What changed in this filing

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Item 9A. Controls and Procedures

2024-05-23 compared with 2023-05-25 · 722 added, 574 removed, 1654 unchanged (44% of the section changed)

1 unchanged sentence

CONCLUSION REGARDING THE EFFECTIVENESS OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision of the Interim Chief Executive Officer and the Chief Financial Officer, VF conducted an evaluation of the effectiveness of the design and operation of VF’s “disclosure controls and procedures” as defined in Rules 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”) as of April 1, 2023.

Under the supervision of the Chief Executive Officer and the Chief Financial Officer, VF conducted an evaluation of the effectiveness of the design and operation of VF’s “disclosure controls and procedures” as defined in Rules 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”) as of March 30, 2024.

These require that VF ensure that information required to be disclosed by VF in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in

the Securities and Exchange Commission’s rules and forms and that information required to be disclosed in the reports filed or submitted under the Exchange Act is accumulated and communicated to VF’s management, including the principal executive officer and principal financial officer, to allow timely decisions regarding required disclosures.

Based on VF’s evaluation, the principal executive officer and the principal financial officer concluded that VF’s disclosure controls and procedures were effective as of April 1, 2023.

Based on VF’s evaluation, the principal executive officer and the principal financial officer concluded that VF’s disclosure controls and procedures were effective as of March 30, 2024.

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

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OTHER INFORMATION.

Not applicable.

During the three months ended March 30, 2024, no director or officer of VF adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

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DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

Information regarding VF’s Executive Officers required by Item 10 of this Part III is set forth in Item 1 of Part I of this Annual Report under the caption “Executive Officers of VF.” Information required by Item 10 of Part III regarding VF’s Directors is included under the caption “Election of Directors” in VF’s 2023 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended April 1, 2023, which information is incorporated herein by reference.

Information regarding compliance with Section 16(a) of the Exchange Act of 1934 is included under the caption “Delinquent Section 16(a) Reports” (to the extent reported therein) in VF’s 2023 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended April 1, 2023, which information is incorporated herein by reference.

Information regarding the Audit Committee is included under the caption “Corporate Governance at VF — Board Committees and Their Responsibilities — Audit Committee” in VF’s 2023 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended April 1, 2023, which information is incorporated herein by reference.

VF has adopted a written code of ethics, “VF Corporation Code of Business Conduct,” that is applicable to all VF directors, officers and employees, including VF’s interim chief executive officer, chief financial officer, chief accounting officer and other executive officers identified pursuant to this Item 10 (collectively, the “Selected Officers”).

Information regarding VF’s Executive Officers required by Item 10 of this Part III is set forth in Item 1 of Part I of this Annual Report under the caption “Information About Our Executive Officers.” Information required by Item 10 of Part III regarding VF’s Directors is included under the caption “Election of Directors” in VF’s 2024 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 30, 2024, which information is incorporated herein by reference.

Information regarding compliance with Section 16(a) of the Exchange Act of 1934 is included under the caption “Delinquent Section 16(a) Reports” (to the extent reported therein) in VF’s 2024 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 30, 2024, which information is incorporated herein by reference.

Information regarding the Audit Committee is included under the caption “Corporate Governance at VF — Board Committees and Their Responsibilities — Audit Committee” in VF’s 2024 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 30, 2024, which information is incorporated herein by reference.

VF has adopted a written code of ethics, “VF Corporation Code of Business Conduct,” that is applicable to all VF directors, officers and employees, including VF’s chief executive officer, chief financial officer, chief accounting officer and other executive officers identified pursuant to this Item 10 (collectively, the “Selected Officers”).

The code is posted on VF’s website, www.vfc.com.

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EXECUTIVE COMPENSATION.

Information required by Item 11 of this Part III is included under the captions “Corporate Governance at VF” and “Executive Compensation” in VF’s 2023 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended April 1, 2023, which information is incorporated herein by reference.

Information required by Item 11 of this Part III is included under the captions “Corporate Governance at VF” and “Executive Compensation” in VF’s 2024 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 30, 2024, which information is incorporated herein by reference.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

Information required by Item 12 of this Part III is included under the captions “Security Ownership of Certain Beneficial Owners and Management” and "Executive Compensation" in VF’s 2023 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended April 1, 2023, which information is incorporated herein by reference.

Information required by Item 12 of this Part III is included under the captions “Security Ownership of Certain Beneficial Owners and Management” and "Executive Compensation" in VF’s 2024 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 30, 2024, which information is incorporated herein by reference.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Information required by Item 13 of this Part III is included under the caption “Corporate Governance at VF” in VF’s 2023 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended April 1, 2023, which information is incorporated herein by reference.

Information required by Item 13 of this Part III is included under the caption “Corporate Governance at VF” in VF’s 2024 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 30, 2024, which information is incorporated herein by reference.

PRINCIPAL ACCOUNTING FEES AND SERVICES.

Information required by Item 14 of this Part III is included under the caption “Professional Fees of PricewaterhouseCoopers LLP” in VF’s 2023 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended April 1, 2023, which information is incorporated herein by reference.

Information required by Item 14 of this Part III is included under the caption “Professional Fees of PricewaterhouseCoopers LLP” in VF’s 2024 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 30, 2024, which information is incorporated herein by reference.

44 VF Corporation Fiscal 2024 Form 10-K

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Consolidated Statements of Operations

Consolidated Statements of Comprehensive Income

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Statements of Cash Flows

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NUMBER DESCRIPTION

Plan of acquisition, reorganization, arrangement, liquidation or succession

Agreement and Plan of Merger dated as of November 8, 2020 among V.F.

Corporation, New Ross Acquisition Corp., Supreme Holdings, Inc.

and TC Group VI, L.P.

(Incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by VF with the SEC on November 9, 2020)

Articles of incorporation and bylaws:

Articles of Incorporation, restated as of October 21, 2013 (Incorporated by reference to Exhibit 3(i) to Form 8-K filed October 21, 2013)

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Corporation, effective January 24, 2023 (Incorporated by reference to Exhibit 3.1 to Form 8-K filed January 25, 2023)

Instruments defining the rights of security holders, including indentures:

A specimen of VF’s Common Stock certificate (Incorporated by reference to Exhibit 4(A) to Form 10-K for the year ended January 3, 1998)

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Form of 0.625% Senior Notes due 2032 (Incorporated by reference to Exhibit 4.4 to Form 8-K filed February 25, 2020)

46 VF Corporation Fiscal 2023 Form 10-K

NUMBER DESCRIPTION

Fifth Supplemental Indenture between VF and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of April 23, 2020 (Incorporated by reference to Exhibit 4.2 to Form 8-K filed April 23, 2020)

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Form of 4.125% Senior Notes due 2026 (Incorporated by reference to Exhibit 4.3 to Form 8-K filed March 7, 2023)

VF Corporation Fiscal 2024 Form 10-K 45

NUMBER DESCRIPTION

Form of 4.250% Senior Notes due 2029 (Incorporated by reference to Exhibit 4.4 to Form 8-K filed March 7, 2023)

Description of Securities

Material contracts:

1996 Stock Compensation Plan, as amended and restated as of February 10, 2015 (Incorporated by reference to Appendix B to the 2015 Proxy Statement filed March 19, 2015)*

1996 Stock Compensation Plan, as amended and restated as of March 12, 2024*

Form of VF Corporation 1996 Stock Compensation Plan Non-Qualified Stock Option Certificate (Incorporated by reference to Exhibit 10(B) to Form 10-K for the year ended January 2, 2010)*

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Form of Award Certificate for Restricted Stock Units for Non-Employee Directors (Incorporated by reference to Exhibit 10(F) to Form 10-K for the year ended March 28, 2020)*

Form of Award Certificate for Restricted Stock Units (for awards granted prior to Fiscal 2021) (Incorporated by reference to Exhibit 10(I) to Form 10-K for the year ended March 28, 2020)*

Form of Award Certificate for Restricted Stock Units Special Award (for awards granted prior to Fiscal 2021) (Incorporated by reference to Exhibit 10(J) to Form 10-K for the year ended March 28, 2020)*

Form of Award Certificate for Restricted Stock Units (Incorporated by reference to Exhibit 10(K) to Form 10-K for the year ended March 28, 2020)*

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Form of Award Certificate for Restricted Stock Units Special Award (Split Vesting) (Incorporated by reference to Exhibit 10(M) to Form 10-K for the year ended March 28, 2020)*

Form of Award Certificate for Restricted Stock Award (for awards granted prior to Fiscal 2021) [Incorporated by reference to Exhibit 10.2 to Form 8-K filed February 22, 2011]*

Form of Award Certificate for Restricted Stock Award for Executive Officers (for awards granted prior to Fiscal 2021) [Incorporated by reference to Exhibit 10(J) to Form 10-K for the year ended December 29, 2012]*

Form of Award Certificate for Restricted Stock Special Award (Cliff Vesting) (Incorporated by reference to Exhibit 10(P) to Form 10-K for the year ended March 28, 2020)*

6 unchanged sentences

Amended and Restated Fourth Supplemental Annual Benefit Determination under the Amended and Restated Supplemental Executive Retirement Plan for Participants in VF’s Deferred Compensation Plan (Incorporated by reference to Exhibit 10.3 to Form 10-Q for the quarter ended April 1, 2006)*

VF Corporation Fiscal 2023 Form 10-K 47

NUMBER DESCRIPTION

Amended and Restated Seventh Supplemental Annual Benefit Determination under the Amended and Restated Supplemental Executive Retirement Plan for Participants in VF’s Executive Deferred Savings Plan (Incorporated by reference to Exhibit 10.5 to Form 10-Q for the quarter ended April 1, 2006)*

6 unchanged sentences

Resolution of the Board of Directors dated December 3, 1996 relating to lump sum payments under VF’s Supplemental Executive Retirement Plan (Incorporated by reference to Exhibit 10(N) to Form 10-K for the year ended January 4, 1997)*

2012 Form of Change in Control Agreement with Certain Senior Management of VF or its Subsidiaries (Incorporated by reference to Exhibit 10(W) to Form 10-K for the year ended December 31, 2011)*

2019 Form of Change in Control Agreement with Certain Senior Management of VF or its Subsidiaries (Incorporated by reference to Exhibit 10(HH) to Form 10-K for the year ended March 28, 2020)*

46 VF Corporation Fiscal 2024 Form 10-K

NUMBER DESCRIPTION

Amended and Restated Deferred Savings Plan for Non-Employee Directors (Incorporated by reference to Exhibit 10(W) to Form 10-K for the year ended January 3, 2009)*

1 unchanged sentence

2004 Mid-Term Incentive Plan, a subplan under the 1996 Stock Compensation Plan, as amended and restated as of October 18, 2017 (Incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended September 30, 2017)*

2004 Long-Term Incentive Plan, a subplan under the 1996 Stock Compensation Plan, as amended and restated as of March 11, 2024*

Annual Incentive Plan (effective prior to May 15, 2023) (Incorporated by reference to Exhibit 10(HH) to Form 10-K for the year ended April 2, 2022)*

Annual Incentive Plan (effective May 15, 2023)*

Form of Non-Competition, Non-Solicitation and Confidentiality Agreement for Equity Plan Participants

Annual Incentive Plan (effective May 15, 2023) (Incorporated by reference to Exhibit 10(II) to Form 10-K for the year ended April 1, 2023)*

Form of Non-Competition, Non-Solicitation and Confidentiality Agreement for Equity Plan Participants (Incorporated by reference to Exhibit 10(JJ) to Form 10-K for the year ended April 1, 2023)

Retirement and General Release Agreement dated December 2, 2022 (Incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended December 31, 2022)*

Offer Letter between VF and Bracken Darrell, dated June 20, 2023 (Incorporated by reference to Exhibit 10.1 to Form 8-K filed June 20, 2023)*

Severance Plan for Section 16 Officers (effective October 6, 2023) (Incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended December 30, 2023)*

Five-Year Revolving Credit Agreement by and among V.F.

8 unchanged sentences

2 to Revolving Credit Agreement, dated May 19, 2023, by and among V.F.

Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, the Lenders party thereto and the other parties thereto

Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, the Lenders party thereto and the other parties thereto (Incorporated by reference to Exhibit 10(NN) to Form 10-K for the year ended April 1, 2023)

Amendment No.

3 to Revolving Credit Agreement, dated as of April 25, 2024, by and among V.F.

Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, and the Lenders party thereto (Incorporated by reference to Exhibit 10.1 to Form 8-K filed April 26, 2024)

Term Loan Agreement by and among V.F.

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Corporation, as borrower, JP Morgan Chase Bank, N.A., as Administrative Agent, the Lenders party thereto and the other parties thereto (Incorporated by reference to Exhibit 10.2 to Form 8-K filed February 16, 2023)

48 VF Corporation Fiscal 2023 Form 10-K

NUMBER DESCRIPTION

Separation and Distribution Agreement dated May 22, 2019 (Incorporated by reference to Exhibit 2.1 to Form 8-K filed May 23, 2019)

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Employee Matters Agreement dated May 22, 2019 (Incorporated by reference to Exhibit 10.5 to Form 8-K filed May 23, 2019)

Insider Trading Policy

Subsidiaries of the Corporation

1 unchanged sentence

Power of attorney

VF Corporation Fiscal 2024 Form 10-K 47

NUMBER DESCRIPTION

Certification of the principal executive officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

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Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Policy for the Recovery of Erroneously Awarded Compensation

101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

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All other exhibits for which provision is made in the applicable regulations of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and therefore have been omitted.

1 Certain schedules, exhibits, and amendments have been omitted pursuant to Item 601(b)(2) of Regulation S-K.

VF hereby agrees to furnish a copy of any omitted schedule, exhibit, or amendment to the SEC upon request.

* Management compensation plans

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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, VF has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

/s/ Benno Dorer

Interim President, Chief Executive Officer and Director

/s/ Bracken Darrell

Bracken Darrell

President, Chief Executive Officer and Director

(Principal Executive Officer)

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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of VF and in the capacities and on the dates indicated:

Carucci* Interim Chair of the Board and Director

Carucci* Chair of the Board and Director

Brown* Director

Cho* Director

Chugg* Director

Benno Dorer* Director

Edwards* Director

Hoplamazian* Director

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Consolidated Statements of O perations

Consolidated Statements of Comprehensive Income

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Statements of Cash Flows

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VF’s management conducted an assessment of VF's internal control over financial reporting based on the framework described in Internal Control — Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on this assessment, VF’s management has determined that VF’s internal control over financial reporting was effective as of April 1, 2023.

The effectiveness of VF’s internal control over financial reporting as of April 1, 2023 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.

Based on this assessment, VF’s management has determined that VF’s internal control over financial reporting was effective as of March 30, 2024.

The effectiveness of VF’s internal control over financial reporting as of March 30, 2024 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.

F-2 VF Corporation Fiscal 2024 Form 10-K

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We have audited the accompanying consolidated balance sheets of V.

Corporation and its subsidiaries (the “Company”) as of April 1, 2023 and April 2, 2022, and the related consolidated statements of operations, of comprehensive income, of stockholders’ equity and of cash flows for each of the three years in the period ended April 1, 2023, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended April 1, 2023 listed in the index appearing under Item 15(a)2 (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of April 1, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of April 1, 2023 and April 2, 2022, and the results of its operations and its cash flows for each of the three years in the period ended April 1, 2023 in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of April 1, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Corporation and its subsidiaries (the “Company”) as of March 30, 2024 and April 1, 2023, and the related consolidated statements of operations, of comprehensive income (loss), of stockholders’ equity and of cash flows for each of the three years in the period ended March 30, 2024, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended March 30, 2024 listed in the index appearing under Item 15(a)2 (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of March 30, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of March 30, 2024 and April 1, 2023, and the results of its operations and its cash flows for each of the three years in the period ended March 30, 2024 in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 30, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

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Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

VF Corporation Fiscal 2024 Form 10-K F-3

Interim and Annual Goodwill and Indefinite-Lived Intangible Asset Impairment Analyses - Supreme, Timberland and Icebreaker Reporting Units and Indefinite-Lived Trademark Intangible Assets

As described in Notes 1, 8, 9, and 23 to the consolidated financial statements, the goodwill and indefinite-lived trademark intangible assets associated with the Supreme, Timberland and Icebreaker reporting units make up a significant portion of the Company’s consolidated goodwill and indefinite-lived intangible assets balances of $2.0 billion and $2.6 billion as of April 1, 2023, respectively.

Interim and Annual Goodwill and Indefinite-Lived Intangible Asset Impairment Analyses – Supreme and Timberland Reporting Units and Supreme Indefinite-Lived Trademark Intangible Asset

As described in Notes 1, 8, 9, and 24 to the consolidated financial statements, the goodwill and indefinite-lived trademark intangible asset balances were $1,460.4 million and $2,553.5 million as of March 30, 2024, respectively, of which the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset makes up a portion of each of the consolidated balances, while the Timberland reporting unit goodwill was fully impaired as of March 30, 2024.

Management evaluates indefinite-lived intangible assets and goodwill for possible impairment as of the beginning of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate that the fair value of such assets may be below their carrying amount.

1 unchanged sentence

An impairment charge is recorded if the carrying value exceeds its estimated fair value.

As disclosed by management, during the second quarter of fiscal 2023, due to continued increases in the federal funds rate and strengthening of the U.S.

dollar relative to other currencies, management performed a quantitative impairment analysis of both the Supreme reporting unit goodwill and the indefinite-lived trademark intangible asset, resulting in impairment charges of $229.0 million and $192.9 million, respectively, for the year ended April 1, 2023.

During the annual goodwill and indefinite-lived intangible asset impairment analysis, management performed a quantitative impairment analysis of the Supreme, Timberland and Icebreaker reporting unit goodwill and indefinite-lived trademark intangible assets, resulting in impairment charges of $165.1 million and $148.0 million to the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, respectively, for the year ended April 1, 2023 and no impairment to the Timberland and Icebreaker reporting units and indefinite-lived trademark intangible assets.

Management estimates the fair value of the reporting units using both income-based and market-based valuation methods and the fair value of the indefinite-lived trademark intangible assets is based on an income approach using the relief from-royalty method.

As disclosed by management, triggering events in the third and fourth quarters of the year ended March 30, 2024 caused management to perform quantitative impairment analyses of the Timberland reporting unit goodwill resulting in goodwill impairment charges of $195.3 million and $211.7 million, respectively, for the year ended March 30, 2024.

During the annual goodwill and indefinite-lived intangible asset impairment analysis, management performed a quantitative impairment analysis of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, resulting in no impairment.

Management estimates the fair value of the reporting units using both income-based and market-based valuation methods and the fair value of the indefinite-lived trademark intangible asset is based on an income approach using the relief-from-royalty method.

The income-based fair value methodology requires management to make assumptions and judgments and is based on management’s estimate of financial projections and future cash flows, which include significant assumptions related to revenue growth and profitability improvement throughout the forecast period, terminal growth rates, tax rates, royalty rates and market-based discount rates.

The principal considerations for our determination that performing procedures relating to the interim and annual goodwill and indefinite-lived intangible asset impairment analyses for the Supreme, Timberland and Icebreaker reporting units and indefinite-lived trademark intangible assets is a critical audit matter are (i) the significant judgment by management when developing the fair value estimates of the reporting units and the indefinite-lived trademark intangible assets;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth throughout the forecast period and market-based discount rates for the Supreme, Timberland and Icebreaker reporting units and indefinite-lived trademark intangible assets and royalty rates for the Supreme, Timberland and Icebreaker indefinite-lived trademark intangible assets;

The principal considerations for our determination that performing procedures relating to the interim impairment analyses for the Timberland reporting unit goodwill, and the annual goodwill and indefinite-lived intangible asset impairment analyses for the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset is a critical audit matter are (i) the significant judgment by management when developing the fair value estimates of the reporting units and the indefinite-lived trademark intangible asset;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth throughout the forecast period and market-based discount rates for the Supreme and Timberland reporting units and Supreme indefinite-lived trademark intangible asset, and royalty rates for the Supreme indefinite-lived trademark intangible asset;

and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s interim and annual goodwill and indefinite-lived intangible assets impairment analyses, including controls over the valuation of the Supreme, Timberland and Icebreaker reporting units and indefinite-lived trademark intangible assets.

These procedures also included, among others (i) testing management’s process for developing the fair value estimates of the Supreme, Timberland and Icebreaker reporting units and indefinite-lived trademark intangible assets;

(ii) evaluating the appropriateness of the income-based valuation methods for the reporting units and the indefinite-lived trademark intangible assets;

These procedures included testing the effectiveness of controls relating to management’s goodwill and indefinite-lived trademark intangible asset impairment analyses, including controls over the valuation of the Supreme and Timberland reporting units and the Supreme indefinite-lived trademark intangible asset.

These procedures also included, among others (i) testing management’s process for developing the fair value estimates of the Timberland and Supreme reporting units, and the Supreme indefinite-lived trademark intangible asset;

(ii) evaluating the appropriateness of the income-based valuation methods for the reporting units and the indefinite-lived trademark intangible asset;

(iii) testing the completeness and accuracy of underlying data used in the income-based valuation methods;

and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth throughout the forecast period and market-based discount rates for the Supreme, Timberland and Icebreaker reporting units and indefinite-lived trademark intangible assets and royalty rates for the Supreme, Timberland and Icebreaker indefinite-lived trademark intangible assets.

Evaluating management’s assumptions related to the revenue growth throughout the forecast period involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Supreme, Timberland and Icebreaker reporting units and products sold with the Supreme, Timberland and Icebreaker trademarks;

and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth throughout the forecast period and market-based discount rates for the Supreme and Timberland reporting units and the Supreme indefinite-lived trademark intangible asset, and royalty rates for the Supreme indefinite-lived trademark intangible asset.

Evaluating management’s assumptions related to the revenue growth throughout the forecast period involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Supreme and Timberland reporting units and products sold with the Supreme trademarks;

(ii) the consistency with external market and industry data;

and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in the evaluation of (i) the appropriateness of the Company’s income-based valuation methods for the reporting units and the indefinite-lived trademark intangible assets and (ii) the reasonableness of the royalty rate and market-based discount rate significant assumptions.

The Timberland Company Income Inclusion - Uncertain Tax Position

As described in Note 19 to the consolidated financial statements, the Company files a consolidated U.S.

federal income tax return, as well as separate and combined income tax returns in numerous state and international jurisdictions.

On July 14, 2022, the U.S.

Tax Court issued its final decision regarding the timing of income inclusion associated with the Company’s acquisition of The Timberland Company.

On October 19, 2022, the Company paid $875.7 million related to the 2011 taxes and interest being disputed, which was recorded as an income tax receivable and will accrue interest income.

These amounts are included in the other assets line item in the Company’s consolidated balance sheet as of April 1, 2023, based on management’s assessment of the position under the more-likely-than-not standard of the accounting literature.

As disclosed by management, the calculation of income tax liabilities involves uncertainties in the application of complex tax laws and regulations, which are subject to legal interpretation and significant management judgment.

The Company’s income tax returns are regularly examined by federal, state and foreign tax authorities, and those audits may result in proposed adjustments.

F-4 VF Corporation Fiscal 2023 Form 10-K

The principal considerations for our determination that performing procedures relating to the uncertain tax position associated with The Timberland Company income inclusion is a critical audit matter are (i) the significant judgment by management with regards to the application and legal interpretation of complex tax laws and regulations in order to conclude that the technical merits of the case support the Company’s more-likely-than-not threshold;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating the facts and assumptions made by management in connection with the recognition of the uncertain tax position;

and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to the identification, measurement, and recognition of uncertain tax positions.

These procedures also included, among others (i) evaluating the reasonableness of management’s assessment of the technical merits of the tax position;

(ii) evaluating the status and results of the U.S.

Tax Court's final decision and other correspondence with relevant tax authorities;

and (iii) evaluating the sufficiency of the Company’s uncertain tax position disclosures.

Professionals with specialized skill and knowledge were used to assist in evaluating the reasonableness of management’s assessment of whether the tax position is more-likely-than-not of being sustained, the impact to the consolidated financial statements and the application and legal interpretation of relevant complex tax laws and regulations.

Professionals with specialized skill and knowledge were used to assist in the evaluation of (i) the appropriateness of the Company’s income-based valuation methods for the reporting units and the indefinite-lived trademark intangible asset and (ii) the reasonableness of the royalty rate and market-based discount rate significant assumptions.

/s/ PricewaterhouseCoopers LLP

1 unchanged sentence

We have served as the Company’s auditor since 1995.

VF Corporation Fiscal 2023 Form 10-K F-5

F-4 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

52 unchanged sentences

3,600,071 3,775,979

Accumulated other comprehensive income (loss)

Accumulated other comprehensive loss

( 1,064,331 ) ( 1,019,518 )

Retained earnings

Retained earnings (accumulated deficit)

( 974,584 ) 57,086

2 unchanged sentences

See notes to consolidated financial statements.

F-6 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-5

VF CORPORATION

8 unchanged sentences

Total costs and operating expenses 10,488,729 11,284,782 10,209,636

Operating income 327,693 1,632,204 607,631

Operating income (loss) ( 34,062 ) 327,693 1,632,204

Interest income 21,628 9,758 5,006

2 unchanged sentences

Other income (expense), net 23,785 ( 119,774 ) 26,154

Income from continuing operations before income taxes 43,287 1,523,250 456,472

Income (loss) from continuing operations before income taxes

( 233,685 ) 43,287 1,523,250

Income tax expense (benefit) 735,197 ( 75,297 ) 306,981

Income from continuing operations 118,584 1,216,269 354,906

Income (loss) from continuing operations ( 968,882 ) 118,584 1,216,269

Income from discontinued operations, net of tax — — 170,672

Net income $ 118,584 $ 1,386,941 $ 407,869

Earnings per common share - basic

Net income (loss) $ ( 968,882 ) $ 118,584 $ 1,386,941

Earnings (loss) per common share - basic

Continuing operations $ ( 2.49 ) $ 0.31 $ 3.12

Discontinued operations — — 0.44

Total earnings per common share - basic $ 0.31 $ 3.55 $ 1.05

Earnings per common share - diluted

Total earnings (loss) per common share - basic $ ( 2.49 ) $ 0.31 $ 3.55

Earnings (loss) per common share - diluted

Continuing operations $ ( 2.49 ) $ 0.31 $ 3.10

Discontinued operations — — 0.43

Total earnings per common share - diluted $ 0.31 $ 3.53 $ 1.04

Total earnings (loss) per common share - diluted $ ( 2.49 ) $ 0.31 $ 3.53

Weighted average shares outstanding

2 unchanged sentences

See notes to consolidated financial statements.

VF Corporation Fiscal 2023 Form 10-K F-7

F-6 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Consolidated Statements of Comprehensive Income

Consolidated Statements of Comprehensive Income (Loss)

Year Ended March

(In thousands) 2024 2023 2022

Net income $ 118,584 $ 1,386,941 $ 407,869

Net income (loss) $ ( 968,882 ) $ 118,584 $ 1,386,941

Other comprehensive income (loss)

1 unchanged sentence

Losses arising during the period ( 1,491 ) ( 106,527 ) ( 17,355 )

Reclassification of foreign currency translation losses — — 42,364

Income tax effect ( 7,297 ) ( 1,492 ) ( 34,104 )

Defined benefit pension plans

Current period actuarial gains (losses), including plan amendments and curtailments ( 25,211 ) 12,927 ( 9,181 )

Current period actuarial gains (losses), including plan amendments ( 38,230 ) ( 25,211 ) 12,927

Amortization of net deferred actuarial losses 16,195 16,395 11,310

1 unchanged sentence

Reclassification of net actuarial loss from settlement charges 3,538 93,731 7,466

Reclassification of deferred prior service cost due to curtailments — — 920

Income tax effect 3,936 ( 21,864 ) ( 3,806 )

5 unchanged sentences

Other comprehensive income (loss) ( 44,813 ) ( 92,939 ) 82,421

Comprehensive income $ 25,645 $ 1,469,362 $ 329,827

Comprehensive income (loss) $ ( 1,013,695 ) $ 25,645 $ 1,469,362

See notes to consolidated financial statements.

F-8 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-7

VF CORPORATION

3 unchanged sentences

OPERATING ACTIVITIES

Net income $ 118,584 $ 1,386,941 $ 407,869

Net income (loss) $ ( 968,882 ) $ 118,584 $ 1,386,941

Income from discontinued operations, net of tax — — 170,672

Income from continuing operations, net of tax 118,584 1,216,269 354,906

Adjustments to reconcile net income to cash provided (used) by operating activities:

Income (loss) from continuing operations, net of tax ( 968,882 ) 118,584 1,216,269

Adjustments to reconcile net income (loss) to cash provided (used) by operating activities:

Impairment of goodwill and intangible assets 507,566 735,009 —

Depreciation and amortization 262,324 266,935 269,081

Depreciation, amortization and other asset write-downs 319,204 262,324 266,935

Reduction in the carrying amount of right-of-use assets 394,426 383,199 410,132

3 unchanged sentences

Deferred income taxes ( 395,100 ) ( 53,554 ) ( 157,489 )

Write-off of income tax receivables and interest 921,409 — —

Loss on extinguishment of debt — — 3,645

15 unchanged sentences

Proceeds from sale of assets 26,615 99,499 32,542

Purchases of short-term investments — — ( 800,000 )

Proceeds from sale and maturities of short-term investments — 598,806 200,000

Proceeds from sale of short-term investments — — 598,806

Capital expenditures ( 145,818 ) ( 165,925 ) ( 245,449 )

17 unchanged sentences

See notes to consolidated financial statements.

VF Corporation Fiscal 2023 Form 10-K F-9

F-8 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

9 unchanged sentences

Other current assets 2,221 1,305 1,109

Current assets of discontinued operations — — 34,132

Other assets 131 126 30

1 unchanged sentence

See notes to consolidated financial statements.

F-10 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-9

VF CORPORATION

Consolidated Statements of Stockholders' Equity

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Total

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings (Accumulated Deficit) Total

(In thousands, except share amounts) Shares Amounts

Balance, March 2021 391,941,477 $ 97,985 $ 3,777,645 $ ( 1,009,000 ) $ 189,534 $ 3,056,164

Net income — — — — 407,869 407,869

Net income (loss) — — — — 1,386,941 1,386,941

Dividends on Common Stock ($ 1.98 per share)

— — ( 2,597 ) — ( 770,608 ) ( 773,205 )

Share repurchases ( 4,805,093 ) ( 1,201 ) — — ( 348,803 ) ( 350,004 )

Stock-based compensation, net 1,161,991 291 141,336 — ( 13,589 ) 128,038

3 unchanged sentences

Balance, March 2022 388,298,375 97,075 3,916,384 ( 926,579 ) 443,475 3,530,355

Net income — — — — 1,386,941 1,386,941

Net income (loss) — — — — 118,584 118,584

Dividends on Common Stock ($ 1.81 per share)

— — ( 203,394 ) — ( 499,452 ) ( 702,846 )

Share repurchases ( 4,805,093 ) ( 1,201 ) — — ( 348,803 ) ( 350,004 )

Stock-based compensation, net 367,156 91 62,989 — ( 5,521 ) 57,559

3 unchanged sentences

Balance, March 2023 388,665,531 97,166 3,775,979 ( 1,019,518 ) 57,086 2,910,713

Net income — — — — 118,584 118,584

Net income (loss) — — — — ( 968,882 ) ( 968,882 )

Dividends on Common Stock ($ 0.78 per share)

6 unchanged sentences

See notes to consolidated financial statements.

VF Corporation Fiscal 2023 Form 10-K F-11

F-10 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

4 unchanged sentences

Accounts Receivable

Other Current Assets

Property, Plant and Equipment

Intangible Assets

Supply Chain Financing Program

Short-term Borrowings

3 unchanged sentences

Retirement and Savings Benefit Plans

Capital and Accumulated Other Comprehensive Income (Loss)

Capital and Accumulated Other Comprehensive Loss

Stock-based Compensation

Reportable Segment Information

Commitments and Contingencies

Earnings Per Share

Earning s ( Loss) Per Share

Fair Value Measurements

3 unchanged sentences

Subsequent Event

F-12 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-11

VF CORPORATION

17 unchanged sentences

VF operates and reports using a 52/53 week fiscal year ending on the Saturday closest to March 31 of each year.

VF's current fiscal year ran from April 3, 2022 through April 1, 2023 ("Fiscal 2023").

All references to the periods ended March 2023, March 2022 and March 2021 relate to the 52-week fiscal years ended April 1, 2023 and April 2, 2022 ("Fiscal 2022"), and the 53-week fiscal year ended April 3, 2021 ("Fiscal 2021"), respectively.

VF's current fiscal year ran from April 2, 2023 through March 30, 2024 ("Fiscal 2024").

All references to the periods ended March 2024, March 2023 and March 2022 relate to the 52-week fiscal years ended March 30, 2024, April 1, 2023 ("Fiscal 2023") and April 2, 2022 ("Fiscal 2022"), respectively.

Certain foreign subsidiaries reported using a March 31 year-end for Fiscal 2024, 2023 and 2022 due to local statutory requirements.

The impact to VF's consolidated financial statements is not material.

Recent Developments and Uncertainties

There is ongoing uncertainty around the global economy and macroeconomic environment, which we expect to continue and cause disruption and near-term challenges for our business.

Macroeconomic conditions include inflationary pressures, foreign exchange rate fluctuations, higher interest rates and weakening consumer sentiment.

These conditions have led to elevated inventories in certain markets and an increased promotional environment, impacts on the results of our international businesses and increased borrowing costs.

economic conditions are also impacted by the coronavirus ("COVID-19") pandemic, which resulted in retail store closures primarily in the Asia-Pacific region, and supply chain disruption.

In response to the ongoing conflict in Ukraine, all VF-operated retail locations within Russia are permanently closed, while limited wholesale shipments to both Russia and Ukraine have resumed.

VF has considered the impact of these developments on the estimates and assumptions used when preparing the consolidated financial statements and accompanying notes.

The duration and severity of these recent developments, and the related impacts on VF's business are subject to uncertainty;

however, the estimates and assumptions made by management are based on available information.

Recent Development

On October 30, 2023, VF introduced Reinvent, a transformation program to enhance focus on brand-building and to improve operating performance and allow VF to achieve its full potential.

The first announced steps in this transformation cover the following priorities:

improve North America results, deliver the Vans ® turnaround, reduce costs and strengthen the balance sheet.

Refer to Note 27 for additional information on the program.

Use of Estimates

5 unchanged sentences

dollars using exchange rates in effect at the balance sheet date, and revenues and expenses are translated at average exchange rates during the period.

Resulting translation gains and losses, and transaction gains and losses on long-term advances to foreign subsidiaries, are reported in the Consolidated Statements of Comprehensive Income.

Resulting translation gains and losses, and transaction gains and losses on long-term advances to foreign subsidiaries, are reported in the Consolidated Statements of Comprehensive Income (Loss).

Foreign currency transactions are denominated in a currency other than the functional currency of a particular entity.

1 unchanged sentence

Transaction gains or losses arise when exchange rate fluctuations either increase or decrease the functional currency cash flows from the originally recorded transaction.

Foreign currency transaction gains and losses reported in the Consolidated Statements of Operations, were a net loss of $ 16.9 million and $ 6.7 million in the years ended March 2023 and March 2022, respectively, and a net gain of $ 2.6 million in the year ended March 2021.

Foreign currency transaction gains and losses reported in the Consolidated Statements of Operations, were a net loss of $ 16.6 million, $ 16.9 million and $ 6.7 million in the years ended March 2024, 2023 and 2022, respectively.

Business Combinations

4 unchanged sentences

Contingent consideration, if any, is included within the purchase price and is recognized at its fair value on the acquisition date.

In subsequent reporting periods, any contingent consideration liabilities are remeasured at fair value with changes recognized in operating income.

During the measurement period, which is

VF Corporation Fiscal 2023 Form 10-K F-13

VF CORPORATION

Notes to Consolidated Financial Statements

up to one year from the acquisition date, adjustments to the assets acquired and liabilities assumed may be recorded, with the corresponding offset to goodwill.

In subsequent reporting periods, any contingent consideration liabilities are remeasured at fair value with changes recognized in operating income (loss) .

During the measurement period, which is up to one year from the acquisition date, adjustments to the assets acquired and liabilities assumed may be recorded, with the corresponding offset to goodwill.

Cash and Equivalents

1 unchanged sentence

Highly liquid investments considered cash equivalents were $ 226.8 million and $ 439.5 million at March 2024 and 2023, respectively, consisting of money market funds and short-term time deposits.

F-12 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

Accounts Receivable

7 unchanged sentences

Cost is determined on the first-in, first-out method, includes all costs incurred to purchase the finished goods and is net of discounts or rebates received from vendors.

A detailed review of all inventories is performed, at least quarterly, to identify slow moving or excess products, discontinued and to-be-discontinued products and off-quality merchandise.

A detailed review of all inventories is performed, at least quarterly, to identify slow moving or excess products, discontinued and to-be-discontinued products, off-quality merchandise and other specific or unique situations.

Management performs an evaluation to estimate net realizable value using a systematic and consistent methodology of forecasting future demand, market conditions and selling prices less costs of disposal.

9 unchanged sentences

Cost for acquired intangible assets represents the fair value at acquisition date, which is generally based on the present value of expected cash flows.

Trademark intangible assets represent individual acquired trademarks, some of which are registered in multiple countries.

Trademark intangible assets represent

individual acquired trademarks, some of which are registered in multiple countries.

Customer relationship intangible assets are based on the value of relationships with wholesale customers in place at the time of acquisition.

3 unchanged sentences

Amortization expense for leasehold improvements and assets under finance leases is recognized over the shorter of their estimated useful lives or the lease terms, and is included in depreciation expense.

Depreciation is ceased on assets that meet the held-for-sale criteria and they are measured at the lower of their carrying value or fair value, less costs of disposal.

Intangible assets determined to have indefinite lives, consisting of major trademarks and trade names, are not amortized.

7 unchanged sentences

Otherwise, the assets must be quantitatively tested for impairment.

F-14 VF Corporation Fiscal 2023 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

An indefinite-lived intangible asset is quantitatively evaluated for possible impairment by comparing the estimated fair value of the asset with its carrying value.

An impairment charge is recorded if the carrying value of the asset exceeds its estimated fair value.

Goodwill is quantitatively evaluated for possible impairment by comparing the estimated fair value of a reporting unit with its carrying value, including the goodwill assigned to that reporting unit.

Goodwill is quantitatively evaluated for possible impairment by comparing the estimated fair value of a reporting unit with its carrying value, including the goodwill assigned to that reporting

VF Corporation Fiscal 2024 Form 10-K F-13

VF CORPORATION

Notes to Consolidated Financial Statements

An impairment charge is recorded if the carrying value of the reporting unit exceeds its estimated fair value.

18 unchanged sentences

When readily determinable, the Company uses the implicit rate to determine the present value of lease payments, which generally does not happen in practice.

As the rate implicit in the majority of the Company's leases is not readily determinable, the Company uses its incremental borrowing rate based on the information available at the lease commencement date, including the lease term, currency, country specific risk premium and adjustments for collateralized debt.

rate implicit in the majority of the Company's leases is not readily determinable, the Company uses its incremental borrowing rate based on the information available at the lease commencement date, including the lease term, currency, country specific risk premium and adjustments for collateralized debt.

Operating lease expense is recorded as a single lease cost on a straight-line basis over the lease term.

6 unchanged sentences

The transaction qualified as a sale, and thus the Company recognized a gain of $ 13.2 million in the selling, general and administrative expenses line item in VF's Consolidated Statement of Operations for the year ended March 2023.

Supply Chain Financing Program

During the first quarter of Fiscal 2023, 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.

The SCF 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.

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 $ 161.4 million at March 2023.

The amounts settled through the SCF program were $ 989.8 million during the year ended March 2023.

VF Corporation Fiscal 2023 Form 10-K F-15

VF CORPORATION

Notes to Consolidated Financial Statements

Defined Benefit Pension Plans

4 unchanged sentences

The funded status of defined benefit pension plans is recorded as a net asset or liability in the Consolidated Balance Sheets based on the difference between the projected benefit obligations and the fair value of plan assets, which is assessed on a plan-by-plan basis.

The changes in funded status of defined benefit pension plans, primarily related to actuarial gains and losses arising from differences between actual experience and actuarial assumptions, are recognized in the year in which the changes occur and reported in the Consolidated Statements of Comprehensive Income.

VF reports the service component of net periodic pension cost (income) within operating income and the other components of net periodic pension cost, which include interest cost, expected return on plan assets, settlement charges, curtailments and amortization of deferred actuarial losses and prior service credits, in the other income (expense), net line item of the Consolidated Statements of Operations.

VF reports the service component of net periodic pension cost (income) within operating income (loss) and the other components of net periodic pension cost, which include interest cost, expected return on plan assets, settlement charges, curtailments and amortization of deferred actuarial losses and prior service credits, in the other income (expense), net line item of the Consolidated Statements of Operations.

Derivative Financial Instruments

1 unchanged sentence

Unrealized gains and losses are recognized as assets and liabilities, respectively, and classified as current or noncurrent based on the derivatives’ maturity dates.

The accounting for changes in the fair value of derivative instruments (i.e., gains and losses) depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting.

F-14 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting.

To qualify for hedge accounting treatment, all hedging relationships must be formally documented at the inception of the hedges and must be highly effective in offsetting changes to future cash flows of hedged transactions.

4 unchanged sentences

Further, at the inception of a contract and on an ongoing basis, as necessary, VF assesses whether the hedging instruments are highly effective in offsetting the risk of the hedged transactions.

When hedging instruments are determined to not be highly effective, hedge accounting treatment is discontinued, and any future changes in fair value of the instruments are recognized immediately in net income.

Unrealized gains or losses related to hedging instruments remain in accumulated other comprehensive income ("OCI") until the hedged forecasted transaction occurs and impacts earnings.

If the hedged forecasted transaction is deemed probable of not occurring, any unrealized gains or

losses in accumulated OCI are immediately recognized in net income.

Unrealized gains or losses related to hedging instruments remain in accumulated other comprehensive loss ("OCL") until the hedged forecasted transaction occurs and impacts earnings.

If the hedged forecasted transaction is deemed probable of not occurring, any unrealized gains or losses in accumulated OCL are immediately recognized in net income (loss).

VF also uses derivative contracts to manage foreign currency exchange risk on certain assets and liabilities.

These contracts are not designated as hedges, and are measured at fair value in the Consolidated Balance Sheets with changes in fair value recognized directly in net income.

These contracts are not designated as hedges, and are measured at fair value in the Consolidated Balance Sheets with changes in fair value recognized directly in net income (loss).

The counterparties to the derivative contracts are financial institutions having at least A-rated investment grade credit ratings.

8 unchanged sentences

The timing of revenue recognition in the direct-to-consumer channel generally occurs at the point of sale within VF-operated or concession retail stores and either on shipment or delivery of goods for e-commerce transactions based on contractual terms with the customer.

For finished products shipped directly to customers from our suppliers, the Company's promise to the customer is a performance obligation to provide the specified goods, and thus the Company is the principal in the arrangement and revenue is recognized on a gross basis at the transaction price.

products shipped directly to customers from our suppliers, the Company's promise to the customer is a performance obligation to provide the specified goods, and thus the Company is the principal in the arrangement and revenue is recognized on a gross basis at the transaction price.

The duration of contractual arrangements with our customers in the wholesale and direct-to-consumer channels is typically less than one year .

3 unchanged sentences

Variable consideration includes sales incentive programs, discounts, markdowns, chargebacks and product returns.

Estimates of variable consideration are determined at contract inception and reassessed at each reporting date, at a minimum, to reflect any

F-16 VF Corporation Fiscal 2023 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

changes in facts and circumstances.

Estimates of variable consideration are determined at contract inception and reassessed at each reporting date, at a minimum, to reflect any changes in facts and circumstances.

The Company utilizes the expected value method in determining its estimates of variable consideration, based on evaluations of specific product and customer circumstances, historical and anticipated trends, and current economic conditions.

9 unchanged sentences

Sales taxes and value added taxes collected from customers and remitted directly to governmental authorities are excluded from the transaction price.

The Company has licensing agreements for its symbolic intellectual property, most of which include minimum guaranteed royalties.

The Company has licensing agreements for its symbolic intellectual property, some of which include minimum

VF Corporation Fiscal 2024 Form 10-K F-15

VF CORPORATION

Notes to Consolidated Financial Statements

guaranteed royalties.

Royalty income is recognized as earned over the respective license term based on the greater of minimum guarantees or the licensees' sales of licensed products at rates specified in the licensing contracts.

5 unchanged sentences

Overhead includes all costs related to purchasing finished goods, including costs of planning, purchasing, quality control, depreciation, freight, duties, royalties paid to third parties and shrinkage.

lines with a warranty, a provision for estimated future repair or replacement costs, based on historical and anticipated trends, is recorded when these products are sold.

Cost of goods sold also includes provisions to state inventories at the lower of cost or net realizable value.

For product lines with a warranty, a provision for estimated future repair or replacement costs, based on historical and anticipated trends, is recorded when these products are sold.

Selling, General and Administrative Expenses

19 unchanged sentences

Excess liability insurance has been purchased to limit the amount of self-insured risk on claims.

VF Corporation Fiscal 2023 Form 10-K F-17

VF CORPORATION

Notes to Consolidated Financial Statements

Income taxes are provided on pre-tax income for financial reporting purposes.

Income taxes are provided on pre-tax income (loss) for financial reporting purposes.

Income taxes are based on amounts of taxes payable or refundable in the current year and on expected future tax consequences of events that are recognized in the consolidated financial statements in different periods than they are recognized in tax returns.

As a result of timing of recognition and measurement differences between financial accounting standards and income tax laws, temporary differences arise between amounts of pre-tax financial statement income and taxable income, and between reported amounts of assets and liabilities in the Consolidated Balance Sheets and their respective tax bases.

As a result of timing of recognition and measurement differences between financial accounting standards and income tax laws, temporary differences arise between amounts of pre-tax financial statement income (loss) and taxable income (loss), and between reported amounts of assets and liabilities in the Consolidated Balance Sheets and their respective tax bases.

Deferred income tax assets and liabilities reported in the Consolidated Balance Sheets reflect the estimated future tax impact of these temporary differences and net operating loss and net capital loss carryforwards, based on tax rates currently enacted for the years in which the differences are expected to be settled or realized.

5 unchanged sentences

A tax position is recognized if it meets this standard and is measured at the largest amount of benefit that has a greater than 50% likelihood of being realized.

The provision for income taxes also includes estimated interest and penalties related to uncertain tax positions.

Earnings Per Share

Basic earnings per share is computed by dividing net income by the weighted average number of shares of Common Stock outstanding during the period.

The provision for income taxes also

F-16 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

includes estimated interest and penalties related to uncertain tax positions .

Earnings (Loss) Per Share

Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of Common Stock outstanding during the period.

Diluted earnings per share assumes conversion of potentially dilutive securities such as stock options, restricted stock units and restricted stock.

In periods of a net loss, all potentially dilutive securities are excluded from diluted loss per share, as their inclusion would be anti-dilutive.

Concentration of Risks

2 unchanged sentences

VF’s ten largest customers accounted for approximately 14 % of Fiscal 2024 total revenues.

Sales to VF’s largest customer accounted for approximately 2 % of Fiscal 2023 total revenues.

Sales to VF’s largest customer accounted for approximat ely 2 % of Fiscal 2024 total revenues.

Sales are generally made on an unsecured basis under customary terms that may vary by product, channel of distribution or geographic region.

3 unchanged sentences

Management periodically assesses liabilities and contingencies in connection with legal proceedings and other claims that may arise from time to time.

When it is probable that a loss has been or will be incurred, an estimate of the loss is recorded in the consolidated financial statements.

When it is probable that a loss has been or will be incurred and the amount of the loss is reasonably estimable, the estimate of the loss is recorded in the consolidated financial statements.

Estimates of losses are adjusted when additional information becomes available or circumstances change.

A contingent liability is disclosed when there is at least a reasonable possibility that a material loss may have been incurred.

Refer to Note 21 for additional information.

Reclassifications

1 unchanged sentence

Recently Adopted Accounting Standards

In November 2021, the Financial Accounting Standards Board (" FASB") issued Accounting Standards Update (" ASU") No.

2021-10, "Government Assistance (Topic 832):

Disclosures by Business Entities about Government Assistance" , an update that requires annual disclosures about government assistance, i ncluding the types of assistance and the effect on the financial statements.

The guidance became effective for VF in the first quarter of Fiscal 2023 and was adopted prospectively, but did not have any impact on VF's disclosures as the amount of government assistance recorded in VF's consolidated financial statements was not material.

Recently Issued Accounting Standards

In March 2020, January 2021 and December 2022, the FASB issued ASU No.

In March 2020, January 2021 and December 2022, the Financial Accounting Standards Board (" FASB") issued Accounting Standards Update (" ASU") No.

2020-04, " Reference Rate Reform (Topic 848):

5 unchanged sentences

This guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met.

The optional guidance is provided to ease the potential burden of accounting for reference rate reform.

The guidance is effective and can be adopted no later than December 31, 2024.

The Company does not expect this guidance to have a material impact on VF's consolidated financial statements.

The guidance is provided to ease the potential burden of accounting for reference rate reform.

During the first quarter of Fiscal 2024, the Company amended the terms of its $ 2.25 billion senior unsecured revolving line of credit (the “Global Credit

Facility”), which replaced the LIBOR benchmark interest rate with a benchmark interest rate based on the forward-looking secured overnight financing rate ("Term SOFR").

This guidance was adopted in the first quarter of Fiscal 2024, but did not impact VF's consolidated financial statements.

In September 2022, the FASB issued ASU No.

2 unchanged sentences

This guidance requires companies with supplier finance programs to disclose sufficient qualitative and quantitative information about the program to allow a user of the financial statements to understand the nature of, activity in, and potential magnitude of the program.

The guidance will be effective for VF in the first quarter of Fiscal 2024, except for certain quantitative disclosures that will be effective in Fiscal 2025.

The guidance became effective for VF in the first quarter of Fiscal 2024, except for the rollforward information that will be effective for annual periods beginning in Fiscal 2025 on a prospective basis.

Early adoption is permitted.

The Company will adopt the required guidance in the first quarter of Fiscal 2024 and is evaluating the impact of adopting the guidance related to quantitative disclosures.

F-18 VF Corporation Fiscal 2023 Form 10-K

The Company adopted the required guidance in the first quarter of Fiscal 2024 and is evaluating the impact of adopting the guidance related to the rollforward information.

Refer to Note 12 for disclosures related to the Company's s upply chain financing program.

Recently Issued Accounting Standards

In November 2023, the FASB issued ASU No.

2023-07, " Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures" , which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses that are regularly provided to the individual or group identified as the chief operating decision maker ("CODM").

The guidance also requires disclosure of the title and position of the CODM and how reported measures of segment profit or loss are used to assess performance and allocate resources.

The guidance will be effective for annual disclosures beginning in Fiscal 2025, and has expanded requirements to include all disclosures about a reportable segment's profit or loss and assets in subsequent interim periods.

Early adoption is permitted.

The guidance requires retrospective application to all prior periods presented in the financial statements.

The Company is evaluating the impact that adopting this guidance will have on VF's disclosures.

In December 2023, the FASB issued ASU No.

2023-09, " Income Taxes (Topic 740):

Improvements to Income Tax Disclosures" , which is intended to enhance the transparency and decision usefulness of income tax disclosures by requiring that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid.

The rate reconciliation disclosures will require specific categories and additional information for reconciling items that meet a quantitative threshold.

The income taxes paid disclosures will require disaggregation by individual jurisdictions that are greater than 5% of total income taxes paid.

The guidance will be effective for annual disclosures beginning in Fiscal 2026.

Early adoption is permitted.

The amendments are required to be applied on a prospective basis;

however, retrospective application is permitted.

The Company is evaluating the impact that adopting this guidance will have on VF's disclosures.

VF Corporation Fiscal 2024 Form 10-K F-17

VF CORPORATION

15 unchanged sentences

(b) Included in the accrued liabilities line item in the Consolidated Balance Sheets.

For the year ended March 2023 , the Company recognized $ 319.2 million of revenue that was included in the contract liability balance during the year, including amounts recorded as a contract liability and subsequently recognized as revenue as performance obligations were satisfied within the same period, such as order deposits from customers.

For the year ended March 2024 , the Company recognized $ 253.6 million of revenue, which included the majority of the contract liability balance at the beginning of the year, and amounts recorded as a contract liability and subsequently recognized as revenue as performance obligations were satisfied during the year, including order deposits from customers.

The change in the contract asset and contract liability balances primarily results from the timing differences between the Company's satisfaction of performance obligations and the customer's payment.

Performance Obligations

As of March 2023, the Company expects to recognize $ 70.5 million of fixed consideration related to the future

minimum guarantees in effect under its licensing agreements and expects such amounts to be recognized over time based on the contractual terms through March 2031.

As of March 2024, the Company expects to recognize $ 78.5 million of fixed consideration related to the future minimum guarantees in effect under its licensing agreements

and expects such amounts to be recognized over time based on the contractual terms through March 2031.

As of March 2024 , there were no arrangements with transaction price allocated to remaining performance obligations other than contracts for which the Company has applied the practical expedients and the fixed consideration related to future minimum guarantees discussed above.

For the year ended March 2023 , revenue recognized from performance obligations satisfied, or partially satisfied, in prior periods was not material.

Disaggregation of Revenue

12 unchanged sentences

Total $ 5,501,399 $ 4,061,729 $ 891,539 $ — $ 10,454,667

VF Corporation Fiscal 2023 Form 10-K F-19

F-18 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

24 unchanged sentences

Total $ 5,327,568 $ 5,380,338 $ 1,133,149 $ 785 $ 11,841,840

NOTE 3 — ACQUISITION

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

("Supreme") for $ 2.2 billion in cash , subject to working capital and other adjustments.

The transaction also included $ 0.2 billion of cash acquired by VF.

The purchase price was primarily funded with cash on hand.

The purchase price decreased by $ 3.8 million during the year ended March 2022, related to the final working capital adjustment.

The acquisition of Supreme included a contingent arrangement that required additional cash consideration to be paid to the selling shareholders of Supreme ranging from zero to $ 300.0 million, which was dependent upon the achievement of certain financial targets over the one-year earn-out period ended January 31, 2022.

The initial estimated fair value of the contingent consideration liability was $ 207.0 million and was included in the purchase price.

During Fiscal 2022, the contingent consideration liability was remeasured at fair value based on the probability-weighted present value of various future cash payment outcomes resulting from the estimated achievement levels of the financial targets, with changes recognized in the selling, general and administrative expenses line item in the Consolidated Statement of Operations.

estimated fair value of the contingent consideration liability was $ 57.0 million as of March 2022 and was paid during the year ended March 2023.

Refer to Note 23 for additional information on fair value measurements.

Supreme was a privately-held company based in New York, New York and is a global streetwear leader that sells apparel, accessories and footwear under its namesake brand, Supreme ® , through direct-to-consumer channels, including digital.

For the years ended March 2023 and March 2022, Supreme contributed revenues of $ 523.1 million and $ 561.5 million, respectively, and net income of $ 64.8 million and $ 82.4 million, respectively.

For the period from December 28, 2020 through April 3, 2021, Supreme contributed revenues of $ 142.0 million and net income of $ 21.5 million.

The results of Supreme have been reported in the Active segment since the date of acquisition.

Total transaction expenses for the Supreme acquisition were $ 8.7 million, all of which were recognized in the year ended March 2021 in the selling, general and administrative expenses line item in the Consolidated Statement of Operations.

F-20 VF Corporation Fiscal 2023 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

The following unaudited pro forma summary presents consolidated information of VF as if the acquisition of Supreme had occurred on March 31, 2019:

(In thousands, except per share amounts) Year Ended March 2021

Total revenues $ 9,677,141

Income from continuing operations 457,330

Earnings per common share from continuing operations

These pro forma amounts have been calculated after applying VF’s accounting policies and adjusting the results of Supreme to reflect the fair value adjustments to intangible assets, property, plant and equipment and inventory.

The results of Supreme have also been adjusted for historical interest expense as the acquired business was debt-free on the acquisition date.

These changes have been applied from March 31, 2019, with related tax effects.

The pro forma financial information in the year ended March 2021 excludes $ 30.6 million of expenses related to Supreme's

transaction and deal-related costs, including employee compensation costs and accelerated vesting of stock options, which were directly attributable to the transaction.

Pro forma financial information is not necessarily indicative of VF’s operating results if the acquisition had been effected at the date indicated, nor is it necessarily indicative of future operating results.

Amounts do not include any marketing leverage or operating efficiencies.

NOTE 3 — DISCONTINUED OPERATIONS

6 unchanged sentences

As of March 28, 2020, the Occupational Workwear business met the held-for-sale and discontinued operations accounting criteria.

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

Accordingly, the Company has reported the results of the Occupational Workwear business and the related cash flows as

discontinued operations in the Consolidated Statements of Operations and Consolidated Statements of Cash Flows, respectively, through the date of sale.

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

The Company has received proceeds of $ 616.9 million, n et of cash sold, resulting in a final after-tax gain on sale of $ 146.0 million, which was included in the income from discontinued operations, n et of tax line item in the Consolidated Statement of Operations for the year ended March 2022.

The Company received proceeds of $ 616.9 million, n et of cash sold, resulting in a final after-tax gain on sale of $ 146.0 million, which was included in the income from discontinued operations, n et of tax line item in the Consolidated Statement of Operations for the year ended March 2022.

The results of the Occupational Workwear business were previously reported in the Work segment.

The results of the Occupational Workwear business recorded in the income from discontinued operations, net of tax line item in the Consolidated Statements of Operations were income of $ 170.7 million (including a final after-tax gain on sale of $ 146.0 million) and income of $ 53.0 million for the years ended March 2022 and 2021, respectively.

Under the terms of a transition services agreement, the Company will provide certain support services for periods generally between 12 and 27 months from the closing date of the transaction.

The results of the Occupational Workwear business recorded in the income from discontinued operations, net of tax line item in the Consolidated Statement of Operations was income of $ 170.7 million (including a final after-tax gain on sale of $ 146.0 million) for the year ended March 2022.

VF Corporation Fiscal 2024 Form 10-K F-19

13 unchanged sentences

Total income from discontinued operations before income taxes — — 159,666

Income tax expense (benefit) (b)

Income tax benefit (b)

— — ( 11,006 )

Income from discontinued operations, net of tax $ — $ — $ 170,672

(a) There was no activity during the year ended March 2023.

(a) There was no activity during the years ended March 2024 and 2023.

(b) Income tax benefit for the year ended March 2022 included $ 12.0 million of deferred tax benefit related to capital and other losses realized upon the sale of the Occupational Workwear business.

12 unchanged sentences

Total inventories $ 1,766,366 $ 2,292,790

During the first quarter of Fiscal 2023, the Company modified terms with the majority of its suppliers to take ownership of inventory near point of shipment rather than destination.

Finished products included $ 321.4 million and $ 67.7 million of in-transit inventory as of March 2023 and 2022, respectively.

F-20 VF Corporation Fiscal 2024 Form 10-K

1 unchanged sentence

Notes to Consolidated Financial Statements

NOTE 6 — OTHER CURRENT ASSETS

(In thousands) March 2024 March 2023

Prepaid income taxes $ 176,821 $ 114,307

Prepaid expenses 110,943 108,185

Right of return assets 72,105 47,872

Assets held-for-sale 55,082 14,769

Derivative financial instruments (Note 25) 28,701 48,132

Other taxes 28,401 43,712

Investments held for deferred compensation plans (Note 17) 10,771 18,936

Other 29,187 38,824

Other current assets $ 512,011 $ 434,737

NOTE 7 — PROPERTY, PLANT AND EQUIPMENT

25 unchanged sentences

Intangible assets, net $ 2,642,821

During the year ended March 2023, VF recorded impairment charges of $ 340.9 million related to the Supreme ® indefinite-lived trademark intangible asset.

Refer to Note 23 for additional information on fair value measurements.

VF did not record any impairment charges in the year ended March 2022.

VF recorded impairment charges of $ 20.4 million in the year ended March 2021 primarily due to the write-off of

certain trademark and customer relationship balances, which resulted from strategic actions taken by the Company.

Amortization expense for the years ended March 2023, 2022 and 2021 was $ 14.1 million, $ 15.6 million and $ 17.5 million, respectively.

Estimated amortization expense for the next five fiscal years is $ 13.6 million, $ 13.0 million, $ 12.1 million, $ 11.6 million and $ 10.7 million, respectively.

VF Corporation Fiscal 2024 Form 10-K F-21

1 unchanged sentence

Notes to Consolidated Financial Statements

VF did not record any intangible asset impairment charges in the years ended March 2024 or March 2022.

VF recorded impairment charges of $ 340.9 million in the year ended March 2023 related to the Supreme ® indefinite-lived trademark intangible asset.

Refer to Note 24 for additional information on fair value measurements.

Amortization expense for the years ended March 2024, 2023 and 2022 was $ 13.8 million, $ 14.1 million and $ 15.6 million, respectively.

Estimated amortization expense for the next five fiscal y ears is $ 13.2 million, $ 12.3 million, $ 11.8 million, $ 10.8 million and $ 9.8 million, respect ively.

NOTE 9 — GOODWILL

2 unchanged sentences

Balance, March 2022 $ 660,786 $ 1,619,121 $ 113,900 $ 2,393,807

Measurement period adjustment to Supreme acquisition — ( 717 ) — ( 717 )

Currency translation ( 4,492 ) ( 25,931 ) ( 480 ) ( 30,903 )

Impairment charges — ( 394,131 ) — ( 394,131 )

Foreign currency translation ( 6,999 ) ( 13,746 ) ( 518 ) ( 21,263 )

Balance, March 2023 653,787 1,211,244 113,382 1,978,413

Impairment charges ( 445,757 ) — ( 61,809 ) ( 507,566 )

Currency translation ( 6,999 ) ( 13,746 ) ( 518 ) ( 21,263 )

Foreign currency translation ( 2,162 ) ( 8,198 ) ( 73 ) ( 10,433 )

Balance, March 2024 $ 205,868 $ 1,203,046 $ 51,500 $ 1,460,414

During the year ended March 2023, VF recorded impairment charges of $ 394.1 million related to the Supreme reporting unit, which is part of the Active segment.

During the year ended March 2024 , VF recorded impairment charges of $ 507.6 million related to the Timberland, Dickies and Icebreaker reporting units.

During the fourth quarter of Fiscal 2024, VF performed an impairment analysis of the Timberland reporting unit as a result of a triggering event and recorded impairment charges of $ 211.7 million.

As a result of VF's annual impairment testing of goodwill as of the beginning of the fourth quarter of Fiscal 2024, VF recorded impairment charges of $ 38.8 million related to the Icebreaker reporting unit.

During the third quarter of Fiscal 2024, VF performed interim impairment analyses of the Timberland and Dickies reporting units as a result of triggering events and recorded impairment charges of $ 195.3 million and $ 61.8 million, respectively .

The Timberland and Icebreaker reporting units are part of the Outdoor segment and the Dickies reporting unit is part of the Work segment.

Refer to Note 24 for additional information on fair value measurements.

VF did no t record any impairment charges in the years ended March 2022 or 2021 based on the results of its goodwill impairment testing.

Accumulated impairment charges for the Outdoor and Active segments were $ 323.2 million and $ 394.1 million as of March

2023, respectively, and $ 323.2 million for the Outdoor segment as of March 2022.

Goodwill decreased by $ 0.7 million during the year ended March 2022 due to the net impact of a measurement period adjustment for income tax matters and the final working capital adjustment related to the Supreme acquisition.

During the year ended March 2023, VF recorded impairment charges of $ 394.1 million related to the Supreme reporting unit, which is part of the Active segment.

VF did not record any impairment charges in the year ended March 2022 based on the results of its goodwill impairment testing.

Accumulated impairment charges for the Outdoor, Active and Work segments were $ 769.0 million, $ 394.1 million and $ 61.8 million as of March 2024, respectively, and $ 323.2 million and $ 394.1 million for the Outdoor and Active segments as of March 2023, respectively.

F-22 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

NOTE 10 — LEASES

9 unchanged sentences

Total lease liabilities $ 1,482,461 $ 1,521,401

F-24 VF Corporation Fiscal 2023 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

The components of lease costs were as follows:

19 unchanged sentences

Finance leases — — —

VF Corporation Fiscal 2024 Form 10-K F-23

VF CORPORATION

Notes to Consolidated Financial Statements

Lease terms and discount rates were as follows:

18 unchanged sentences

The Company excluded approximately $ 82.3 million of leases (undiscounted basis) that have not yet commenced.

These leases will commence in Fiscal 2024 with lease terms of 2 to 12 years.

VF Corporation Fiscal 2023 Form 10-K F-25

VF CORPORATION

Notes to Consolidated Financial Statements

These leases will commence primarily in Fisc al 2025 wit h lease terms of 1 to 15 years.

NOTE 11 — OTHER ASSETS

(In thousands) March 2024 March 2023

Income taxes receivable and prepaid income taxes $ 1,004,289 $ 112,006

Deferred income taxes (Note 20) $ 389,783 $ 95,117

Computer software, net of accumulated amortization of:

4 unchanged sentences

Investments held for deferred compensation plans (Note 17) 86,623 120,423

Deferred income taxes (Note 19) 95,117 100,980

Income taxes receivable and prepaid income taxes 42,993 1,004,289

Other investments 39,764 27,542

Deposits 36,958 42,746

4 unchanged sentences

Derivative financial instruments (Note 25) 3,847 1,556

Other investments 27,542 14,358

Deferred line of credit issuance costs 2,689 3,117

Other 40,470 52,839

Other assets $ 1,142,873 $ 1,901,923

F-24 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

NOTE 12 — SUPPLY CHAIN FINANCING PROGRAM

VF facilitates a voluntary supply chain finance ("SCF") program that enables a significant portion of our inventory suppliers 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 SCF program is administered through third-party platforms that allow participating suppliers to track payments from VF and elect which receivables, if any, to sell to the financial institutions.

The terms between VF and the supplier, including the

amount due and scheduled payment terms (which are generally within 90 days of the invoice date), are not impacted by a supplier's participation in the SCF program.

All amounts due to suppliers that are eligible to 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.

At March 2024 and 2023, the accounts payable line item in VF's Consolidated Balance Sheets included total outstanding obligations of $ 485.0 million and $ 510.9 million, respectively, due to suppliers that are eligible to participate in the SCF program.

NOTE 13 — SHORT-TERM BORROWINGS

3 unchanged sentences

Short-term borrowings $ 263,938 $ 11,491

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

VF maintains a $ 2.25 billion Global Credit Facility that expires in 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;

however, granting of any extension is at the discretion of the lenders.

The Global Credit Facility may be used to borrow funds in U.S.

dollars or any alternative currency (including euros and any other currency that is freely convertible into U.S.

dollars, a pproved at the request of the Company by the lenders) and has a $ 75.0 million letter of credit sublimit.

In addition, the Global Credit Facility supports VF’s U.S.

commercial paper program for short-term, seasonal working capital requirements and general corporate purposes, including dividends, acquisitions and share repurchases.

Borrowings under the Global Credit Facility are priced at a credit spread of 101.5 basis points over the appropriate LIBOR benchmark for each currency.

VF is also required to pay a facility fee to the lenders, currently equal to 11.0 basis points of the comm itted amount of the facility.

dollars, approved at the request of the Company by the lenders) and has a $ 75.0 million letter of credit sublimit.

There were no borrowings under the Global Credit Facility during the years ended March 2024 and 2023.

Any borrowings under the Global Credit Facility would currently be priced at a credit spread of 122.5 basis points over the appropriate benchmark interest rate based on Term SOFR or the Euro Interbank Offer Rate ("EURIBOR"), plus a credit spread adjustment of 22.5 basis points for Term SOFR, based on the agreement as amended in April 2024.

VF is also required to pay a facility fee to the lenders, currently equal to 15 basis points of the committed amount of the facility.

The credit spread and facility fee are subject to adjustment based on VF’s credit ratings.

Outstanding short-term balances may vary from period to period depending on the level of corporate requirements.

In May 2023, VF entered into an amendment to the Global Credit Facility, which replaces the LIBOR benchmark interest rate with a benchmark interest rate based on the forward-looking secured overnight financing rate ("Term SOFR") or EURIBOR, plus a credit spread adjustment of 10 basis points for Term SOFR.

The Global Credit Facility contains certain restrictive covenants, which include maintenance of a consolidated net indebtedness to consolidated net capitalization ratio.

In February 2023, VF entered into an amendment to the Global Credit Facility that amended the restrictive covenant calculation of consolidated net

indebtedness to consolidated net capitalization ratio to permit certain addbacks, including noncash impairment charges and material impacts resulting from adverse legal rulings relating to certain pending legal proceedings, in an amount up to $ 850.0 million for the specified timeframes.

Additionally, as amended, the consolidated net indebtedness to consolidated net capitalization ratio financial covenant, as of the last day of any fiscal quarter, cannot be greater than 0.70 to 1.00 through the last day of the fiscal quarter ending on or about September 30, 2024, then 0.65 to 1.00 through the last day of the fiscal quarter ending on or about September 30, 2025, and 0.60 to 1.00 thereafter.

VF has restrictive covenants on its Global Credit Facility, including a consolidated net indebtedness to consolidated net capitalization financial ratio covenant, as defined in the agreement as amended in April 2024.

The calculation of consolidated net indebtedness to consolidated net capitalization ratio permits certain addbacks, including non-cash impairment charges and material impacts resulting from adverse legal rulings, as defined in the amended agreement.

last day of the fiscal quarter ending on or about September 30, 2024, then 0.65 to 1.00 through the last day of the fiscal quarter ending on or about September 30, 2025, and 0.60 to 1.00 thereafter.

As of March 2024 , VF was in compliance with all covenants.

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

As of March 2023, there were no commercial paper borrowings.

Outstanding commercial paper borrowings totaled $ 330.0 million at March 2022 and had a weighted average interest rate of 0.64 %.

The Global Credit Facility also had $ 7.7 million and $ 24.3 million of outstanding standby letters of credit issued on behalf of VF as of March 2023 and 2022, respectively, le aving $ 2.2 billion an d $ 1.9 billion as of March 2023 and 2022, respectively, available for borrowing against this facility.

VF h as $ 84.6 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 $ 11.5 million a nd $ 5.5 million at March 2023 and 2022, respectively.

Borrowings under these arrangements had a weighted average interest ra te of 39.1 % an d 26.0 % at March 2023 and 2022, respectively.

F-26 VF Corporation Fiscal 2023 Form 10-K

The Global Credit Facility also supports VF’s global commercial paper program for short-term, seasonal working capital requirements and general corporate purposes.

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

Outstanding U.S.

commercial paper borrowings totaled $ 250.0 million at March 2024 and had a weighted average interest rate of 6.4 %.

There were no U.S.

commercial paper borrowings as of March 2023.

In addition to the U.S.

commercial paper program, VF commenced a euro commercial paper borrowing program during the second quarter of Fiscal 2024.

As of March 2024, there were no outstanding euro commercial paper borrowings under this program.

The Company designates its euro commercial paper borrowings as a net investment hedge of VF's investment in certain foreign operations.

Refer to Note 25 for additional information.

T he Global Credit Facility also had $ 0.6 million and $ 7.7 million of outstanding standby letters of credit issued on behalf of VF as of March 2024 and 2023, respectively, leaving approximately $ 2.0 billion and $ 2.2 billion as of March 2024 and 2023, respectively, available for borrowing against this facility.

VF has $ 81.2 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 $ 13.9 million and $ 11.5 million at March 2024 and 2023, respectively.

Borrowings under these arrangements had a weighted average interest rate of 51.6 % an d 39.1 % at March 2024 and 2023, respectively.

VF Corporation Fiscal 2024 Form 10-K F-25

VF CORPORATION

3 unchanged sentences

Current portion of operating lease liabilities (Note 10) $ 309,444 $ 332,222

Income taxes 314,465 424,135

Compensation 141,437 227,862

Customer discounts and allowances 270,838 220,614

Other taxes 145,226 151,621

Restructuring (Note 26) 43,121 26,392

Compensation 133,754 141,437

Income taxes 113,288 314,465

Contract liabilities (Note 2) 67,115 62,214

Contingent consideration (Note 23) — 56,976

Advertising 41,338 54,162

Freight, duties and postage 57,271 52,669

Restructuring (Note 27) 52,465 43,121

Interest 46,398 60,504

Derivative financial instruments (Note 25) 35,578 59,995

Freight, duties and postage 31,801 57,271

Insurance 16,690 15,501

Product warranty claims (Note 16) 12,893 11,308

Pension liabilities (Note 16) 20,727 16,927

Deferred compensation (Note 17) 10,771 18,936

Advertising 8,775 41,338

Pension liabilities (Note 17) 6,597 20,727

Other 113,559 122,377

2 unchanged sentences

(In thousands) March 2024 March 2023

2.050 % notes, due April 2022 ("2022 notes")

$ — $ 499,910

0.625 % notes, due September 2023 ("2023 notes")

4 unchanged sentences

4.125 % notes, due March 2026 ("2026 notes")

536,553 539,121

2.800 % notes, due April 2027 ("2027 notes")

3 unchanged sentences

4.250 % notes, due March 2029 ("2029 notes")

534,690 537,809

2.950 % notes, due April 2030 ("2030 notes")

10 unchanged sentences

Long-term debt, due beyond one year $ 4,702,284 $ 5,711,014

VF Corporation Fiscal 2023 Form 10-K F-27

VF CORPORATION

Notes to Consolidated Financial Statements

Term Debt Facility

6 unchanged sentences

The Company is permitted at any time to prepay outstanding Delayed Draws without premium or penalty.

F-26 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

During the third quarter of Fiscal 2023 , VF completed two draws under the DDTL Agreement totaling $ 1.0 billion, all of which will mature in December 2024.

In connection with the draws, VF elected a base rate of one-month Term SOFR.

The weighted average interest rate at March 2023 was 5.73 %.

The DDTL Agreement is subject to the same restrictive covenants as the Global Credit Facility.

See Note 12 for additional information.

The weighted average interest rate at March 2024 and 2023 was 6.30 % and 5.73 % , respectively.

The DDTL Agreement is subject to restrictive covenants as defined in the amendment as of February 2023.

Debt Issuance

1 unchanged sentence

The 2029 notes were issued as a green bond, and thus an amount equal to the net proceeds has been dedicated to projects that focus on VF's key environmental sustainability initiatives.

Redemption and Maturity

Maturity and Redemption

In September 2023, VF repaid € 850.0 million ($ 907.1 million) in aggregate principal amount of its outstanding 0.625 % Senior Notes due in September 2023, in accordance with the terms of the notes.

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.

2 unchanged sentences

The make-whole premium and amortization were recorded in the loss on debt extinguishment line item in the Consolidated Statement of Operations in the year ended March 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.

In April 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.

Other Information

All notes, along with any amounts outstanding under the Global Credit Facility (Note 13), rank equally as senior unsecured obligations of VF.

All notes contain customary covenants and events of default, including limitations on liens and sale-

leaseback transactions and a cross-acceleration event of default.

All notes contain customary covenants and events of default, including limitations on liens and sale-leaseback transactions and a cross-acceleration event of default.

The cross-acceleration provision of the 2033 notes is triggered if more than $ 50.0 million of other debt is in default and has been accelerated by the lenders.

For the other notes, the cross-acceleration trigger is $ 100.0 million.

If VF fails in the performance of any covenant under the indentures that govern the respective notes, the trustee or lenders may declare the principal due and payable immediately.

As of March 2023, VF wa s in compliance wi th all covenants.

If VF fails in the performance of any covenant under the indentures that govern

the respective notes, the trustee or lenders may declare the principal due and payable immediately.

As of March 2024, VF was in compliance with all covenants.

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

5 unchanged sentences

Interest expense on the 2025, 2027 and 2030 notes is recorded at an effective annual interest rate of 2.603 %, 2.953 % and 3.071 %, respectively.

The 2023, 2026, 2028, 2029 and 2032 notes have a principal balance of € 850.0 million, € 500.0 million, € 500.0 million, € 500.0 million and € 500.0 million, respectively, and are recorded net of unamortized original issue discounts and debt issuance costs.

The 2026, 2028, 2029 and 2032 notes each have a principal balance of € 500.0 million and are recorded net of unamortized original issue discounts and debt issuance costs.

Interest expense on the 2026, 2028, 2029 and 2032 notes is recorded at an effective annual interest rate of 4.339 %, 0.388 %, 4.409 % and 0.789 %, respectively.

4 unchanged sentences

Interest payments are due annually on the 2026, 2028, 2029 and 2032 notes and semiannually on all other notes.

F-28 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-27

VF CORPORATION

5 unchanged sentences

2028 1,039,450

2028 1,043,450

Thereafter 1,853,423

7 unchanged sentences

Income taxes $ 356,099 $ 273,955

Deferred income taxes (Note 19) 107,546 150,401

Deferred compensation (Note 17) 81,103 77,428

1 unchanged sentence

Product warranty claims 48,373 41,111

Deferred income taxes (Note 20) 10,080 107,546

Derivative financial instruments (Note 25) 4,656 12,658

13 unchanged sentences

Long-term portion $ 48,373 $ 41,111 $ 41,745

VF Corporation Fiscal 2023 Form 10-K F-29

F-28 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

25 unchanged sentences

Settlement charges 3,538 93,731 7,466

Curtailments — — 920

Amortization of deferred amounts:

10 unchanged sentences

Frozen plans are excluded from the calculation.

During the year ended March 2023, VF entered into an agreement with The Prudential Insurance Company of America (“Prudential”) to purchase an irrevocable group annuity contract relating to approximately $ 330.0 million of the U.S.

qualified defined benefit pension plan obligations.

The transaction closed on June 30, 2022 and was funded entirely by existing assets of the plan.

Under the group annuity contract, Prudential assumed responsibility for benefit payments and annuity administration for approximately 17,700 retirees and beneficiaries.

The transaction will not change the amount or timing of monthly retirement benefit payments.

VF recorded a $ 91.8 million settlement charge in the other income (expense) , net line item in

the Consolidated Statement of Operations during the year ended March 2023 to recognize the related deferred actuarial losses in accumulated OCI .

Additionally, VF recorded $ 1.9 million, $ 7.5 million and $ 1.6 million of settlement charges in the other income (expense), net line item in the Consolidated Statements of Operations for the years ended March 2023, 2022 and 2021, respectively.

VF recorded $ 3.5 million, $ 1.9 million and $ 7.5 million of settlement charges in the other income (expense), net line item in the Consolidated Statements of Operations for the years ended March 2024, 2023 and 2022, respectively.

These settlement charges related to the recognition of deferred actuarial losses resulting from lump-sum payments of retirement benefits in the U.S.

nonqualified plan.

F-30 VF Corporation Fiscal 2023 Form 10-K

Additionally, in the year ended March 2023, VF entered into an agreement with The Prudential Insurance Company of America (“Prudential”) to purchase an irrevocable group annuity contract relating to approximately $ 330.0 million of the U.S.

qualified defined benefit pension plan obligations.

The transaction closed on June 30, 2022 and was funded entirely by existing assets of the plan.

Under the group annuity contract, Prudential assumed

responsibility for benefit payments and annuity administration for approximately 17,700 retirees and beneficiaries.

The transaction did not change the amount or timing of monthly retirement benefit payments.

VF recorded a $ 91.8 million settlement charge in the other income (expense) , net line item in the Consolidated Statement of Operations during the year ended March 2023 to recognize the related deferred actuarial losses in accumulated OCL .

The following provides a reconciliation of the changes in fair value of VF’s defined benefit plan assets and projected benefit obligations for each period, and the funded status at the end of each period:

VF Corporation Fiscal 2024 Form 10-K F-29

VF CORPORATION

Notes to Consolidated Financial Statements

(In thousands) March 2024 March 2023

19 unchanged sentences

Funded status, end of period $ 89,885 $ 90,377

(a) The change in projected benefit obligations in the years ended March 2023 and 2022 were driven by actuarial gains, primarily as a result of changes in discount rates.

The change in projected benefit obligations in the year ended March 2023 was also driven by the purchase of an irrevocable group annuity contract relating to approximately $ 330.0 million of the U.S.

(a) The change in projected benefit obligations in the year ended March 2023 was driven by actuarial gains, primarily as a result of changes in discount rates and the purchase of an irrevocable group annuity contract relating to approximately $ 330.0 million of the U.S.

qualified defined benefit pension plan obligations.

17 unchanged sentences

Frozen plans are excluded from the calculation.

VF Corporation Fiscal 2023 Form 10-K F-31

F-30 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

10 unchanged sentences

resulting from differences between expected amounts for a year using actuarial assumptions and the actual results for that year.

These amounts are deferred as a component of accumulated OCI and amortized to pension cost (income) in future years.

These amounts are deferred as a component of accumulated OCL and amortized to pension cost (income) in future years.

qualified plan, amounts in excess of 20 % of projected benefit obligations at the beginning of the year are amortized over five years ;

2 unchanged sentences

nonqualified plan, amounts in excess of 10 % of the pension benefit obligations are amortized on a straight-line basis over the expected average life expectancy of all participants.

Deferred prior service credits related to plan amendments are also recorded in accumulated OCI and amortized to pension cost (income) on a straight-line basis over the average remaining years of service for active employees.

Deferred prior service credits related to plan amendments are also recorded in accumulated OCL and amortized to pension cost (income) on a straight-line basis over the average remaining years of service for active employees.

The following provides information for VF's defined benefit plans with projected benefit obligations and accumulated benefit obligations in excess of plan assets:

7 unchanged sentences

The primary objective of the investment strategies is to more closely align plan assets with plan liabilities by utilizing dynamic asset allocation targets dependent upon changes in the plan’s funded ratio, capital market expectations and risk tolerance.

The majority of the Company's plan assets relate to the U.S.

qualified plan, which generally targets above 90 % asset allocation to liability-hedging asset classes, primarily in fixed-income investments.

Plan assets are primarily composed of common collective trust funds that invest in liquid securities diversified across equity, fixed-income and other asset classes.

Fund assets are allocated among independent investment managers who have full discretion to manage their portion of the fund’s assets, subject

to strategy and risk guidelines established with each manager.

Fund assets are allocated

among independent investment managers who have full discretion to manage their portion of the fund’s assets, subject to strategy and risk guidelines established with each manager.

The overall strategy, the resulting allocations of plan assets and the performance of funds and individual investment managers are continually monitored.

4 unchanged sentences

Inputs from various investment advisors on long-term capital market returns and other variables were also considered where appropriate.

F-32 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-31

VF CORPORATION

38 unchanged sentences

Total plan assets $ 1,111,710

VF Corporation Fiscal 2023 Form 10-K F-33

F-32 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

27 unchanged sentences

VF also has assets related to deferred compensation plans of acquired companies, which are primarily invested in life insurance contracts.

At March 2023, the value of investments held for all deferred compensation plans was $ 138.9 million, of which $ 18.5 million was recorded in other current assets and $ 120.4 million was recorded in other assets (Note 11).

At March 2024, the value of investments held for all deferred compensation plans was $ 97.4 million, of which $ 10.8 million was recorded in other current assets (Note 6) and $ 86.6 million was recorded in other assets (Note 11).

Realized and unrealized gains and losses on these deferred compensation assets are recorded in compensation expense in the Consolidated Statements of Operations and substantially offset losses and gains resulting from changes in deferred compensation liabilities to participants.

1 unchanged sentence

Expense for these plans totaled $ 43.6 million, $ 42.6 million and $ 42.0 million in the years ended March 2024, 2023 and 2022, respectively.

NOTE 17 — CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

NOTE 18 — CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS

During the years ended March 2024 and 2023, the Company did not purchase shares of Common Stock in open market transactions under its share repurchase program authorized by VF’s Board of Directors.

5 unchanged sentences

The excess of the cost of treasury shares acquired over the $ 0.25 per share stated value of Common Stock is deducted from retained earnings.

F-34 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-33

VF CORPORATION

Notes to Consolidated Financial Statements

Accumulated Other Comprehensive Income (Loss)

Comprehensive income consists of net income and specified components of OCI, which relate to changes in assets and liabilities that are not included in net income under GAAP but are instead deferred and accumulated within a separate component of stockholders’ equity in the balance sheet.

VF’s comprehensive income is presented in the Consolidated Statements of Comprehensive Income.

The deferred components of OCI are reported, net of related income taxes, in accumulated OCI in stockholders’ equity, as follows:

Accumulated Other Comprehensive Loss

Comprehensive income (loss) consists of net income (loss) and specified components of other comprehensive income (loss), which relate to changes in assets and liabilities that are not included in net income (loss) under GAAP but are instead deferred and accumulated within a separate component of stockholders’ equity in the balance sheet.

VF’s comprehensive income (loss) is presented in the Consolidated Statements of Comprehensive Income (Loss).

The deferred components of other comprehensive income (loss) are reported, net of related income taxes, in accumulated OCL in stockholders’ equity, as follows:

(In thousands) March 2024 March 2023

2 unchanged sentences

Derivative financial instruments ( 13,559 ) 7,825

Accumulated other comprehensive income (loss) $ ( 1,019,518 ) $ ( 926,579 )

The changes in accumulated OCI, net of related taxes, were as follows:

Accumulated other comprehensive loss $ ( 1,064,331 ) $ ( 1,019,518 )

The changes in accumulated OCL, net of related taxes, were as follows:

(In thousands) Foreign Currency Translation and Other Defined

3 unchanged sentences

Other comprehensive income (loss) before reclassifications ( 51,459 ) 13,547 59,753 21,841

Amounts reclassified from accumulated other comprehensive income (loss) 42,364 10,922 ( 19,855 ) 33,431

Amounts reclassified from accumulated other comprehensive loss — 13,910 46,670 60,580

Net other comprehensive income (loss) ( 51,459 ) 27,457 106,423 82,421

1 unchanged sentence

Other comprehensive income (loss) before reclassifications ( 108,019 ) ( 18,596 ) 44,979 ( 81,636 )

Amounts reclassified from accumulated other comprehensive income (loss) — 13,910 46,670 60,580

Amounts reclassified from accumulated other comprehensive loss — 81,194 ( 92,497 ) ( 11,303 )

Net other comprehensive income (loss) ( 108,019 ) 62,598 ( 47,518 ) ( 92,939 )

1 unchanged sentence

Other comprehensive income (loss) before reclassifications ( 8,788 ) ( 28,939 ) ( 6,443 ) ( 44,170 )

Amounts reclassified from accumulated other comprehensive income (loss) — 81,194 ( 92,497 ) ( 11,303 )

Amounts reclassified from accumulated other comprehensive loss — 14,298 ( 14,941 ) ( 643 )

Net other comprehensive income (loss) ( 8,788 ) ( 14,641 ) ( 21,384 ) ( 44,813 )

Balance, March 2024 $ ( 868,439 ) $ ( 182,333 ) $ ( 13,559 ) $ ( 1,064,331 )

VF Corporation Fiscal 2023 Form 10-K F-35

F-34 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

Reclassifications out of accumulated OCI were as follows:

Reclassifications out of accumulated OCL were as follows:

(In thousands) Affected Line Item in the Consolidated Statements of Operations Year Ended March

Details About Accumulated Other

Comprehensive Income (Loss) Components

Comprehensive Loss Components

2024 2023 2022

Losses on foreign currency translation and other:

Liquidation of foreign entities Other income (expense), net $ — $ — $ ( 42,364 )

Total before tax — — ( 42,364 )

Tax (expense) benefit — — —

Net of tax — — ( 42,364 )

Amortization of defined benefit pension plans:

2 unchanged sentences

Pension settlement charges Other income (expense), net ( 3,538 ) ( 93,731 ) ( 7,466 )

Pension curtailment losses Other income (expense), net — — ( 920 )

Total before tax ( 19,653 ) ( 109,673 ) ( 18,336 )

24 unchanged sentences

Income tax benefits 15,018 13,714 21,917

At the end of March 2023, there wa s $ 67.3 million of t otal unrecognized compensation cost related to all stock-based compensation arrangements that will be recognized over a weighted average period of 1.5 years.

F-36 VF Corporation Fiscal 2023 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

At the end of March 2024, there wa s $ 64.5 million of t otal unrecognized compensation cost, net of estimated forfeitures, related to all stock-based compensation arrangements that will be recognized over a weighted average period of 1.5 years.

At the end of March 2024, there w ere 5,422,693 shares available for future grants of stock options and stock awards under the 1996 Stock Compensation Plan.

Shares for option exercises are issued from VF’s authorized but unissued Common Stock.

VF Corporation Fiscal 2024 Form 10-K F-35

VF CORPORATION

Notes to Consolidated Financial Statements

Stock Options

Stock options are granted with an exercise price equal to the fair market value of VF Common Stock on the date of grant.

Employee stock options vest in equal annual installments over three years , and compensation cost is recognized ratably over

the shorter of the requisite service period or the vesting period.

Employee stock options typically vest and become exercisable in equal annual installments over three years , and compensation cost is recognized ratably over the shorter of the requisite

service period or the vesting period.

Stock options granted to nonemployee members of VF’s Board of Directors vest upon grant and become exercisable one year from the date of grant.

30 unchanged sentences

The total intrinsic value of stock options exercised during the years ended March 2024, 2023 and 2022, was $ 0.0 million , $ 0.4 million and $ 22.9 million, respectively.

VF Corporation Fiscal 2023 Form 10-K F-37

F-36 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

1 unchanged sentence

Restricted Stock Units

VF grants performance-based RSUs that enable employees to receive shares of VF Common Stock at the end of a three-year period.

Each performance-based RSU has a potential final payout ranging from zero to two shares of VF Common Stock.

The number of shares earned by participants, if any, is based on achievement of three-year financial targets set by the Talent and Compensation Committee of the Board of Directors.

VF grants performance-based RSUs that enable employees to receive shares of VF Common Stock at the end of a three-year performance cycle.

Each performance-based RSU has a potential final payout ranging from zero to two and one-quarter shares of VF Common Stock.

The number of shares earned by participants, if any, is based on achievement of three-year financial and relative total shareholder return ("TSR") targets set by the Talent and Compensation Committee of the Board of Directors.

Shares are issued to participants in the year following the conclusion of each three-year performance period.

For performance-based RSUs granted in Fiscal 2023, the financial targets include 50 % weighting based on VF's revenue growth and 50 % weighting based on VF's gross margin performance over the three-year period compared to financial targets.

Additionally, the actual number of shares earned may be adjusted upward or downward by 25 % of the target award, based on how VF's total shareholder return ("TSR") over the three-year period compares to the TSR for companies included in the Standard & Poor's 500 Consumer Discretionary Index.

For performance-based RSUs granted in Fiscal 2022 and 2021, the financial targets include 50 % weighting based on VF's revenue growth over the three-year period compared to a group

of industry peers and 50 % weighting based on VF's TSR over the three-year period compared to the TSR for companies included in the Standard & Poor's 500 Consumer Discretionary Index.

The grant date fair value of the TSR portion of the performance-based RSU grants was determined using a Monte Carlo simulation technique that incorporates option-pricing model inputs, and was $ 101.56 and $ 81.60 per share for the performance-based RSU grants in the years ended March 2022 and 2021, respectively.

Additionally, the actual number of performance-based RSUs earned may be adjusted upward or downward by 25 % of the target award, based on VF's gross margin performance over the three-year period.

For performance-based RSUs granted in Fiscal 2024 and 2023, the financial targets include 50 % weighting based on VF's revenue growth and 50 % weighting based on VF's gross margin performance over the three-year period compared to financial targets.

Furthermore, the actual number of shares earned may be adjusted upward or downward by 25 % of the target award, based on how VF's TSR over the three-year period compares to the TSR for companies included in the Standard & Poor's 500 Consumer Discretionary Index, resulting in a maximum payout of 225 % of the target award.

The grant date fair value of the TSR-based adjustment related to the performance-based RSU grants was determined using a Monte Carlo simulation technique that incorporates option-pricing model inputs, and was $ 0.35 and $ 3.46 per share for the performance-based RSU grants in the years ended March 2024 and 2023, respectively.

For performance-based RSUs granted in Fiscal 2022, the financial targets include 50 % weighting based on VF's revenue

growth over the three-year period compared to a group of industry peers and 50 % weighting based on VF's TSR over the three-year period compared to the TSR for companies included in the Standard & Poor's 500 Consumer Discretionary Index.

Additionally, the actual number of performance-based RSUs earned may be adjusted upward or downward by 25 % of the target award, based on VF's gross margin performance over the three-year period, resulting in a maximum payout of 225 % of the target award.

VF also grants nonperformance-based RSUs to employees as part of its stock compensation program and to nonemployee members of the Board of Directors.

12 unchanged sentences

Issued as Common Stock ( 13,033 ) 70.86 ( 363,353 ) 59.41

Forfeited/cancelled ( 165,024 ) 53.78 ( 220,133 ) 59.46

Forfeited/cancelled (b)

( 427,911 ) 63.12 ( 496,331 ) 26.95

Outstanding, March 2024 1,132,322 $ 40.14 4,305,296 $ 24.68

Vested, March 2024 515,967 $ 58.63 338,605 $ 25.44

(a) Reflects activity at target level of awards and has not been adjusted for performance and market conditions.

The weighted average fair value of performance-based RSUs granted during the year ended March 2023 was $ 45.23 per share, based on the fair market value of the underlying VF Common Stock on each grant date.

The weighted average fair value of performance-based RSUs granted during the years ended March 2022 and March 2021 was $ 89.65 and $ 70.88 per share, respectively, based on the weighting of the TSR and the fair market value of the underlying VF Common Stock on each grant date.

(a) Reflects activity at target level of awards and has not been adjusted for performance and market conditions, except for awards issued during the period.

(b) Includes adjustment for performance and market conditions for awards issued during the period.

The weighted average fair value of performance-based RSUs granted during the years ended March 2024 and March 2023 was $ 18.29 and $ 45.23 per share, respectively, based on the fair market value of the underlying VF Common Stock on each grant date.

The weighted average fair value of performance-based RSUs granted during the year ended March 2022 was $ 89.65 per share, based on the weighting of the TSR and the fair market value of the underlying VF Common Stock on each grant date.

The total market value of awards outstanding at the end of March 2024 was $ 17.4 million.

Awards earned and vested for the three-year performance period ended in March 2022 and distributed in early Fiscal 2023 totaled 92,848 shares of VF

Common Stock having a value of $ 4.4 million.

Awards earned and vested for the three-year performance period ended in March 2023 and

distributed in early Fiscal 2024 totaled 13,033 shares of VF Common Stock having a value of $ 0.3 million.

Similarly, 92,848 shares of VF Common Stock having a value of $ 4.4 million were earned for the performance period ended in March 2022 and distributed in early Fiscal 2023.

1 unchanged sentence

The total market value of awards outstanding at the end of March 2024 was $ 66.0 million.

F-38 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-37

VF CORPORATION

10 unchanged sentences

Nonvested shares, March 2023 598,135 $ 67.17

Granted 125,981 35.72

Dividend equivalents 8,696 18.41

10 unchanged sentences

Foreign 736,640 928,849 1,004,864

Income before income taxes $ 43,287 $ 1,523,250 $ 456,472

Income (loss) before income taxes $ ( 233,685 ) $ 43,287 $ 1,523,250

The provision for income taxes consisted of:

9 unchanged sentences

Income tax expense (benefit) $ 735,197 $ ( 75,297 ) $ 306,981

VF Corporation Fiscal 2023 Form 10-K F-39

F-38 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

On May 19, 2019, Switzerland voted to approve the Federal Act on Tax Reform and AHV Financing ("Swiss Tax Act").

Provisions of the Swiss Tax Act were enacted for Swiss federal purposes during the second quarter of Fiscal 2020, and later enacted for certain cantons during the fourth quarter.

These provisions resulted in adjustments to deferred tax assets and liabilities such that a net tax benefit of $ 93.6 million was recorded for the year ended March 2020.

In the fourth quarter of Fiscal 2022, $ 67.4 million net tax expense was recorded related to changes to these previously recorded deferred tax assets.

On December 22, 2017, the U.S.

government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act ("U.S.

Tax Act"), which included a transition tax under Section 965.

The income tax payable attributable to the transition tax is due over an 8-year period that began in 2018.

At the end of Fiscal 2023, a noncurrent income tax payable of approximately $ 113.0 million attributable to the transition tax is reflected in the other liabilities line item of the Consolidated Balance Sheet.

The differences between income taxes computed by applying the statutory federal income tax rate and income tax expense (benefit) reported in the consolidated financial statements are as follows:

5 unchanged sentences

Tax reform — ( 94,877 ) 67,358

Tax litigation 691,053 — —

Goodwill impairment 55,076 74,624 —

Stock compensation (federal) 2,304 ( 1,977 ) ( 4,783 )

Stock compensation 3,908 2,304 ( 1,977 )

Non-taxable contingent consideration adjustments — — ( 28,090 )

2 unchanged sentences

Income tax expense (benefit) $ 735,197 $ ( 75,297 ) $ 306,981

Income tax expense (benefit) in the year ended March 2023 includes a $ 94.9 million favorable adjustment to VF’s transition tax liability under the U.S.

Income tax expense (benefit) includes tax benefits of $ 34.7 million, $ 10.6 million and $ 2.2 million in the years ended March 2024, 2023 and 2022, respectively, from other favorable audit outcomes on certain tax matters and from expiration of statutes of limitations.

Income tax expense (benefit) in the year ended March 2023 also includes a $ 94.9 million favorable adjustment to VF’s transition tax liability under the U.S.

Tax Act pursuant to the Internal Revenue Service ("IRS") examinations for tax year 2017 and short-tax year 2018.

Income tax expense (benefit) also includes tax benefits of $ 10.6 million, $ 2.2 million and $ 3.6 million in the years ended March 2023, 2022 and 2021, respectively, from other favorable audit outcomes on certain tax matters and from expiration of statutes of limitations.

On May 19, 2019, Switzerland voted to approve the Federal Act on Tax Reform and AHV Financing ("Swiss Tax Act").

In Fiscal 2022, $ 67.4 million net tax expense was recorded due to changes to the related deferred tax assets.

VF was granted a ruling which lowered the effective income tax rate on taxable earnings for years 2010 through 2014 under Belgium’s excess profit tax regime.

During 2015, the European Union Commission ("EU") investigated and announced its decision that these rulings were illegal and ordered the tax benefits to be collected from affected companies, including VF.

Requests for annulment were filed by Belgium and VF Europe BVBA individually.

During 2017 and 2018, VF Europe BVBA was assessed and paid € 35.0 million tax and interest, which was recorded as an income tax receivable and is included in the other current assets line item in VF's Consolidated Balance

Sheets, based on the expected success of the requests for annulment.

During 2019, the General Court annulled the EU decision and the EU subsequently appealed the General Court’s annulment.

In September 2021, the General Court's judgment was set aside by the Court of Justice of the EU and the case was sent back to the General Court to determine whether the excess profit tax regime amounted to illegal State aid.

The case remains open and unresolved.

If this matter is adversely resolved, these amounts will not be collected by VF.

In addition, VF has been granted a lower effective income tax rate on taxable earnings in one foreign jurisdiction that expired at the end of June 2020 and another foreign jurisdiction that will expire in March 2026.

These lower rates, when compared with the country statutory rates, resulted in income tax reductions of $ 57.8 million ($ 0.15 per diluted share) in the year ended March 2023, $ 0.4 million ($ 0.00 per diluted share) in the year ended March 2022 and $ 3.8 million ($ 0.01 per diluted share) in the year ended March 2021.

F-40 VF Corporation Fiscal 2023 Form 10-K

During 2017 and 2018, VF Europe BVBA was assessed and paid € 35.0 million in tax and interest, which was recorded as an income tax receivable and was included in the other current assets line item in VF's Consolidated Balance Sheets, based on the expected success of the requests for annulment.

After subsequent annulments and appeals, the General Court confirmed the decision of the EU on September 20, 2023.

As a result, VF wrote off the related income tax receivable and recorded a benefit for the associated foreign tax credit, resulting in $ 26.1 million of net income tax expense in the second quarter of Fiscal 2024.

In addition, VF has been granted a lower effective income tax rate on taxable earnings in one foreign jurisdiction that will expire in March 2026.

This lower rate, when compared with the country statutory rate, resulted in income tax reductions of $ 44.2 million ($ 0.11 per diluted share) in the year ended March 2024, $ 57.8 million ($ 0.15 per diluted share) in the year ended March 2023 and $ 0.4 million ($ 0.00 per diluted share) in the year ended March 2022.

VF Corporation Fiscal 2024 Form 10-K F-39

VF CORPORATION

4 unchanged sentences

Inventories $ 88,299 $ 74,395

Depreciation and capitalized research and development 12,785 —

Deferred compensation 19,904 24,557

Other employee benefits — 16,870

Stock compensation 26,961 27,589

Operating lease liabilities 352,821 361,676

Other employee benefits 3,170 —

Other accrued expenses 117,689 109,050

6 unchanged sentences

Deferred income tax liabilities:

Depreciation 26,303 10,768

Depreciation and capitalized research and development — 26,303

Intangible assets 120,682 277,473

1 unchanged sentence

Other employee benefits — 3,707

Outside basis difference in subsidiaries 216,215 46,690

Other deferred tax liabilities 2,224 2,042

7 unchanged sentences

All other foreign earnings, including basis differences of certain foreign subsidiaries, continue to be considered indefinitely reinvested.

As of the end of Fiscal 2023, there was approximately $ 346.0 million of undistributed earnings of international subsidiaries which could result in additional U.S.

income or other taxes.

The Company has not determined the deferred tax liability associated with these undistributed earnings and basis differences, as such determination is not practicable.

VF has potential tax benefits totaling $ 453.4 million for foreign operating loss carryforwards, of which $ 86.3 million have an unlimited carryforward life.

In addition, there are $ 166.6 million of potential tax benefits for capital loss carryforwards that begin to expire in 2026 and $ 20.5 million of potential tax benefits for state operating loss and credit carryforwards that expire between 2024 and 2040.

There are $ 153.8 million of potential tax benefits for capital loss carryforwards that begin to expire in 2026 and $ 48.7 million of foreign tax credit carryforwards that begin to expire in 2030 and $ 5.3 million of general business credit carryforwards that begin to expire in 2044.

Additionally, there are $ 49.9 million of potential tax benefits for state operating loss and credit carryforwards that expire between 2025 and 2040.

A valuation allowance has been provided where it is more likely than not that the deferred tax assets related to those operating loss carryforwards will not be realized.

Valuation allowances totaled $ 262.5 million for available foreign operating loss carryforwards, $ 151.5 million for available capital loss carryforwards, $ 10.0 million for available state operating loss and credit carryforwards, and $ 0.9 million for other foreign deferred income tax assets.

During Fiscal 2023, VF had a net decrease in valuation allowances of $ 0.6 million related to capital loss carryforwards, a net increase of $ 5.6 million related to state operating loss and credit carryforwards and a decrease of $ 196.6 million related to foreign operating loss carryforwards and other foreign deferred tax assets, inclusive of foreign currency effects.

VF Corporation Fiscal 2023 Form 10-K F-41

Valuation allowances totaled $ 218.1 million for available foreign operating loss carryforwards, $ 150.3 million for available capital loss carryforwards, $ 48.7 million for foreign tax credit carryforwards, $ 18.2 million for available state operating loss and credit carryforwards, and $ 0.7 million for other foreign deferred income tax assets.

During Fiscal 2024, VF had a net decrease in valuation allowances of $ 1.2 million related to capital loss carryforwards, a net increase of $ 48.7 million related to foreign tax credit carryforwards, a net increase of $ 8.2 million related to state operating loss and credit carryforwards and a decrease of $ 44.6 million related to foreign operating loss carryforwards and other foreign deferred tax assets, inclusive of foreign currency effects.

F-40 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

8 unchanged sentences

Additions for current year tax positions 28,098 — 28,098

Additions for prior year tax positions 20,950 8,064 29,014

Additions for prior year tax positions (a)

112,850 32,642 145,492

Reductions for prior year tax positions ( 895 ) ( 532 ) ( 1,427 )

1 unchanged sentence

Payments in settlement ( 21,278 ) ( 730 ) ( 22,008 )

Additions due to acquisitions 17,066 1,673 18,739

Decrease due to divestiture ( 506 ) ( 340 ) ( 846 )

Currency translation 186 ( 43 ) 143

1 unchanged sentence

Additions for current year tax positions 22,319 — 22,319

Additions for prior year tax positions (a)

112,850 32,642 145,492

Additions for prior year tax positions 13,324 20,577 33,901

Reductions for prior year tax positions ( 3,747 ) ( 951 ) ( 4,698 )

1 unchanged sentence

Payments in settlement ( 3,847 ) ( 1,608 ) ( 5,455 )

Decrease due to divestiture ( 506 ) ( 340 ) ( 846 )

Currency translation ( 172 ) ( 10 ) ( 182 )

1 unchanged sentence

Additions for current year tax positions 15,982 — 15,982

Additions for prior year tax positions 13,324 20,577 33,901

Additions for prior year tax positions (b)

165,426 78,133 243,559

Reductions for prior year tax positions ( 36,943 ) ( 3,809 ) ( 40,752 )

Reductions due to statute expirations ( 1,436 ) ( 383 ) ( 1,819 )

Payments in settlement ( 3,847 ) ( 1,608 ) ( 5,455 )

Payments in settlement (c)

( 210,874 ) ( 74,659 ) ( 285,533 )

Currency translation ( 11 ) ( 4 ) ( 15 )

1 unchanged sentence

(a) The year ended March 2022 included an increase resulting from updated estimates related to intellectual property transfers completed in a prior period.

(b) The year ended March 2024 includes an increase due to uncertainty in the application of court decisions upheld upon appeal.

(c) The year ended March 2024 includes a settlement with the tax authorities related to intellectual property transfers completed in a prior period.

(In thousands) March 2024 March 2023

Amounts included in the Consolidated Balance Sheets:

Amounts included in the Consolidated Balance Sheets (a) :

Unrecognized income tax benefits, including interest and penalties $ 364,199 $ 432,777

1 unchanged sentence

Total unrecognized tax benefits $ 302,831 $ 297,602

(a) Included in the accrued liabilities and other liabilities line items in the Consolidated Balance Sheets.

The unrecognized tax benefits of $ 302.8 million at the end of Fiscal 2024, if recognized, would reduce the annual effective tax rate.

3 unchanged sentences

As previously reported, VF petitioned the U.S.

Tax Court (the “Court”) to resolve an 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 filed a notice of appeal on October 7, 2022.

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

On October 19, 2022, VF paid $ 875.7 million related to the 2011 taxes and interest being disputed, which was recorded

F-42 VF Corporation Fiscal 2023 Form 10-K

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

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

In Fiscal 2023, the Tax Court issued its final decision in favor of the IRS, which was appealed by VF.

On October 19, 2022, VF paid

VF Corporation Fiscal 2024 Form 10-K F-41

VF CORPORATION

Notes to Consolidated Financial Statements

as an income tax receivable and will accrue interest income.

These amounts are included in the other assets line item in VF's Consolidated Balance Sheet at March 2023, based on our assessment of the position under the more-likely-than-not standard of the accounting literature.

Refer to Note 21 for additional details on this matter.

$ 875.7 million related to the 2011 taxes and interest being disputed, which was recorded as an income tax receivable and began to accrue interest income.

These amounts were included in the other assets line item in VF's Consolidated Balance Sheet, based on our assessment of the position under the more-likely-than-not standard of the accounting literature.

On September 8, 2023, the U.S.

Court of Appeals for the First Circuit (“Appeals Court”) upheld the Tax Court’s decision in favor of the IRS.

As a result of the Appeals Court decision, VF determined that its position no longer met the more-likely-than-not threshold, and thus wrote off the related income tax receivable and associated interest and recorded $ 690.0 million of income tax expense in the second quarter of Fiscal 2024.

This amount included the reversal of $ 19.6 million of interest income, of which $ 7.5 million was recorded in the first quarter of Fiscal 2024.

This amount reflects the total estimated net impact to VF’s tax expense, which includes the expected reduction in taxes paid on the periodic inclusions that VF has reported, release of related

deferred tax liabilities, and consideration of indirect tax effects resulting from the decision.

The estimated impact is subject to future adjustments based on finalization with tax authorities.

In addition, VF is currently subject to examination by various state and international tax authorities.

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Management believes that some of these audits and negotiations will conclude during the next 12 months.

Management also believes that it is

reasonably possible that the amount of unrecognized income tax benefits may decrease by $ 281.4 million within the next 12 months due to settlement of audits and expiration of statutes of limitations, primarily comprised of tax payments related to intellectual property transfers completed in a prior period.

The overall decrease of unrecognized tax benefits would reduce income tax expense by $ 23.7 million.

On August 16, 2022, the U.S.

enacted the Inflation Reduction Act of 2022, which, among other things, implements a 15% minimum tax on book income of certain large corporations, a 1% excise tax on net stock repurchases and several tax incentives to promote clean energy.

Based on the current analysis of the provisions, the Company does not expect this legislation to have a material impact on VF's income tax accounts.

Management also believes that it is reasonably possible that the amount of unrecognized income tax benefits may decrease by $ 4.6 million within the next 12 months due to settlement of audits and expiration of statutes of limitations of which $ 1.6 million would reduce income tax expense.

NOTE 21 — REPORTABLE SEGMENT INFORMATION

The chief operating decision maker allocates resources and assesses performance based on a global brand view which represents VF's operating segments.

VF's President and Chief Executive Officer, who is considered the Company's CODM, allocates resources and assesses performance based on a global brand view which represents VF's operating segments.

The operating segments have been evaluated and combined into reportable segments because they meet the similar economic characteristics and qualitative aggregation criteria set forth in the relevant accounting guidance.

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The primary financial measures used by management to evaluate the financial results of VF's reportable segments are segment revenues and segment profit.

Segment profit comprises the operating income and other income (expense), net line items of each segment.

Accounting policies used for internal management reporting at the individual segments are consistent with those in Note 1,

except as stated below.

Segment profit comprises the

operating income and other income (expense), net line items of each segment.

Accounting policies used for internal management reporting at the individual segments are consistent with those in Note 1, except as stated below.

Corporate costs (other than common costs allocated to the segments), goodwill and indefinite-lived intangible asset impairment charges, net interest expense and loss on debt extinguishment are not controlled by segment management and therefore are excluded from the measurement of segment profit.

Common costs such as information systems processing, retirement benefits and insurance are allocated from corporate costs to the segments based on appropriate metrics such as usage or employment.

Corporate costs that are not allocated to the segments consist of corporate headquarters expenses (including compensation and benefits of corporate management and staff, certain legal and professional fees and administrative and general costs), costs of corporate programs or corporate-managed decisions, and other expenses which include a portion of defined benefit pension costs, development

VF Corporation Fiscal 2023 Form 10-K F-43

Common costs such as information systems processing, retirement benefits and insurance are allocated

F-42 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

costs for management information systems, costs of registering, maintaining and enforcing certain of VF’s trademarks and miscellaneous consolidated costs.

from corporate costs to the segments based on appropriate metrics such as usage or employment.

Defined benefit pension plans in the U.S.

are centrally managed.

The current year service cost component of pension cost is allocated to the segments, while the remaining pension cost components are reported in corporate and other expenses.

Segment assets, for internal management purposes, are those used directly in or resulting from the operations of each

business, which are accounts receivable and inventories.

The current year service cost component of pension cost is allocated to the segments, while

the remaining pension cost components are reported in corporate and other expenses.

Segment assets, for internal management purposes, are those used directly in or resulting from the operations of each business, which are accounts receivable and inventories.

Segment assets included in the Other category represent balances primarily related to corporate activities, and are provided for purposes of reconciliation as the Other category is not considered a reportable segment.

Total expenditures for additions to long-lived assets are not disclosed as this information is not regularly provided to the chief operating decision maker at the segment level.

Total expenditures for additions to long-lived assets are not disclosed as this information is not regularly provided to the CODM at the segment level.

Financial information for VF’s reportable segments is as follows:

9 unchanged sentences

Outdoor $ 602,708 $ 785,431 $ 795,523

Active 654,691 979,746 648,467

352,248 654,691 979,746

Work 17,647 121,157 193,492

1 unchanged sentence

Total segment profit 972,603 1,560,743 1,968,175

Impairment of goodwill and indefinite-lived intangible assets (a)

( 735,009 ) — ( 12,400 )

Impairment of goodwill and indefinite-lived intangible assets ( 507,566 ) ( 735,009 ) —

Corporate and other expenses ( 475,314 ) ( 617,815 ) ( 309,817 )

1 unchanged sentence

Loss on debt extinguishment — — ( 3,645 )

Income from continuing operations before income taxes $ 43,287 $ 1,523,250 $ 456,472

(a) Excluded $ 8.0 million of impairment charges related to definite-lived intangible assets in the year ended March 2021, which were primarily recorded in the Work segment.

Income (loss) from continuing operations before income taxes $ ( 233,685 ) $ 43,287 $ 1,523,250

(a) Includes legal settlement gains of $ 29.1 million in the year ended March 2024.

VF Corporation Fiscal 2024 Form 10-K F-43

VF CORPORATION

Notes to Consolidated Financial Statements

(In thousands) March 2024 March 2023

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Consolidated assets $ 11,612,963 $ 13,990,488

F-44 VF Corporation Fiscal 2023 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

Year Ended March

(In thousands) 2024 2023 2022

Depreciation and amortization expense:

Depreciation, amortization and other asset write-downs:

Outdoor $ 103,586 $ 94,448 $ 95,860

15 unchanged sentences

No single customer accounted for 10% or more of the Company’s total revenues in the years ended March 2024, 2023 and 2022.

NOTE 21 — COMMITMENTS AND CONTINGENCIES

F-44 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

NOTE 22 — COMMITMENTS

VF is obligated under noncancelable operating leases.

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Total payments required under these agreements, which primarily relate to finished products, are $ 2.3 billion, $ 73.2 million and $ 3.0 million for Fiscal 2025 through 2027, respectively, and no commitments thereafter.

VF has entered into commitments for (i) capital spending, (ii) service and maintenance agreements related to its management information systems, and (iii) other obligations.

VF has entered into commitments for (i) capital spending, (ii) service and maintenance agreements related to its

management information systems, and (iii) other obligations.

Future payments under these agreements are $ 128.7 million, $ 80.6 million, $ 41.5 million, $ 6.6 million and $ 0.8 million for Fiscal 2025 through 2029, respectively, and no commitments thereafter.

1 unchanged sentence

These commitments would only be drawn upon if VF were to fail to meet its claims or other obligations.

Contingencies

As previously reported, VF petitioned the U.S.

Tax Court (the “Court”) to resolve an 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 filed a notice of appeal on October 7, 2022.

On October 19, 2022, VF paid $ 875.7 million related to the 2011 taxes and interest being disputed, which was recorded as an income tax receivable based on the technical merits of our position with regards to the case and will accrue interest income.

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, this income tax receivable will 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 is estimated to be up to $ 730.0 million, plus the reversal of any interest income accrued on the payment, which was approximately $ 12.0 million at March 2023 .

The Company is curr ently involved in other legal proceedings that are ordinary, routine litigation incidental to the business, the resolution of which is not currently expected to have a material adverse impact on the Company's financial position, results of operations or cash flows.

VF Corporation Fiscal 2023 Form 10-K F-45

VF CORPORATION

Notes to Consolidated Financial Statements

NOTE 22 — EARNINGS PER SHARE

NOTE 23 — EARNINGS (LOSS) PER SHARE

Year Ended March

(In thousands, except per share amounts) 2024 2023 2022

Earnings per share — basic:

Income from continuing operations $ 118,584 $ 1,216,269 $ 354,906

Earnings (loss) per share — basic:

Income (loss) from continuing operations $ ( 968,882 ) $ 118,584 $ 1,216,269

Weighted average common shares outstanding 388,360 387,763 390,291

Earnings per share from continuing operations $ 0.31 $ 3.12 $ 0.91

Earnings per share — diluted:

Income from continuing operations $ 118,584 $ 1,216,269 $ 354,906

Earnings (loss) per share from continuing operations $ ( 2.49 ) $ 0.31 $ 3.12

Earnings (loss) per share — diluted:

Income (loss) from continuing operations $ ( 968,882 ) $ 118,584 $ 1,216,269

Weighted average common shares outstanding 388,360 387,763 390,291

1 unchanged sentence

Adjusted weighted average common shares outstanding 388,360 388,370 392,411

Earnings per share from continuing operations $ 0.31 $ 3.10 $ 0.91

Outstanding options to purchase approximately 9.3 million, 3.2 million and 3.4 million shares of Common Stock were excluded from the calculations of diluted earnings per share in the years ended March 2023, 2022 and 2021, respectively, because the effect of their inclusion would have been antidilutive to those years.

In addition, 0.6 million, 0.5 million and 0.6 million shares

of performance-based RSUs were excluded from the calculations of diluted earnings per share in the years ended March 2023, 2022 and 2021, respectively, because these units were not considered to be contingent outstanding shares in those years.

Earnings (loss) per share from continuing operations $ ( 2.49 ) $ 0.31 $ 3.10

In the year ended March 2024, the dilutive impacts of all outstanding stock options and other dilutive securities were excluded from dilutive shares as a result of the Company's net loss for the period and, as such, their inclusion would have been anti-dilutive.

As a result, a total of 19.0 million potentially dilutive shares related to stock options and other dilutive securities were excluded from the diluted loss per share calculation for the year ended March 2024.

Outstanding stock options and other dilutive securities of approximately 9.7 million and 3.3 million shares were excluded

from the calculations of diluted earnings per share for the years ended March 2023 and 2022, respectively, because the effect of their inclusion would have been anti-dilutive to those years.

In addition, 0.6 million and 0.5 million shares of performance-based RSUs were excluded from the calculations of diluted earnings per share for the years ended March 2023 and 2022, respectively, because these units were not considered to be contingent outstanding shares in those years.

NOTE 24 — FAIR VALUE MEASUREMENTS

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These inputs would normally be VF’s own data and judgments about assumptions that market participants would use in pricing the asset or liability.

F-46 VF Corporation Fiscal 2023 Form 10-K

VF Corporation Fiscal 2024 Form 10-K F-45

VF CORPORATION

9 unchanged sentences

Derivative financial instruments 32,548 — 32,548 —

Deferred compensation 99,200 99,200 — —

Deferred compensation and other 95,236 95,236 — —

Financial liabilities:

8 unchanged sentences

Derivative financial instruments 49,688 — 49,688 —

Deferred compensation 125,323 125,323 — —

Deferred compensation and other 99,200 99,200 — —

Financial liabilities:

1 unchanged sentence

Deferred compensation 96,364 — 96,364 —

Contingent consideration 56,976 — — 56,976

(a) There were no transfers among the levels within the fair value hierarchy during the years ended March 2024 or 2023.

The following table presents the activity related to the contingent consideration liability designated as Level 3:

Year Ended March

(In thousands) 2023 2022

Beginning Balance $ 56,976 $ 207,000

Change in fair value — ( 150,024 )

Cash payout ( 56,976 ) —

Ending Balance $ — $ 56,976

VF’s cash equivalents include money market funds and time deposits with maturities within three months of their purchase dates, that approximate fair value based on Level 1 measurements.

1 unchanged sentence

VF’s deferred compensation assets primarily represent investments held within plan trusts as an economic hedge of the related deferred compensation liabilities (Note 17).

These investments primarily include mutual funds (Level 1) that are valued based on quoted prices in active

These investments primarily include mutual funds (Level 1) that are valued based on quoted prices in active markets.

Liabilities related to VF’s deferred compensation plans are recorded at amounts due to participants, based on the fair value of the participants’ selection of hypothetical investments.

The contingent consideration liability represented the amount of additional cash consideration paid to the selling shareholders of Supreme, which was dependent upon the achievement of certain financial targets over the one year earn-out period ended January 31, 2022.

The estimated fair value of the contingent consideration liability, which could range from zero to $ 300.0 million and initially estimated as $ 207.0 million, was $ 57.0 million as of March 2022 and was paid during Fiscal 2023.

During Fiscal 2022, the contingent consideration liability was remeasured at fair value based on probability-weighted present value of various future cash payment outcomes resulting from

VF Corporation Fiscal 2023 Form 10-K F-47

VF CORPORATION

Notes to Consolidated Financial Statements

the estimated achievement levels of the financial targets, with changes recognized in the selling, general and administrative expenses line item in the Consolidated Statements of Operations.

Refer to Note 3 for additional information on the acquisition of Supreme.

In connection with the Supreme acquisition on December 28, 2020, the fair value of the related contingent consideration liability was initially estimated at $ 207.0 million (Level 3).

During Fiscal 2022, the contingent consideration liability was remeasured at fair value based on the probability-weighted

present value of various future cash payment outcomes resulting from the estimated achievement levels of the financial targets, with changes of $ 150.0 million recognized in the selling, general and administrative expenses line item in the Consolidated Statement of Operations in the year ended March 2022.

As of March 2022, the estimated fair value of the contingent consideration liability was $ 57.0 million and was paid during Fiscal 2023.

All other significant financial assets and financial liabilities are recorded in the consolidated financial statements at cost, except life insurance contracts which are recorded at cash surrender value.

3 unchanged sentences

Fair value for long-term debt is a Level 2 estimate based on quoted market prices or values of comparable borrowings.

F-46 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

NONRECURRING FAIR VALUE MEASUREMENTS

2 unchanged sentences

In the event an impairment is required, the asset is adjusted to its estimated fair value, using market-based assumptions.

The Company recorded $ 3.0 million, $ 6.4 million and $ 14.8 million of impairments in the years ended March 2023, 2022 and 2021, respectively, related to retail store assets, associated lease right-of-use assets and other fixed assets.

The Company recorded $ 39.4 million, $ 3.0 million and $ 6.4 million of impairments in the years ended March 2024, 2023 and

2022, respectively, related to retail store assets, lease right-of-use assets and other fixed assets.

These impairments were recorded in the selling, general and administrative expenses line item in the Consolidated Statements of Operations.

Goodwill and Intangible Asset Impairment Testing

The Company recorded $ 507.6 million and $ 735.0 million of impairments in the years ended March 2024 and 2023, respectively, related to goodwill and indefinite-lived trademark intangible assets.

No impairment charges of goodwill or indefinite-lived trademark intangible assets were recorded in the year ended March 2022.

Refer to additional discussion of management's goodwill and indefinite-lived intangible asset impairment testing below.

Fiscal 2024 Goodwill and Intangible Asset Impairment Testing

Timberland Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis

During the third quarter of Fiscal 2024, management determined that the recent downturn in the Timberland financial results, combined with a downward revision to the latest Fiscal 2024 forecast and forward-looking financial projections, was a triggering event that required management to perform a quantitative impairment analysis of both the Timberland reporting unit goodwill, which includes the Timberland ® brand, and the Timberland indefinite-lived trademark intangible asset, which includes both the Timberland ® and Timberland PRO ® brands.

The carrying values of the goodwill and indefinite-lived trademark intangible asset at the testing date were $ 407.9 million and $ 999.5 million , respectively.

As a result of the impairment testing performed, VF recorded a goodwill impairment charge of $ 195.3 million in the third quarter of Fiscal 2024 to write down the Timberland reporting unit carrying value to its estimated fair value.

No impairment charge was recorded on the indefinite-lived trademark intangible asset.

The estimated fair value of the indefinite-lived trademark intangible asset exceeded its carrying value by a significant amount.

During the fourth quarter of Fiscal 2024, management determined that the continued downturn in Timberland financial results and weakness in the wholesale channel, combined with expectations of a slower recovery, was a triggering event that required management to perform a quantitative impairment analysis of both the Timberland reporting unit goodwill and indefinite-lived trademark intangible asset.

The carrying values of the goodwill and indefinite-lived trademark intangible asset at the testing date were $ 211.7 million and $ 999.5 million , respectively.

As a result of the impairment testing performed, management concluded that the Timberland reporting unit goodwill was fully impaired and thus recorded an additional impairment charge of $ 211.7 million in the Consolidated Statement of Operations for the year ended March 2024.

Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by 14 % .

The Timberland reporting unit is included in the Outdoor reportable segment.

Management's revenue and profitability forecasts used in the Timberland reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors.

Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the quantitative analysis of the Timberland reporting unit and indefinite-lived trademark intangible asset include:

• Financial projections and future cash flows that considered recent actual results lower than previous internal forecasts, slower recovery from the recent downturn, with moderate revenue growth and profitability improvement throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rates based on market data as well as active license agreements for the brand and similar VF brands;

• Market-based discount rates.

The valuation model used by management in the indefinite-lived trademark intangible asset impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth over the projection period.

If the brand is unable to achieve the financial projections, an impairment of the indefinite-lived trademark intangible asset could occur in the future.

Management performed a sensitivity analysis on the impairment model used to test the Timberland indefinite-lived trademark intangible asset.

In doing so, management determined that a 40 % decrease in the annual growth rate assumption for revenues used in the projections, combined with a 100 basis point increase in the discount rate used in the relief-from-royalty model resulted in the estimated fair value of the

VF Corporation Fiscal 2024 Form 10-K F-47

VF CORPORATION

Notes to Consolidated Financial Statements

indefinite-lived trademark intangible asset to be below its carrying value, which would result in impairment.

Dickies Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis

During the second quarter of Fiscal 2024, management determined that the recent downturn in the Dickies historical financial results, combined with a downward revision to the latest Fiscal 2024 forecast, was a triggering event that required management to perform a quantitative impairment analysis of both the Dickies reporting unit goodwill and the Dickies indefinite-lived trademark intangible asset.

Based on the analysis, management concluded that both the goodwill and indefinite-lived intangible asset were not impaired.

For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by 8 % .

The estimated fair value of the indefinite-lived trademark intangible asset exceeded its carrying value by a significant amount.

The carrying values of the goodwill and indefinite-lived trademark intangible asset at the testing date were $ 61.2 million and $ 290.0 million , respectively.

During the third quarter of Fiscal 2024, management determined that the continued downturn in the Dickies financial results, weakness in certain key U.S.

wholesale customer accounts, including lost product placement, and weakness in certain international markets, combined with expectations of a slower recovery, which have resulted in further reductions to the financial projections, was a triggering event that required management to perform a quantitative impairment analysis of both the Dickies reporting unit goodwill and the Dickies indefinite-lived trademark intangible asset.

The carrying values of the goodwill and indefinite-lived trademark intangible asset at the testing date were $ 61.8 million and $ 290.0 million , respectively.

Based on the analysis, management concluded that the Dickies reporting unit goodwill was fully impaired and thus recorded an impairment charge of $ 61.8 million in the third quarter of Fiscal 2024.

Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by a significant amount.

During the fourth quarter of Fiscal 2024, management determined that the overall weakness in the Dickies business and financial results, was a triggering event that required management to perform a quantitative impairment analysis of the Dickies indefinite-lived trademark intangible asset.

The carrying value of the indefinite-lived trademark intangible asset at the testing date was $ 290.0 million .

Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by 16 % .

The Dickies reporting unit is included in the Work reportable segment.

Management's revenue and profitability forecasts used in the Dickies reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors.

Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the quantitative analysis of the Dickies reporting unit and indefinite-lived trademark intangible asset include:

• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, continued weakness in certain key accounts and markets, slower recovery from the recent downturn, with moderate revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rates based on market data as well as active license agreements for the brand and similar VF brands;

• Market-based discount rates.

If the brand is unable to achieve the financial projections, an impairment of the indefinite-lived trademark intangible asset could occur in the future.

Management performed a sensitivity analysis on the impairment model used to test the Dickies indefinite-lived trademark intangible asset.

In doing so, management determined that a 50 % decrease in the annual growth rate assumption for revenues used in the projections, combined with a 200 basis point increase in the discount rate used in the relief-from-royalty model resulted in the estimated fair value of the indefinite-lived trademark intangible asset to be below its carrying value, which would result in impairment.

Icebreaker Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis

In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a quantitative impairment analysis of the Icebreaker reporting unit goodwill and indefinite-lived trademark intangible asset.

The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on results from management's prior testing, combined with a downward revision to the latest Fiscal 2024 forecast and forward-looking financial projections.

The carrying values of the Icebreaker reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 81.2 million and $ 62.1 million , respectively.

As a result of the annual impairment testing, VF recorded a goodwill impairment charge of $ 38.8 million in the Consolidated Statement of Operations for the year ended March 2024.

Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by a significant amount.

F-48 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

The Icebreaker reporting unit is included in the Outdoor reportable segment.

Management's revenue and profitability forecasts used in the Icebreaker reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors.

Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the quantitative analysis of the Icebreaker reporting unit and indefinite-lived trademark intangible asset include:

• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, slower recovery from the recent downturn, with moderate revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rates based on market data as well as active license agreements for similar VF brands;

• Market-based discount rates.

The valuation model used by management in the impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth and improved profitability over the projection period.

If the brand is unable to achieve the financial projections, additional impairment of the reporting unit goodwill or impairment of the indefinite-lived trademark intangible asset could occur in the future.

Supreme Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis

In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a quantitative impairment analysis of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset.

The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on the impairment results from management's prior year testing and the overall significance of the related assets.

Based on the analysis, management concluded the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset were not impaired.

For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by 8 % .

The estimated fair value of the indefinite-lived trademark intangible asset exceeded its carrying value by 3 % .

The carrying values of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 819.7 million and $ 852.0 million , respectively.

The Supreme reporting unit is included in the Active reportable segment.

Management's revenue and profitability forecasts used in the Supreme reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors.

Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the quantitative analysis of the Supreme reporting unit and indefinite-lived trademark intangible asset include:

• Financial projections and future cash flows that are comparable to those used in the prior year testing, as the brand is executing on its strategy and delivered strong profitability growth in the current year, with moderate revenue growth and a continued improvement in profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rates based on market data as well as active license agreements with similar VF brands;

• Market-based discount rates that are slightly lower than prior testing due to overall market conditions;

• Market approach reflecting improved recent historical financial measures for Supreme.

The valuation model used by management in the impairment testing assumes continued recovery in the brand's operating results with revenue growth and improved profitability over the projection period.

If the brand is unable to achieve the financial projections, additional impairment of the reporting unit goodwill and indefinite-lived trademark intangible asset could occur in the future.

Management performed a sensitivity analysis on the impairment models used to test the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset.

In doing so, management determined that individual changes of either a 20 % reduction in the annual growth assumption for earnings before interest, taxes, depreciation and amortization (“EBITDA”) used in the projections, or a 100 basis point increase in the discount rate used in the discounted cash flow model resulted in the estimated fair value of the reporting unit to be below its carrying value, which would result in goodwill impairment.

Management also determined that individual changes of either a 10 % decrease in the annual growth rate assumption for revenues used in the projections, or a 50 basis point increase in the discount rate used in the relief-from-royalty model resulted in the estimated fair value of the indefinite-lived trademark intangible asset to be below its carrying value, which would result in impairment.

Timberland PRO Reporting Unit Impairment Analysis

In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a

VF Corporation Fiscal 2024 Form 10-K F-49

VF CORPORATION

Notes to Consolidated Financial Statements

quantitative impairment analysis of the Timberland PRO reporting unit goodwill.

The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on current year declines in revenue and segment profit and reductions to recent financial projections.

Based on the analysis, management concluded the Timberland PRO reporting unit goodwill was not impaired.

For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by 17 % .

The carrying value of the Timberland PRO reporting unit goodwill at the testing date was $ 51.5 million.

The Timberland PRO reporting unit is included in the Work reportable segment.

Management's revenue and profitability forecasts used in the Timberland PRO reporting unit valuation considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors.

Assumptions used in the valuation were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the quantitative analysis of the Timberland PRO reporting unit include:

• Financial projections and future cash flows, including the current year that considered actual results lower than previous internal forecasts, with recovery expected to begin next fiscal year driven by revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business and is in-line with historical financial results, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rate assumption consistent with that used in the Timberland reporting unit analysis;

• Market-based discount rates.

If the brand is unable to achieve the financial projections, an impairment of the reporting unit goodwill could occur in the future.

Management performed a sensitivity analysis on the impairment model used to test the Timberland PRO reporting unit goodwill.

In doing so, management determined that individual changes of either a 20 % reduction in the annual growth assumption for EBITDA used in the projections, or a 200 basis point increase in the discount rate used in the discounted cash flow model resulted in the estimated fair value of the reporting unit to be below its carrying value, which would result in goodwill impairment.

Altra Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis

In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a quantitative impairment analysis of the Altra reporting unit goodwill and indefinite-lived trademark intangible asset.

The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on results from management's prior testing, combined with recent actual segment profit margins lower than previous internal forecasts.

Based on the analysis, management concluded the Altra reporting unit goodwill and indefinite-lived trademark intangible asset were not impaired.

For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by 15 % .

The estimated fair value of the indefinite-lived trademark intangible asset exceeded its carrying value by a significant amount .

The carrying values of the Altra reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 61.7 million and $ 46.4 million , respectively.

The Altra reporting unit is included in the Outdoor reportable segment.

Management's revenue and profitability forecasts used in the Altra reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors.

Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the quantitative analysis of the Altra reporting unit and indefinite-lived trademark intangible asset include:

• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, with consistent revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rates based on market data as well as active license agreements for other VF brands;

• Market-based discount rates.

If the brand is unable to achieve the financial projections, an impairment of the reporting unit goodwill or indefinite-lived trademark intangible asset could occur in the future.

Management performed a sensitivity analysis on the impairment model used to test the Altra reporting unit goodwill.

In doing so, management determined that individual changes of either a 10 % reduction in the annual growth assumption for EBITDA used in

F-50 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

the projections, or a 200 basis point increase in the discount rate used in the discounted cash flow model resulted in the estimated fair value of the reporting unit to be below its carrying value, which would result in goodwill impairment.

Smartwool Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis

In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a quantitative impairment analysis of the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset.

Based on the analysis, management concluded the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset were not impaired.

For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by a significant amount .

The estimated fair value of the indefinite-lived trademark intangible asset also exceeded its carrying value by a significant amount .

The carrying values of the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 53.5 million and $ 75.4 million , respectively.

The Smartwool reporting unit is included in the Outdoor reportable segment.

Management's revenue and profitability forecasts used in the Smartwool reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors.

Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the quantitative analysis of the Smartwool reporting unit and indefinite-lived trademark intangible asset include:

• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, continued near-term weakness in the wholesale channel, moderate revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rates based on market data as well as active license agreements for other VF brands;

• Market-based discount rates.

If the brand is unable to achieve the financial projections, an impairment of the reporting unit goodwill or indefinite-lived trademark intangible asset could occur in the future.

Indefinite-Lived Intangible Assets - Significant Assumptions

The impairment testing of indefinite-lived trademark intangible assets during Fiscal 2024 used significant unobservable inputs to estimate fair values.

The discount rates used in the testing ranged from 12.0 % to 18.5 %, with a weighted average of 14.2 % based on relative fair value.

The royalty rates used in the testing ranged from 4.0 % to 10.0 %, with a weighted average of 7.0 % based on relative fair value.

The long-term revenue growth rates used in the testing ranged from 2.0 % to 3.5 %, with a weighted average of 2.3 % based on relative fair value.

Other Reporting Units and Indefinite-Lived Intangible Assets - Qualitative Impairment Analysis

For the remaining reporting units and indefinite-lived intangible assets, VF elected to perform a qualitative assessment during the annual goodwill and indefinite-lived intangible asset impairment testing, as of the beginning of the fourth quarter of Fiscal 2024, to determine whether it was more likely than not that the goodwill and indefinite-lived trademark intangible assets in those reporting units were impaired.

The carrying values of the reporting unit goodwill and indefinite-lived trademark intangible assets subject to qualitative assessment at the testing date were $ 443.5 million and $ 522.3 million, respectively.

In this qualitative assessment, VF considered relevant events and circumstances for each reporting unit, including (i) current year results and performance versus management's plans, (ii) financial outlook based on the latest internal financial plan, (iii) changes in the reporting unit carrying value since prior year and the amounts relative to the size of the respective business, (iv) industry and market conditions in which the reporting unit operates, (v) macroeconomic conditions, including discount rate and foreign exchange rate changes, and (vi) changes in products or services offered by the reporting unit.

If applicable, performance in recent years was compared to forecasts included in prior valuations.

Based on the results of the qualitative assessment, VF concluded it was more likely than not that the carrying values of the goodwill and indefinite-lived trademark intangible assets were less than their fair values, and that further quantitative testing was not necessary.

Fiscal 2023 Goodwill and Intangible Asset Impairment Testing

Supreme Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis

During the second quarter of Fiscal 2023, due to continued increases in the federal funds rate and strengthening of the U.S.

dollar relative to other currencies, management performed a quantitative impairment analysis of both the Supreme reporting unit goodwill and the indefinite-lived trademark intangible asset.

As a result of the interim impairment testing performed, VF recorded impairment charges of $ 229.0 million and $ 192.9 million to the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, respectively, in the Consolidated Statement of Operations for the year ended March 2023.

In addition, management performed its annual impairment testing of goodwill and indefinite-lived intangible assets as of the beginning of the fourth quarter of Fiscal 2023.

Management performed a quantitative impairment analysis of the Supreme, Timberland and Icebreaker reporting unit goodwill and indefinite-lived trademark intangible assets.

A qualitative analysis was performed for all other reporting units and indefinite-lived trademark intangible assets.

As a result of the annual impairment testing, VF recorded additional impairment

charges of $ 165.1 million and $ 148.0 million to the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, respectively, in the Consolidated Statement of Operations for the year ended March 2023.

dollar relative to other currencies, management performed a

quantitative impairment analysis of both the Supreme reporting unit goodwill and the indefinite-lived trademark intangible asset.

The carrying values of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 1.21 billion and $ 1.19 billion, respectively.

As a result of

VF Corporation Fiscal 2024 Form 10-K F-51

VF CORPORATION

Notes to Consolidated Financial Statements

the interim impairment testing performed, VF recorded impairment charges of $ 229.0 million and $ 192.9 million related to the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, respectively, in the Consolidated Statement of Operations for the year ended March 2023.

The impairment related to an increase in the market-based discount rates used in the valuations and the negative impact of foreign currency exchange rate changes on financial projections.

Management’s revenue and profitability forecasts used in the Supreme reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives and industry trends.

Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the interim quantitative analysis of the Supreme reporting unit and indefinite-lived trademark intangible asset included:

• Financial projections and future cash flows reflecting results lower than prior forecasts primarily driven by the negative impacts of foreign currency exchange rate changes.

The projections assumed revenue growth and profitability improvement throughout the forecast period reflecting the long-term strategy for the business which was largely unchanged from the business combination valuation, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rates based on market data as well as active license agreements with similar VF brands;

• Market-based discount rates reflecting increases in the federal funds rate;

• Market approach reflecting lower recent historical financial measures for Supreme and valuation multiples.

In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2023, management performed a quantitative impairment analysis of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset.

T he decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on the recent impairment results from the interim quantitative analysis, weakness in recent Supreme

financial performance including the results from the latest season and the overall significance of the related assets.

As a result of the annual impairment testing, VF recorded additional impairment charges of $ 165.1 million and $ 148.0 million to the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, respectively, in the Consolidated Statement of Operations for the year ended March 2023.

The remaining carrying values of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, after the impairment charges, were $ 825.9 million and $ 852.0 million, respectively.

No other impairment charges were recorded as a result of the annual impairment testing.

No impairment charges of goodwill or indefinite-lived trademark intangible assets were recorded in the year ended March 2022.

VF recorded intangible asset impairment charges of $ 20.4 million in the year ended March 2021 primarily due to the write-off of certain trademark and customer relationship balances, which resulted from strategic actions taken by the Company.

The impairment related to lower financial projections and increased risk of achieving management's forecasts.

The Supreme reporting unit is included in the Active reportable segment.

Management's revenue and profitability forecasts used in the Supreme reporting unit and indefinite-lived trademark intangible asset valuations considered historical performance, strategic initiatives and industry trends.

Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.

Key assumptions developed by management and used in the quantitative analysis of the Supreme reporting unit and indefinite-lived trademark intangible asset included:

• Financial pro jections and future cash flows, including a base year reflecting actual results lower than forecasts used in the second quarter of Fiscal 2023, primarily driven by weakness in the North America region, and a longer recovery timeline, revenue growth and profitability improvement throughout the forecast period that reflects the long-term strategy for the business, including geographic expansion, and terminal growth rates based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;

• Royalty rates based on market data as well as active license agreements with similar VF brands;

• Market-based discount rates, including consideration of additional risk of achievement of the financial projections based on recent financial performance;

• Market approach reflecting lower recent historical financial measures for Supreme.

Methodology and Management's Use of Estimates and Assumptions

Our impairment testing of goodwill and indefinite-lived trademark intangible assets utilizes significant unobservable inputs (Level 3) to determine fair value.

2 unchanged sentences

The income approach is based on projected future (debt-free) cash flows that are discounted to present value.

The appropriate discount rate is based on the reporting unit’s weighted average cost of capital (“WACC”) that takes market participant assumptions into consideration.

The appropriate discount rate is based on the reporting unit’s weighted average cost of capital

(“WACC”) that takes market participant assumptions into consideration.

For the market approach, management uses both the guideline company and similar transaction methods.

The guideline company method analyzes market multiples of revenues and earnings before interest, taxes, depreciation and amortization (“EBITDA”) for a group of comparable public companies.

The guideline company method analyzes market multiples of revenues and EBITDA for a group of comparable public companies.

The market multiples used in the valuation are based on the relative strengths and weaknesses of the reporting unit compared to the selected guideline companies.

Under the similar transactions method, valuation multiples are calculated utilizing actual transaction prices and revenue/EBITDA data from target companies deemed similar to the reporting unit.

Under the similar transactions method, valuation multiples are calculated utilizing actual transaction prices and revenue/EBITDA data from

F-52 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

target companies deemed similar to the reporting unit.

Management typically assigns more weight to the income-based valuation method.

Management uses the income-based relief-from-royalty method to value indefinite-lived trademark intangible assets.

Management uses the relief-from-royalty method to value indefinite-lived trademark intangible assets.

Under this method, revenues expected to be generated by the trademark are multiplied by a selected royalty rate.

The royalty rate is selected based on consideration of (i) royalty rates included in active license agreements, if applicable, (ii) royalty rates received by market participants in the apparel industry, and (iii) the current performance of the reporting unit.

The royalty rate is selected based on consideration of (i) royalty rates included in active license agreements, if applicable, (ii) royalty rates received by market participants in the apparel or footwear industry, and (iii) the current performance of the reporting unit.

The estimated after-tax royalty revenue stream is then discounted to present value using the reporting unit’s WACC adjusted, as appropriate, to factor in the risk of the intangible asset.

Management’s revenue and profitability forecasts used in the reporting unit and intangible asset valuations were developed in conjunction with management’s forecast and plan review, which includes management's overall assessment of events and circumstances, including macroeconomic conditions and industry and market considerations, and the resulting outlook for the businesses, considering recent performance and trends and strategic initiatives.

Assumptions used in the valuations are similar to those that would be used by market participants performing independent valuations of these businesses.

F-48 VF Corporation Fiscal 2023 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

Management's Use of Estimates and Assumptions

Management made its estimates based on information available as of the date of our assessments, using assumptions we believe

market participants would use in performing an independent valuation of the business.

Although management believes the estimates and assumptions used in the impairment testing are reasonable and appropriate, it is possible that VF's assumptions and conclusions regarding impairment or recoverability of goodwill or indefinite-lived trademark intangible assets in any reporting unit could change in future periods.

There can be no assurance the estimates and assumptions, particularly our long-term financial projections, used in our goodwill and indefinite-lived intangible asset impairment testing will prove to be accurate predictions of the future, if, for example, (i) the businesses do not perform as projected, (ii) overall economic conditions in Fiscal 2025 or future years vary from current assumptions (including changes in discount rates, royalty rates and foreign currency exchange rates), (iii) business conditions or strategies change from current assumptions, including loss of major customers or channels, (iv) investors require higher rates of return on equity investments in the marketplace, or (v) enterprise values of comparable publicly traded companies, or actual sales transactions of comparable companies, were to decline, resulting in lower multiples of revenues and EBITDA.

A future impairment charge of goodwill or indefinite-lived intangible assets could have a material effect on VF’s consolidated financial position and results of operations.

NOTE 25 — DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES

2 unchanged sentences

Although derivatives meet the criteria for hedge accounting at the inception of the hedging relationship, a limited number of derivative contracts intended to hedge assets and liabilities are not designated as hedges for accounting purposes.

The notional amounts of all outstanding foreign currency exchange forward contracts wer e $ 3.4 billion and $ 2.9 billion at March 2023 and 2022, respectively, consisting primarily of contracts hedging exposures to t he euro, British pound,

Canadian dollar, Swiss franc, Mexican peso, Chinese renminbi, South Korean won, Swedish krona, Polish zloty and Japanese yen.

The notional amounts of all outstanding foreign currency exchange forward contracts were $ 3.1 billion and $ 3.4 billion at March 2024 and 2023, respectively, consisting primarily of

contracts hedging exposures to the euro, British pound, Canadian dollar, Swiss franc, Mexican peso, South Korean won, Swedish krona, Polish zloty, Chinese renminbi and Japanese yen.

These derivative contracts have maturities up to 20 months.

During the year ended March 2023, VF entered into interest rate swap contracts to hedge the cash flow risk of interest payments on its variable-rate DDTL Agreement.

The notional amount of VF's outstanding interest rate swap contracts was $ 500.0 million at March 2023 .

Refer to Note 14 for additional information on the debt agreement.

The notional amount of VF's outstanding interest rate swap contracts was $ 500.0 million at March 2024 and 2023 .

These contracts hedge the cash flow risk of interest payments on VF's variable-rate DDTL Agreement.

The following table presents outstanding derivatives on an individual contract basis:

10 unchanged sentences

Total derivatives $ 32,548 $ 49,688 $ ( 40,234 ) $ ( 72,653 )

VF Corporation Fiscal 2024 Form 10-K F-53

VF CORPORATION

Notes to Consolidated Financial Statements

VF records and presents the fair values of all of its derivative assets and liabilities in the Consolidated Balance Sheets on a gross basis, even though they are subject to master netting agreements.

2 unchanged sentences

(In thousands) Derivative

Asset Derivative Liability Derivative

Asset Derivative Liability

Asset Derivative

Liability Derivative

Asset Derivative

Gross amounts presented in the Consolidated Balance Sheets $ 32,548 $ ( 40,234 ) $ 49,688 $ ( 72,653 )

4 unchanged sentences

Derivative Instruments Balance Sheet Location

Foreign exchange contracts Other current assets $ 48,132 $ 71,910

Foreign exchange contracts Other current assets (Note 6) $ 26,366 $ 48,132

Foreign exchange contracts Accrued liabilities (Note 14) ( 35,578 ) ( 59,995 )

1 unchanged sentence

Foreign exchange contracts Other liabilities (Note 16) ( 4,656 ) ( 11,518 )

Interest rate contracts Other current assets (Note 6) 2,335 —

Interest rate contracts Other liabilities (Note 16) — ( 1,140 )

VF Corporation Fiscal 2023 Form 10-K F-49

VF CORPORATION

Notes to Consolidated Financial Statements

Cash Flow Hedges

VF primarily uses foreign currency exchange forward contracts to hedge a portion of the exchange risk for its forecasted sales, inventory purchases, operating costs and certain intercompany transactions, including sourcing and management fees and royalties.

The company also uses interest rate swap contracts to hedge against a portion of the exposure related to its variable-rate debt.

The effects of cash flow hedging included in VF’s Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income are summarized as follows:

The Company also uses interest rate swap contracts to hedge against a portion of the exposure related to its interest payments on its variable-rate debt.

The effects of cash flow hedging included in VF’s Consolidated Statements of Comprehensive Income (Loss) and Consolidated Statements of Operations are summarized as follows:

(In thousands)

Cash Flow Hedging Relationships

Gain (Loss) on Derivatives Recognized in OCI

Gain (Loss) on Derivatives Recognized in Accumulated OCL

Year Ended March

3 unchanged sentences

Total $ ( 7,933 ) $ 53,533 $ 71,494

Gain (Loss) Reclassified from Accumulated OCI into Income

Gain (Loss) Reclassified from Accumulated OCL into Net Income (Loss)

(In thousands) Year Ended March

6 unchanged sentences

Total $ 18,121 $ 110,160 $ ( 54,326 )

F-54 VF Corporation Fiscal 2024 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

Derivative Contracts Not Designated as Hedge s

VF uses foreign currency exchange contracts to manage foreign currency exchange risk on third-party accounts receivable and payable, as well as intercompany borrowings.

VF uses foreign currency exchange contracts to manage foreign currency exchange risk on third-party and intercompany accounts receivable and payable, as well as third-party and intercompany borrowings and interest payments.

These contracts are not designated as hedges, and are recorded at fair value in the Consolidated Balance Sheets.

2 unchanged sentences

In the case of derivative contracts executed on foreign currency exposures that are no longer probable of occurring, VF de-designates these hedges and the fair value changes of these instruments are also recognized directly in earnings.

The impact of de-designated derivative contracts and changes in the fair value of derivative contracts not designated as hedges, recognized as gains or losses in VF's Consolidated Statements of Operations were not material for the years ended March 2023, 2022 and 2021.

D uring the year ended March 2024, certain derivative contracts were de-designated as the related hedged forecasted transactions were no longer deemed probable of occurring.

Accordingly, the Company reclassified amounts from accumulated OCL and recognized an $ 8.8 million loss in cost of goods sold during the year ended March 2024.

Other Derivative Information

At March 2023, accumulated OCI included $ 27.8 million o f pre-tax net deferred gains for foreign currency exchange contracts

that are expected to be reclassified to earnings during the next 12 months.

The amounts ultimately reclassified to earnings will depend on exchange rates in effect when outstanding derivative contracts are settled.

At March 2024, accumulated OCL include d $ 29.8 million of pre-tax net deferred losses for foreign currency exchange contracts

and a $ 2.3 million pre-tax deferred gain for interest rate swap contracts, which are expected to be reclassified to earnings during the next 12 months.

The amounts ultimately reclassified to earnings will depend on exchange rates and interest rates in effect when outstanding derivative contracts are settled.

Net Investment Hedge

The Company has designated its euro-denominated fixed rate notes, which represent € 2.850 billion in aggregate principal, as a net investment hedge of VF’s investment in certain foreign operations.

Because this debt qualified as a nonderivative hedging instrument, foreign currency transaction gains or losses of the debt are deferred in the foreign currency translation and other component of accumulated OCI as an offset to the foreign currency translation adjustments on the hedged investments.

During the years ended March 2023, 2022 and 2021, the Company recognized an after-tax gain of $ 5.2 million, an after-tax gain of $ 99.5 million and an after-tax loss of $ 91.5 million, respectively, in OCI related to the net investment hedge transaction.

Any amounts deferred in accumulated OCI will remain until the hedged investment is sold or substantially liquidated.

F-50 VF Corporation Fiscal 2023 Form 10-K

VF CORPORATION

Notes to Consolidated Financial Statements

The Company has designated its euro-denominated fixed-rate notes and euro commercial paper borrowings, which represented € 2.0 billion in aggregate principal as of March 2024 , as a net investment hedge of VF’s investment in certain foreign operations.

Because this debt qualified as a nonderivative hedging instrument, foreign currency transaction gains or losses of the debt are deferred in the foreign currency translation and other component of accumulated OCL as an offset to the foreign currency translation adjustments on the hedged investments.

During the years ended March 2024, 2023 and 2022, the Company recognized after-tax gains of $ 21.6 million, $ 5.2 million and $ 99.5 million, respectively, in other comprehensive income (loss) related to the net investment hedge transaction.

Any amounts deferred in accumulated OCL will remain until the hedged investment is sold or substantially liquidated.

NOTE 26 — SUPPLEMENTAL CASH FLOW INFORMATION

9 unchanged sentences

17,080 28,519 33,997

(a) The year ended March 2023, includes the payment related to the ongoing IRS dispute associated with VF's acquisition of The Timberland Company in September 2011.

Refer to Notes 19 and 21 for additional information.

(a) The year ended March 2023 included the payment related to the IRS dispute associated with VF's acquisition of The Timberland Company in September 2011.

Refer to Note 20 for additional information.

(b) Includes both continuing and discontinued operations.

NOTE 27 — RESTRUCTURING

The Company incurs restructuring charges related to strategic initiatives and cost optimization of business activities, primarily related to severance and employee-related benefits.

Of the $ 75.7 million of restructuring charges recognized in the year ended March 2023, $ 70.9 million were reflected in selling, general and administrative expenses and $ 4.8 million in cost of goods sold.

Of the $ 20.0 million of restructuring charges recognized in the year ended March 2022, $ 18.3 million were reflected in selling, general and administrative expenses and $ 1.7 million in cost of goods sold.

Of the $ 119.0 million of restructuring charges recognized in the year ended March 2021,

$ 75.1 million were reflected in selling, general and administrative expenses and $ 43.9 million in cost of goods sold.

The Company incurs restructuring charges related to strategic initiatives and cost optimization of business activities.

Beginning in the third quarter of Fiscal 2024, restructuring costs include charges related to Reinvent, a transformation program to enhance focus on brand-building and to improve operating performance and allow VF to achieve its full potential.

The Company currently estimates it will incur approximately $ 130.0 million to $ 150.0 million in restructuring and restructuring-related charges in connection with Reinvent, and that substantially all actions will be completed by the end of Fiscal 2025.

Of the total estimated charges, the Company anticipates that more than one-half will relate to severance and employee-related benefits and the remainder will relate to asset impairments and other non-cash write-downs.

Cash payments are generally expected to be paid within one year of charges

During the year ended March 2024, VF recorded $ 108.7 million of charges in connection with Reinvent, of which $ 69.3 million related to severance and employee-related benefits and $ 39.4 million related to non-cash asset write-downs.

As of March 2024, $ 19.0 million of cash payments related to the Reinvent charges have been made.

During the years ended March 2024, 2023 and 2022, VF recognized $ 110.7 million, $ 75.7 million and $ 20.0 million, respectively, of total restructuring charges related to approved initiatives.

Of the restructuring charges recognized in the year ended March 2024, $ 106.2 million were reflected in selling, general and administrative expenses and $ 4.5 million in cost of goods sold.

Of the restructuring charges recognized in the year ended March 2023, $ 70.9 million were reflected in selling,

VF Corporation Fiscal 2024 Form 10-K F-55

VF CORPORATION

Notes to Consolidated Financial Statements

general and administrative expenses and $ 4.8 million in cost of goods sold.

Of the restructuring charges recognized in the year ended March 2022, $ 18.3 million were reflected in selling, general and administrative expenses and $ 1.7 million in cost of goods sold.

The Company has not recognized any significant incremental costs related to the accruals for the year ended March 2023 or prior periods.

5 unchanged sentences

Severance and employee-related benefits $ 70,008 $ 57,433 $ 12,283

Asset impairments — — 23,087

Asset impairments and write-downs 39,386 — —

Accelerated depreciation — 8,016 7,016

Inventory write-downs — — 10,658

Contract termination and other 1,326 10,289 703

8 unchanged sentences

Total $ 110,720 $ 75,738 $ 20,002

VF Corporation Fiscal 2023 Form 10-K F-51

VF CORPORATION

Notes to Consolidated Financial Statements

The activity in the restructuring accrual was as follows:

26 unchanged sentences

Year Ended March 2022

Allowance for doubtful accounts 37,099 20,673 —

24,118 (a) 33,654

Valuation allowance for deferred income tax assets 172,912 — 327,689 (c) — 500,601

Allowance for doubtful accounts 33,654 ( 716 ) — 4,979 (a) 27,959

Valuation allowance for deferred income tax assets 500,601 — 115,932 (b) — 616,533

(a) Deductions include accounts written off, net of recoveries, the effects of foreign currency translation and reclassifications.

(b) Deductions primarily related to changes in circumstances which decrease the amount of deferred income tax assets that will, more likely than not, be realized and the effect of foreign currency translation.

(c) Additions primarily related to circumstances where it is more likely than not that deferred income tax assets will not be realized and the effects of foreign currency translation.

(b) Additions primarily related to circumstances where it is more likely than not that deferred income tax assets will not be realized and the effects of foreign currency translation.

(c) Deductions primarily related to changes in circumstances which decrease the amount of deferred income tax assets that will, more likely than not, be realized and the effect of foreign currency translation.

VF Corporation Fiscal 2024 Form 10-K F-57

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-K

Item 9A. Controls and Procedures