unfavorable impact from foreign currency.

The increase in the three months ended June 2022 was primarily due to a 29% increase in the Americas region, partially offset by a 41% decrease in the Asia-Pacific region, including a 3% unfavorable impact from foreign currency.

Operating margin decreased in the three months ended June 2022 compared to the 2021 period, reflecting unfavorable channel mix, higher freight costs and lower leverage of operating expenses due to decreased revenues, partially offset by price increases.

Three Months Ended June

(Dollars in millions) 2022 2021 Percent

Change 2021 2020 Percent

Segment revenues $ 238.9 $ 274.7 (13.1) %

1 unchanged sentence

Operating margin 14.7 % 14.9 %

*Calculation not meaningful

The Work segment includes the following brands:

Dickies ® and Timberland PRO ® .

Global Work revenues increased 6% in the three months ended December 2021 compared to the 2020 period, including a 1% favorable impact from foreign currency.

The increase in revenues during the period was attributed to overall growth in both the Dickies ® and Timberland PRO ® brands.

Revenues in the United States increased 25% .

Revenues in the Europe region decreased 42% due to strategic business model changes.

Revenues in the Asia-Pacific region decreased 28%, including a 1% favorable impact from foreign currency, driven by declines in Greater China primarily due to the negative impact of COVID-19 resurgence.

Revenues in the Americas (non-U.S.) region increased 3%, including a 4% favorable impact from foreign currency.

Global Work revenues increased 25% in the nine months ended December 2021 compared to the 2020 period, including a 1% favorable impact from foreign currency.

The increase in revenues during the period was attributed to overall growth in both the Dickies ® and Timberland PRO ® brands, including recovery from the negative impact of COVID-19 on demand in the prior year period.

Revenues in the United States increased 43%.

Revenues in the Europe region decreased 24%, including a 2% favorable impact from foreign currency, due to strategic business model changes.

Revenues in the Asia-Pacific region decreased 7%, including a 4% favorable impact from foreign currency, driven by declines in Greater China primarily due to the negative impact of COVID-19 resurgence.

Revenues in the

Americas (non-U.S.) region increased 15%, including an 8% favorable impact from foreign currency.

Dickies ® brand global revenues increased 4% and 24% in the three and nine months ended December 2021, respectively, compared to the 2020 periods, including a 1% favorable impact from foreign currency in the nine months ended December 2021.

The growth in the three and nine months ended December 2021 was led by an increase of 33% and 49% in the United States, driven by growth in the wholesale channel and in work-inspired lifestyle products.

Operating margin increased in the three and nine months ended December 2021 compared to the 2020 periods.

The increase in the three and nine months ended December 2021 was primarily due to leverage of operating expenses on increased revenues compared to the prior year periods, which were negatively impacted by COVID-19.

The increase in both periods was also due to lower cost optimization activity and other charges indirectly related to the strategic review of the Occupational Workwear business in the prior year and other operating efficiency gains.

The increase in both periods was partially offset by expedited freight costs and continued investments in digital strategic growth initiatives.

The prior year periods also included cost controls taken in response to COVID-19 and payroll relief from the CARES Act and other governmental packages.

Reconciliation of Segment Profit to Income Before Income Taxes

There are three types of costs necessary to reconcile total segment profit, as discussed in the preceding paragraphs, to consolidated income from continuing operations before income taxes.

These costs are (i) corporate and other expenses, discussed below, (ii) interest expense, net, and (iii) loss on debt extinguishment, which were both discussed in the “Consolidated Statements of Operations” section.

Three Months Ended December Nine Months Ended December

Global Work revenues decreased 13% in the three months ended June 2022 compared to the 2021 period, including a 2% unfavorable impact from foreign currency.

The decrease in revenues during the period was attributed to declines in both the Dickies ® and Timberland PRO ® brands.

Revenues in the Americas region decreased 15%.

Revenues in the Europe region increased 15%, including a 15% unfavorable impact from foreign currency.

Revenues in the Asia-Pacific region decreased 12%, including a 6% unfavorable impact from foreign currency, driven by declines in Mainland China primarily due to the negative impact of COVID-19 resurgence.

Dickies ® brand global revenues decreased 15% in the three months ended June 2022, compared to the 2021 period, including a 2% unfavorable impact from foreign currency.

decline in the three months ended June 2022 was primarily driven by a decrease of 17% in the Americas region, reflecting a more conservative inventory posture by the brand's largest U.S.

The decline was also attributed to a decrease in the Asia-Pacific region of 12%, including a 6% unfavorable impact from foreign currency, partially offset by an increase of 15% in the Europe region, including a 15% unfavorable impact from foreign currency.

Operating margin decreased in the three months ended June 2022 compared to the 2021 period, reflecting lower leverage of operating expenses due to decreased revenues and higher freight costs.

The decrease was partially offset by favorable channel mix and price increases.

VF Corporation Q1 FY23 Form 10-Q 26

Reconciliation of Segment Profit to Income (Loss) Before Income Taxes

There are two types of costs necessary to reconcile total segment profit, as discussed in the preceding paragraphs, to consolidated income (loss) from continuing operations before income taxes.

These costs are (i) corporate and other expenses, discussed below, and (ii) interest expense, net, which was discussed in the “Consolidated Statements of Operations” section.

Three Months Ended June

(Dollars in millions) 2022 2021 Percent

Change 2021 2020 Percent

Corporate and other expenses $ 233.3 $ 27.9 *

Interest expense, net 31.3 32.8 (4.6) %

*Calculation not meaningful

Corporate and other expenses are those that have not been allocated to the segments for internal management reporting, including (i) information systems and shared service costs, (ii) corporate headquarters costs, and (iii) certain other income and expenses.

The decrease in the three and nine months ended December 2021 was primarily attributed to a $50.0 million and $158.0 million decrease in the estimated fair value of the contingent consideration liability associated with the Supreme acquisition in the three and nine months ended December 2021, respectively.

The decrease in both periods was also due to lower charges associated with cost optimization and other activities indirectly related to the strategic review of the Occupational

Workwear business.

In addition, the nine months ended December 2020 included a $42.4 million expense related to the release of currency translation amounts associated with the substantial liquidation of foreign entities in certain countries in South America.

The decrease in the three and nine months ended December 2021 was partially offset by increased technology spending in the current year and lower discretionary spending in the prior year due to cost controls in response to COVID-19.

The decrease in the nine months ended December 2021 was partially offset by higher costs related to a transformation initiative for our Asia-Pacific regional operations in the current year.

37 VF Corporation Q3 FY22 Form 10-Q

The increase in the three months ended June 2022 was primarily attributed to a $91.8 million pension

settlement charge in the three months ended June 2022 and a $73.0 million decrease in the estimated fair value of the contingent consideration liability associated with the Supreme acquisition in the three months ended June 2021.

The increase was also due to higher information technology spending of $17.3 million, and other corporate costs.

International Operations

International revenues increased 19% and 30% in the three and nine months ended December 2021, respectively, compared to the 2020 periods driven by recovery from the negative impact of COVID-19 on the prior year periods, and included a 5% and 6% contribution from the Supreme acquisition in the respective periods.

Foreign currency had an unfavorable impact of 1% and a favorable impact of 4% on international revenue in the three and nine months ended December 2021, respectively.

Revenues in Europe increased 26% and 36% in the three and nine months ended December 2021, respectively, including a 2% unfavorable and 3% favorable impact from foreign currency in the three and nine months ended December 2021, respectively.

In the Asia-Pacific region, revenues increased 5% and 14% in the three and nine months ended December 2021, respectively, and included a 10% and 9% contribution from the Supreme acquisition in the respective periods.

Foreign currency had a favorable impact of

2% and 4% on Asia-Pacific revenue in the three and nine months ended December 2021, respectively.

Revenues in Greater China decreased 6% and increased 5% in the three and nine months ended December 2021, respectively, including a 3% and 6% favorable impact from foreign currency in the three and nine months ended December 2021, respectively.

The Asia-Pacific region was negatively impacted by COVID-19 resurgence during the three and nine months ended December 2021.

Revenues in the Americas (non-U.S.) region increased 27% and 45% in the three and nine months ended December 2021, respectively, including a 3% and 8% favorable impact from foreign currency in the three and nine months ended December 2021, respectively.

International revenues were 46% and 47% of total revenues in the three-month periods ended December 2021 and 2020, respectively, and 47% and 49% of total revenues in the nine-month periods ended December 2021 and 2020, respectively.

International revenues decreased 1% in the three months ended June 2022, compared to the 2021 period.

Foreign currency had an unfavorable impact of 10% on international revenues in the three months ended June 2022.

Revenues in Europe increased 10% in the three months ended June 2022, including a 14% unfavorable impact from foreign currency.

In the Asia-Pacific region, revenues decreased 20% in the three months ended June 2022.

Foreign currency had an unfavorable impact of 5% on

Asia-Pacific revenues in the three months ended June 2022.

Revenues in Greater China decreased 33% in the three months ended June 2022, which was negatively impacted by COVID-19 resurgence in Mainland China, including a 3% unfavorable impact from foreign currency.

International revenues were 44% and 45% of total revenues in the three-month periods ended June 2022 and 2021, respectively.

Direct-to-Consumer Operations

Direct-to-consumer revenues increased 30% and 43% in the three and nine months ended December 2021, respectively, compared to the 2020 periods, including a 2% favorable impact from foreign currency in the nine months ended December 2021.

The three and nine months ended December 2021 included a 13% and 15% contribution from the Supreme acquisition, respectively.

The increase in direct-to-consumer revenues was primarily due to the reopening of VF-operated retail stores, which had significant temporary closures in the prior year periods due to COVID-19.

Our e-commerce business grew 21% and 23% in the three and nine months ended December 2021, respectively, including a 2% favorable impact from foreign currency in the nine months ended December 2021.

The three and nine months ended December 2021 included an 18% and 21% contribution from the Supreme acquisition, respectively.

Excluding the Supreme acquisition, e-commerce revenues increased 3% and 2% in the three and nine months ended December 2021, respectively, including a 2% favorable impact

from foreign currency in the nine months ended December 2021.

The deceleration of e-commerce growth rates when compared to the prior year was primarily due to the reopening of VF-operated retail and wholesale customer stores, which had significant temporary closures in the prior year periods due to COVID-19, as consumer spending shifted to VF's brand e-commerce sites and other digital platforms during the temporary store closures.

Consistent with VF’s long-term strategy, the Company’s digital platform remains a high priority and e-commerce revenues in the three and nine months ended December 2021 remain well above levels in periods prior to COVID-19.

There were 1,354 VF-owned retail stores at December 2021 compared to 1,396 at December 2020.

Direct-to-consumer revenues were 55% and 51% of total revenues in the three-month periods ended December 2021 and 2020, respectively, and 47% and 45% of total revenues in the nine-month periods ended December 2021 and 2020, respectively.

Direct-to-consumer revenues decreased 7% in the three months ended June 2022, compared to the 2021 period, including a 4% unfavorable impact from foreign currency.

The decline in direct-to-consumer revenues was primarily due to a decrease of 22% in the Asia-Pacific region, including a 6% unfavorable impact from foreign currency.

The decline was also due to an 18% decrease in our e-commerce business in the three months ended June 2022, including a 4% unfavorable impact from foreign currency.

The overall decrease was partially offset by a 3% increase in revenues from VF-operated retail stores, including a 4% unfavorable impact from foreign currency.

There were 1,297 VF-owned retail stores at June 2022 compared to 1,364 at June 2021.

Direct-to-consumer revenues were 44% and 49% of total revenues in the three-month periods ended June 2022 and 2021, respectively.

27 VF Corporation Q1 FY23 Form 10-Q

1 unchanged sentence

Consolidated Balance Sheets

The following discussion refers to significant changes in balances at December 2021 compared to March 2021:

• Increase in accounts receivable — primarily due to the seasonality of th e business and increased wholesale shipments.

• Increase in inv entories — primarily due to recovery from the negative impact of COVID-19 on the comparative period.

The following discussion refers to significant changes in balances at June 2022 compared to March 2022:

• Decrease in accounts receivable — primarily due to the seasonality of the business and timing of wholesale shipments.

• Increase in inventories — driven by increased in-transit inventory resulting from the modification of terms with the majority of our suppliers to take ownership of inventory near point of shipment rather than destination, and due to the seasonality of the business.

• Increase in short-term borrowings — primarily due to an increase in commercial paper borrowings to support working capital requirements.

• Decrease in the current portion of long-term debt — due to the repayment of $500.0 million of long-term notes due in April 2022.

• Increase in accounts payable — primarily due to the increase of in-transit inventory.

• Decrease in accrued liabilities — primarily due to lower accrued compensation, lower accrued income taxes and the payout of the contingent consideration liability associated with the Supreme acquisition.

The following discussion refers to significant changes in balances at June 2022 compared to June 2021:

• Decrease in short-term investments — due to the sale of short-term investments.

• Increase in short-term borrowings — primarily due to amounts related to VF's supply chain financing program.

• Increase in the current portion of long-term debt — due to the reclassification of $500.0 million of long-term notes due in April 2022.

• Increase in accrued liabilities — primarily due to an increase in the accrual for unrecognized tax benefits and the reclassification of a portion of the accrual from other liabilities due to the timing of expected settlement, and the reclassification of the contingent consideration liability associated with the Supreme acquisition from other liabilities.

• Decrease in long-term debt — due to the reclassification of $500.0 million of long-term notes due in April 2022 and the early redemption of $500.0 million of long-term notes in December 2021.

• Decrease in other liabilities — primarily due to lower deferred income taxes, a decrease in the accrual for unrecognized tax benefits resulting from the reclassification of a portion of the accrual to accrued liabilities, and the reclassification of the contingent consideration liability associated with the Supreme acquisition to accrued liabilities.

The following discussion refers to significant changes in balances at December 2021 compared to December 2020:

• Increase in inventories — primarily due to recovery from the negative impact of COVID-19 on the prior year period and amounts related to the Supreme acquisition.

• Decrease in short-term investments — due to the sale and maturity of short-term investments.

• Increase in intangible assets — primarily due to the acquired indefinite-lived Supreme ® trademark intangible asset of $1.2 billion recorded in connection with the acquisition.

• Increase in goodwill — primarily due to the amounts recorded in connection with the Supreme acquisition of $1.25 billion.

• Decrease in short-term borrowings — primarily due to the repayment of commercial paper borrowings, partially offset by amounts related to VF's supply chain financing program.

• Increase in the current portion of long-term debt — due to the reclassification of $500.0 million of long-term notes due in April 2022.

• Increase in accounts payable — driven by the timing of payments made to vendors and an overall reduction in purchases and spending resulting from the COVID-19 impact in the prior year period.

• Increase in accrued liabilities — primarily due to an increase in the accrual for unrecognized tax benefits and the reclassification of a portion of the accrual from other liabilities due to the timing of expected settlement , and the contingent consideration liability recorded in connection with the Supreme acquisition.

• Decrease in long-term debt — due to the reclassification of $500.0 million of long-term notes due in April 2022 and the early redemption of $500.0 million of long-term notes in December 2021.

• Decrease in other liabilities — primarily due to a decrease in the accrual for unrecognized tax benefits resulting from the reclassification of a portion of the accrual to accrued liabilities.

• Increase in other current assets — primarily due to an increase in derivative assets.

• Increase in short-term borrowings — primarily due to an increase in commercial paper borrowings to support working capital requirements.

• Decrease in the current portion of long-term debt — due to the early redemption of $500.0 million in December 2021 and repayment of the remaining $500.0 million of long-term notes due in April 2022.

• Increase in accounts payable — primarily due to the increase of in-transit inventory.

• Decrease in other liabilities — primarily due to a decrease in the accrual for unrecognized tax benefits resulting from the reclassification to accrued liabilities and the payout of the contingent consideration liability associated with the Supreme acquisition.

Liquidity and Capital Resources

We consider the following to be measures of our liquidity and capital resources:

December March December

June March June

(Dollars in millions) 2022 2022 2021

2 unchanged sentences

Net debt to total capital 64.6% 61.0% 64.9%

The decrease in the current ratio at December 2021 comp ared to March 2021 was primarily due to a net increase in current liabilities driven by a higher current portion of long-term debt and higher accrued liabilities, as discussed in the "Consolidated Balance Sheets" section above.

The decrease in the current ratio at December 2021 compared to December 2020 was primarily due to a net decrease in current assets driven by lower cash balances due to the timing of proceeds from long-term debt

during the nine months ended December 2020, as discussed in the "Cash Provided (Used) by Financing Activities" section below and a net increase in current liabilities driven by a higher current portion of long-term debt and higher accrued liabilities, as discussed in the "Consolidated Balance Sheets" section above .

For the ratio of net debt to total capital, net debt is defined as short-term and long-term borrowings, in addition to operating

39 VF Corporation Q3 FY22 Form 10-Q

lease liabilities, net of unrestricted cash.

The decrease in the current ratio at June 2022 comp ared to both March 2022 and June 2021 was primarily due to a net increase in current liabilities driven by higher short-term borrowings and accounts payable, partially offset by a net increase in current assets driven by higher inventories, for the periods compared as discussed in the "Consolidated Balance Sheets" section above.

For the ratio of net debt to total capital, net debt is defined as short-term and long-term borrowings, in addition to operating lease liabilities, net of unrestricted cash.

Total capital is defined as net debt plus stockholders’ equity.

The decrease in the net debt to total capital ratio at December 2021 compared to March 2021 was primarily driven by a decrease in net debt due to the $500.0 million early redemption of 2.050% Senior Notes due April 2022 during December 2021 and higher cash balances at December 2021, and an increase in stockholders' equity.

The increase in the net debt to total capital ratio at December 2021 compared to December 2020 was primarily driven by an increase in net debt due to lower cash balances at December 2021, partially offset by an increase in stockholders' equity.

The increase in stockholders' equity for both comparisons was driven by net income in the respective periods, partially offset by payments of dividends and share repurchases.

The increase in the net debt to total capital ratio at June 2022 compared to March 2022 was primarily driven by an increase in net debt to support working capital demands at June 2022 and a decrease in stockholders' equity.

The decrease in stockholders' equity was primarily driven by payments of dividends.

The net debt to total capital ratio at June 2022 compared to June 2021 was relatively unchanged.

VF’s primary source of liquidity is its expected annual cash flow from operating activities.

3 unchanged sentences

VF's additional sources of liquidity include available borrowing capacity against its Global Credit Facility, available cash balances and international lines of credit.

VF Corporation Q1 FY23 Form 10-Q 28

In summary, our cash flows from continuing operations were as follows:

Nine Months Ended December

Three Months Ended June

(In thousands) 2022 2021

Cash provided by operating activities $ 791,290 $ 1,084,277

Cash provided (used) by operating activities $ (358,320) $ 74,918

Cash provided (used) by investing activities (69,519) 509,353

Cash provided (used) by financing activities (1,257,664) 1,525,389

Cash Provided by Operating Activities

Cash flows related to operating activities are dependent on net income, adjustments to net income and changes in working capital.

The decrease in cash p rovided by operating activities in the nine months ended December 2021 compared to December 2020 is primarily due to a decrease in net cash provided by working capital, partially offset by higher earnings for the periods compared.

Cash used by financing activities (261,221) (174,447)

Cash Provided (Used) by Operating Activities

Cash flows related to operating activities are dependent on net income (loss), adjustments to net income (loss) and changes in working capital.

The decrease in cash pr ovided by operating activities in the three months ended June 2022 compared to June 2021 is primarily due to an increase in net cash used by working capital and lower earnings for the periods compared.

Cash Provided (Used) by Investing Activities

The decrease in cash used by investing activities in the nine months ended December 2021 was primarily due to $616.5 million of net proceeds from the sale of the Occupational Workwear business and $598.8 million of proceeds from the sale of short-term investments in the nine months ended December 2021, compared to purchases of short-term investments of $800.0 million and $200.0 million of proceeds from maturities of short-term investments in the nine months ended December 2020.

Capital expenditures increased $61.8 million and software purchases increased $11.8 million in the nine months ended December 2021 compared to the 2020 period.

Cash Provided (Used) by Financing Activities

The decrease in cash provided by financing activities during the nine months ended December 2021 was primarily due to the net proceeds from long-term debt issuance of $3.0 billion fixed-rate notes in the nine months ended December 2020, and a $502.8 million increase in payments on long-term debt and a $300.0 million increase in share repurchases in the nine months ended December 2021, which were partially offset by a $1.0 billion net decrease in short-term borrowings for the periods compared.

The decrease in cash provided by investing activities in the three months ended June 2022 was primarily due to $616.5 million of net proceeds from the sale of the Occupational Workwear business in the three months ended June 2021.

Capital expenditures decreased $40.6 million and software purchases increased $5.9 million in the three months ended June 2022 compared to the 2021 period.

Cash Used by Financing Activities

The increase in cash used by financing activities during the three months ended June 2022 was primarily due to a $500.0 million payment of long-term debt, the $57.0 million payment of Supreme contingent consideration and a $22.7 million decrease in proceeds from the issuance of Common Stock in the three months ended June 2022, which were partially offset by a $494.9 million net increase in short-term borrowings for the periods compared.

Share Repurchases

During the nine months ended December 2021, VF purchased 4.0 million sh ares of its Common Stock in open market transactions at a total cost of $300.0 million (average price per share of $74.45) under the share repurchase program authorized by VF's

Board of Directors.

VF did not purchase shares of its Common stock in the open market during the nine months ended December 2020.

As of the end of December 2021, VF had $2.5 billion r emaining for future repurchases under its share repurchase authorization.

VF will continue to evaluate its use of capital, giving first priority to business acquisitions then to direct shareholder return in the form of dividends and share repurchases, and enterprise protection.

VF did not purchase shares of its Common Stock in the open market during the three months ended June 2022 or the three months ended June 2021 under the share repurchase program authorized by VF's Board of Directors.

As of the end of June 2022, VF had $2.5 billion remaining for future repurchases under its share repurchase authorization.

VF will continue to evaluate its use of capital, giving first priority to investments in organic growth and business acquisitions, then to direct shareholder return in the form of dividends and share repurchases.

Revolving Credit Facility and Short-term Borrowings

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In addition, VF has significant liquidity from its available cash balances and credit facilities.

In November 2021, VF entered into a $2.25 billion senior unsecured revolving line of credit (the “Global Credit Facility”) that expires November 2026.

The Global Credit Facility replaced VF's $2.25 billion revolving facility which was scheduled to expire in December 2023.

VF maintains a $2.25 billion senior unsecured revolving line of credit (the “Global Credit Facility”) that expires November 2026.

VF may request an unlimited number of one year extensions so long as each extension does not cause the remaining life of the Global Credit Facility to exceed five years, subject to stated terms and conditions.

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The calculation of consolidated net indebtedness is net of unrestricted cash.

As of December 2021, the covenant calculation includes cash and equivalents and excludes

VF Corporation Q3 FY22 Form 10-Q 40

consolidated operating lease liabilities.

As of December 2021, VF was in compliance with all covenants.

As of June 2022, the covenant calculation includes cash and equivalents and excludes consolidated operating lease liabilities.

As of June 2022, VF was in compliance with all covenants.

VF has a commercial paper program that allows for borrowings of up to $2.25 billion to the extent that it has borrowing capacity under the Global Credit Facility.

There were no commercial paper borrowings as of December 2021 .

Standby letters of credit issued as of December 2021 were $24.4 million, leaving approximately $2.2 billion available for borrowing against the Global Credit Facility at December 2021.

Additionally, VF had approximately $1.3 billion of cash and equivalents at December 2021.

There were $820.8 million in commercial paper borrowings as of June 2022 .

Standby letters of credit issued as of June 2022 were $24.3 million, leaving approximately $1.4 billion available for borrowing against the Global Credit Facility at June 2022.

Additionally, VF had $528.0 million of cash and equivalents at June 2022.

VF has $56.4 million of international lines of credit with various banks, which are uncommitted and may be terminated at any time by either VF or the banks.

Total outstanding balances under these arrangements were $6.8 million at December 2021.

In December 2021, VF completed an early redemption of $500.0 million in aggregate principal amount of its outstanding 2.050% Senior Notes due April 2022.

The redemption price was equal to the sum of the present valu e of the remaining scheduled payments of principal and interest discounted to the redemption date at 38.7 basis points, which resulted in a make-whole premium of $3.2 million.

Total outstanding balances under these arrangements were $6.6 million at June 2022.

On April 25, 2022, VF repaid the remaining $500.0 million in aggregate principal amount of its outstanding 2.050% Senior Notes due April 2022, in accordance with the terms of the notes.

Term Debt Facility

VF plans to raise additional capital through a term debt facility during Fiscal 2023 to ensure adequate liquidity to support general corporate purposes, including tax payments, working capital, capital expenditures and other transactions.

The amount of the incremental borrowing, which could be up to approximately $1.0 billion, will take into consideration expected cash flows, access to commercial paper borrowings and availability under the Global Credit Facility.

Supply Chain Financing Program

During the three months ended December 2021, VF began offering a voluntary supply chain finance ("SCF") program that enables certain suppliers of inventory to leverage VF's credit rating to receive payment from participating financial institutions prior to the payment date specified in the terms between VF and the supplier.

The transactions are at the sole discretion of both the suppliers and financial institutions, and VF is not a party to the agreements.

During the three months ended June 2022, VF reinstated its voluntary supply chain finance ("SCF") program.

The SCF program enables a significant portion of our suppliers of inventory to leverage VF's credit rating to receive payment from participating financial institutions prior to the payment date specified in the terms between VF and the supplier.

29 VF Corporation Q1 FY23 Form 10-Q

program is administered through third-party platforms that allow participating suppliers to track payments from VF and elect which VF receivables, if any, to sell to the financial institutions.

The transactions are at the sole discretion of both the suppliers and financial institutions, and VF is not a party to the agreements and has no economic interest in the supplier's decision to sell a receivable.

The terms between VF and the supplier, including the amount due and scheduled payment dates, are not impacted by a supplier's participation in the SCF program.

The amount financed by suppliers and outstanding under this program is primarily included in the short-term borrowings line item in VF's Consolidated Balance Sheet and was $99.0 million at December 2021.

Invoices selected for financing by the suppliers are primarily reported as operating cash outflows and financing cash inflows.

Payments made by VF to the banks to settle the invoices on the originally scheduled payment dates are primarily reflected as financing cash outflows.

Subsequent to the quarter end, VF decided to temporarily suspend the SCF program to implement certain modifications to the program.

Amounts due to suppliers who voluntarily participate in the SCF program are included in the accounts payable line item in VF's Consolidated Balance Sheets and VF payments made under the SCF program are reflected in cash flows from operating activities in VF's Consolidated Statements of Cash Flows.

VF has been informed by the participating financial institutions that amounts payable to them for suppliers who voluntarily participated in the SCF program and included in the accounts payable line item in VF's Consolidated Balance Sheet was $164.1 million at June 2022.

The amount settled through the SCF program was $15.0 million during the three months ended June 2022.

During Fiscal 2023, VF plans to extend its payment terms with eligible suppliers under the SCF program.

The extended payment terms are expected to have a positive impact on Fiscal 2023 cash flows from operating activities;

however, the change is not expected to have a material impact on VF's long-term overall liquidity or capital resources.

Rating Agencies

VF’s favorable credit agency ratings allow for access to additional liquidity at competitive rates.

At the end of December 2021, VF’s long-term debt ratings were ‘A-’ by Standard & Poor’s Global Ratings and ‘Baa1’ by Moody’s Investors Service, and commercial paper ratings by those rating agencies were ‘A-2’ and ‘P-2’, respectively.

VF’s credit agency ratings allow for access to additional liquidity at competitive rates.

At the end of June 2022, VF’s long-term debt ratings were ‘A-’ by Standard & Poor’s ("S&P") Global Ratings and ‘Baa1’ by Moody’s Investors Service, and commercial paper ratings by those rating agencies were ‘A-2’ and ‘P-2’, respectively.

In June 2022, S&P revised VF's credit rating outlook to 'negative' from 'stable'.

None of VF’s long-term debt agreements contain acceleration of maturity clauses based solely on changes in credit ratings.

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The change of control provision applies to all notes, except for the 2033 notes.

The Company paid cash dividends of $0.50 per share and $1.48 per share during the three and nine months ended December 2021, and the Company has declared a cash dividend of $0.50 per share that is payable in the fourth quarter of Fiscal 2022.

The Company paid cash dividends of $0.50 per share during the three months ended June 2022, and the Company has declared a cash dividend of $0.50 per share that is payable in the second quarter of Fiscal 2023.

Subject to approval by its Board of Directors, VF intends to continue to pay its regularly scheduled dividend.

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Management’s Discussion and Analysis in the Fiscal 2022 Form 10-K provided a table summarizing VF’s material contractual obligations and commercial commitments at the end of Fiscal 2022 that would require the use of funds.

As of December 2021, there have been no material changes in the amounts of unrecorded commitments disclosed in the Fiscal 2021 Form 10-K, except as noted below:

• Inventory purchase obligations increased by approximately $160.0 million at the end of December 2021 primarily due to the seasonality of VF's business.

As of June 2022, there have been no material changes in the amounts of unrecorded commitments disclosed in the Fiscal 2022 Form 10-K, except as noted below:

• Inventory purchase obligations decreased by approximately $1.1 billion at the end of June 2022 primarily due to changes in terms with suppliers that increased in-transit inventory.

As previously reported, VF petitioned the U.S.

Tax Court (the “Court”) to resolve an Internal Revenue Service (“IRS”) dispute regarding the timing of income inclusion associated with VF’s acquisition of The Timberland Company in September 2011.

While the IRS argues that all such income should have been immediately included in 2011, VF has reported periodic income inclusions in subsequent tax years.

Both parties moved for summary judgment on the issue.

On January 31, 2022, the Court issued its opinion in favor of the IRS and on July 14, 2022 issued its final decision.

VF believes the opinion of the Court was in error based on the technical merits and intends to appeal;

however, VF will be required to pay the 2011 taxes and interest being disputed or post a surety bond.

It is anticipated that during Fiscal 2023, the IRS will assess, and VF will pay, the 2011 taxes and interest, which would be recorded as a tax receivable based on the technical merits of our position with regards to the case.

The gross amount of taxes and interest as of July 2, 2022 was estimated at approximately $857.5 million and will continue to accrue interest until paid.

VF continues to believe its timing and treatment of the income inclusion is appropriate and VF is vigorously defending its position.

However, should the Court opinion ultimately be upheld on appeal, the tax receivable may not be collected by VF.

If the Court opinion is upheld, VF should be entitled to a refund of taxes paid on the periodic inclusions that VF has reported.

However, any such refund could be substantially reduced by potential indirect tax effects resulting from application of the Court opinion.

Deferred tax liabilities, representing VF’s future tax on annual inclusions, would also be released.

The net impact to tax expense estimated as of July 2, 2022 could be up to $715.0 million.

There continues to be uncertainty about the duration and extent of the impact of COVID-19.

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Recent Accounting Pronouncements

Refer to Note 2 to VF’s consolidated financial statements for information on recently adopted and issued accounting standards.

Refer to Note 2 to VF’s consolidated financial statements for information on recently issued accounting standards.

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Critical Accounting Policies and Estimates

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These estimates, assumptions and judgments are based on historical experience, current trends and other factors believed to be reasonable under the circumstances.

Management evaluates these estimates and assumptions, and may retain outside consultants to assist in the

41 VF Corporation Q3 FY22 Form 10-Q

Management evaluates these estimates and

assumptions, and may retain outside consultants to assist in the evaluation.

If actual results ultimately differ from previous estimates, the revisions are included in results of operations in the period in which the actual amounts become known.

The accounting policies that involve the most significant estimates, assumptions and management judgments used in

preparation of the consolidated financial statements, or are the most sensitive to change from outside factors, are discussed in Management’s Discussion and Analysis in the Fiscal 2021 Form 10-K.

There have been no material changes in VF's accounting policies from those disclosed in our Fiscal 2021 Form 10-K.

The accounting policies that involve the most significant estimates, assumptions and management judgments used in preparation of the consolidated financial statements, or are the most sensitive to change from outside factors, are discussed in Management’s Discussion and Analysis in the Fiscal 2022 Form 10-K.

Except as disclosed in Note 1 to VF's consolidated financial statements, there have been no material changes in VF's accounting policies from those disclosed in our Fiscal 2022 Form 10-K.

Cautionary Statement on Forward-looking Statements

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disruption to VF’s distribution system;

the financial strength of VF’s customers;

changes in global economic conditions and the financial strength of VF’s customers, including as a result of current inflationary pressures;

fluctuations in the price, availability and quality of raw materials and contracted products;

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intense competition from online retailers and other direct-to-consumer business risks;

manufacturing and product innovation;

third-party manufacturing and product innovation;

increasing pressure on margins;

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VF's ability to create and maintain an agile and efficient operating model and organizational structure;

VF’s and its vendors’ ability to maintain the strength and security of information technology systems;

risk that VF’s facilities and systems and those of our third-party service providers may be vulnerable to and unable to anticipate or detect data security breaches and data or financial loss;

its vendors’ ability to maintain the strength and security of information technology systems;

the risk that VF’s facilities and systems and those of our third-party service providers may be vulnerable to and unable to anticipate or detect data or information security breaches and data or financial loss;

VF’s ability to properly collect, use, manage and secure business, consumer and employee data and comply with privacy and security regulations;

foreign currency fluctuations;

stability of VF’s and VF's vendors' manufacturing facilities and VF's ability to establish and maintain effective supply chain capabilities;

stability of VF's vendors' manufacturing facilities and VF's ability to establish and maintain effective supply chain capabilities;

continued use by VF’s suppliers of ethical business practices;

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maintenance by VF’s licensees and distributors of the value of VF’s brands;

VF’s ability to execute acquisitions and dispositions and integrate acquisitions, including the recently acquired Supreme ® brand;

VF’s ability to execute acquisitions and dispositions and integrate acquisitions;

business resiliency in response to natural or man-made economic, political or environmental disruptions;

changes in tax laws and liabilities;

legal, regulatory, political and economic risks and changes to laws and regulations;

changes in tax laws and additional tax liabilities, including for the timing of income inclusion associated with our acquisition of the Timberland ® brand in 2011;

legal, regulatory, political, economic, and geopolitical risks, including those related to the current conflict in Ukraine;

changes to laws and regulations;

adverse or unexpected weather conditions;

VF's indebtedness and its ability to obtain financing on favorable terms, if needed, could prevent VF from fulfilling its financial obligations;

climate change and increased focus on sustainability issues;

and risks associated with the spin-off of our Jeanswear business completed on May 22, 2019, including the risk that VF will not realize all of the expected benefits of the spin-off;

the risk that the spin-off will not be tax-free for U.S.

federal income tax purposes;

and the risk that there will be a loss of synergies from separating the businesses that could negatively impact the balance sheet, profit margins or earnings of VF.

climate change and increased focus on environmental, social and governance issues;

and tax risks associated with the spin-off of our Jeanswear business completed in 2019.

More information on potential factors that could affect VF’s financial results is included from time to time in VF’s public reports filed with the Securities and Exchange Commission, including VF’s Annual Report on Form 10-K.

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There have been no significant changes in VF’s market risk exposures from what was disclosed in Item 7A in the Fiscal 2022 Form 10-K.

31 VF Corporation Q1 FY23 Form 10-Q

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis