What changed in this filing

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Item 1. Financial Statements

2025-01-29 compared with 2024-10-30 · 247 added, 191 removed, 820 unchanged (35% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

(In thousands, except share amounts) September 2024 March 2024 September 2023

(In thousands, except share amounts) December 2024 March 2024 December 2023

Current assets

2 unchanged sentences

Accounts receivable, less allowance for doubtful accounts of:

September 2024 - $ 35,674 ;

December 2024 - $ 34,678 ;

March 2024 - $ 26,369 ;

September 2023 - $ 28,040

December 2023 - $ 29,971

1,343,286 1,263,329 1,305,963

42 unchanged sentences

shares authorized, 25,000,000 ;

no shares outstanding at September 2024, March 2024 or September 2023

no shares outstanding at December 2024, March 2024 or December 2023

Common Stock, stated value $ 0.25 ;

shares authorized, 1,200,000,000 ;

shares outstanding at September 2024 - 389,283,419 ;

shares outstanding at December 2024 - 389,541,568 ;

March 2024 - 388,836,219 ;

September 2023 - 388,883,825

December 2023 - 388,819,204

97,385 97,209 97,205

11 unchanged sentences

Consolidated Statements of Operations

Three Months Ended September Six Months Ended September

Three Months Ended December Nine Months Ended December

(In thousands, except per share amounts) 2024 2023 2024 2023

5 unchanged sentences

1,318,397 1,353,152 3,513,749 3,550,820

Impairment of goodwill and intangible assets

51,000 257,096 51,000 257,096

Total costs and operating expenses

2,608,135 2,871,436 6,984,260 7,438,932

Operating income

Operating income (loss)

225,777 ( 91,242 ) 376,660 229,448

5 unchanged sentences

7,408 29,004 5,262 23,178

Income from continuing operations before income taxes

Income (loss) from continuing operations before income taxes

196,669 ( 111,334 ) 261,771 126,843

Income tax expense

Income tax expense (benefit)

27,560 ( 19,598 ) 42,180 733,196

24 unchanged sentences

Consolidated Statements of Comprehensive Income (Loss)

Three Months Ended September Six Months Ended September

Three Months Ended December Nine Months Ended December

(In thousands) 2024 2023 2024 2023

5 unchanged sentences

( 14,877 ) ( 4,373 ) ( 35,169 ) ( 3,809 )

Reclassification of foreign currency translation losses

75,293 — 75,293 —

Income tax effect

1 unchanged sentence

Defined benefit pension plans

Current period actuarial gains — 3,742 — 4,743

Current period actuarial gains (losses) — ( 4,046 ) — 697

Amortization of net deferred actuarial losses

3 unchanged sentences

Reclassification of net actuarial loss from settlement charges

— 131 — 3,430

Reclassification of deferred prior service cost due to curtailments

( 638 ) — ( 638 ) —

Income tax effect

17 unchanged sentences

Consolidated Statements of Cash Flows

Six Months Ended September

Nine Months Ended December

(In thousands) 2024 2023

5 unchanged sentences

219,591 ( 606,353 )

Adjustments to reconcile net loss to cash used by operating activities:

Adjustments to reconcile net loss to cash provided by operating activities:

Impairment of goodwill and intangible assets

51,000 257,096

Depreciation and amortization

24 unchanged sentences

30,356 ( 55,358 )

Cash used by operating activities - continuing operations

Cash provided by operating activities - continuing operations

609,545 975,171

1 unchanged sentence

26,747 130,576

Cash used by operating activities

Cash provided by operating activities

636,292 1,105,747

INVESTING ACTIVITIES

Proceeds from sale of business, net of cash sold

Proceeds from sale of assets

4 unchanged sentences

( 30,026 ) ( 19,862 )

Cash used by investing activities - continuing operations

Cash provided (used) by investing activities - continuing operations

1,450,486 ( 184,498 )

1 unchanged sentence

( 4,413 ) ( 7,496 )

Cash used by investing activities

Cash provided (used) by investing activities

1,446,073 ( 191,994 )

FINANCING ACTIVITIES

Net increase in short-term borrowings

Net increase (decrease) in short-term borrowings

( 251,131 ) 443,494

6 unchanged sentences

( 2,628 ) ( 2,603 )

Cash provided (used) by financing activities

Cash used by financing activities

( 1,359,682 ) ( 735,766 )

12 unchanged sentences

Consolidated Statements of Cash Flows

Six Months Ended September

Nine Months Ended December

(In thousands) 2024 2023

9 unchanged sentences

Consolidated Statements of Stockholders’ Equity

Three Months Ended September 2024

Three Months Ended December 2024

Additional Paid-in Capital Accumulated Other Comprehensive Loss Accumulated Deficit

(In thousands, except share amounts) Shares Amounts Total

Balance, June 2024 389,181,642 $ 97,295 $ 3,580,175 $ ( 1,053,627 ) $ ( 1,235,938 ) $ 1,387,905

Balance, September 2024 389,283,419 $ 97,321 $ 3,565,198 $ ( 1,070,580 ) $ ( 1,185,572 ) $ 1,406,367

Net income (loss)

10 unchanged sentences

— — — 92,581 — 92,581

Balance, September 2024 389,283,419 $ 97,321 $ 3,565,198 $ ( 1,070,580 ) $ ( 1,185,572 ) $ 1,406,367

Three Months Ended September 2023

Balance, December 2024 389,541,568 $ 97,385 $ 3,554,724 $ ( 951,485 ) $ ( 1,020,394 ) $ 1,680,230

Three Months Ended December 2023

Additional Paid-in Capital Accumulated Other Comprehensive Loss Accumulated Deficit

(In thousands, except share amounts) Shares Amounts Total

Balance, June 2023 388,836,545 $ 97,209 $ 3,733,777 $ ( 1,053,529 ) $ ( 60,694 ) $ 2,716,763

Balance, September 2023 388,883,825 $ 97,221 $ 3,638,029 $ ( 1,011,705 ) $ ( 513,500 ) $ 2,210,045

Net income (loss)

10 unchanged sentences

— — — ( 60,841 ) — ( 60,841 )

Balance, September 2023 388,883,825 $ 97,221 $ 3,638,029 $ ( 1,011,705 ) $ ( 513,500 ) $ 2,210,045

Balance, December 2023 388,819,204 $ 97,205 $ 3,619,654 $ ( 1,051,373 ) $ ( 556,293 ) $ 2,109,193

Continued on next page.

3 unchanged sentences

Consolidated Statements of Stockholders’ Equity

Six Months Ended September 2024

Nine Months Ended December 2024

Additional Paid-in Capital Accumulated Other Comprehensive Loss Accumulated Deficit

13 unchanged sentences

— — — 80,641 — 80,641

Balance, September 2024 389,283,419 $ 97,321 $ 3,565,198 $ ( 1,070,580 ) $ ( 1,185,572 ) $ 1,406,367

Six Months Ended September 2023

Balance, December 2024 389,541,568 $ 97,385 $ 3,554,724 $ ( 951,485 ) $ ( 1,020,394 ) $ 1,680,230

Nine Months Ended December 2023

Additional Paid-in Capital Accumulated Other Comprehensive Loss Accumulated Deficit

13 unchanged sentences

— — — ( 46,644 ) — ( 46,644 )

Balance, September 2023 388,883,825 $ 97,221 $ 3,638,029 $ ( 1,011,705 ) $ ( 513,500 ) $ 2,210,045

Balance, December 2023 388,819,204 $ 97,205 $ 3,619,654 $ ( 1,051,373 ) $ ( 556,293 ) $ 2,109,193

See notes to consolidated financial statements.

21 unchanged sentences

NOTE 18 Restructuring

NOTE 19 Subsequent Events

NOTE 19 Subsequent Event

VF Corporation Q3 FY25 Form 10-Q 10

2 unchanged sentences

The Company's current fiscal year runs from March 31, 2024 through March 29, 2025 (“Fiscal 2025”).

Accordingly, this Form 10-Q presents our second quarter of Fiscal 2025.

For presentation purposes herein, all references to periods ended September 2024 and September 2023 relate to the fiscal periods ended on September 28, 2024 and September 30, 2023, respectively.

Accordingly, this Form 10-Q presents our third quarter of Fiscal 2025.

For presentation purposes herein, all references to periods ended December 2024 and December 2023 relate to the fiscal periods ended on December 28, 2024 and December 30, 2023, respectively.

References to March 2024 relate to information as of March 30, 2024.

3 unchanged sentences

On October 1, 2024, VF completed the sale of Supreme.

During the three months ended September 2024, the Company determined that Supreme met the held-for-sale and discontinued operations accounting criteria.

Accordingly, b eginning in the second quarter of Fiscal 2025, VF has reported the results of Supreme and the related cash flows as discontinued operations in the Consolidated Statements of Operations and Consolidated Statements of Cash Flows, respectively.

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

During the second quarter of Fiscal 2025, the Company determined that Supreme met the held-for-sale and discontinued operations accounting criteria.

Accordingly, VF has reported the results of Supreme 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.

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

These changes have been applied to all periods presented.

6 unchanged sentences

In the opinion of management, the accompanying unaudited interim consolidated financial statements contain all normal and recurring adjustments necessary to fairly state the consolidated financial position, results of operations and cash flows of VF for the interim periods presented.

Operating results for the three and six months ended September 2024 are not necessarily indicative of results that may be expected for any other interim period or for Fiscal 2025.

Operating results for the three and nine months ended December 2024 are not necessarily indicative of results that may be expected for any other interim period or for Fiscal 2025.

For further information, refer to the consolidated financial statements and notes included in VF’s Annual Report on Form 10-K for the year ended March 30, 2024 (“Fiscal 2024 Form 10-K”).

9 unchanged sentences

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.

The Company adopted the required guidance in the first quarter of Fiscal 2024 and will disclose the rollforward information in our Annual Report on Form 10-K for the year ended March 29, 2025.

The Company adopted the required guidance in the first quarter of Fiscal 2024 and will disclose the rollforward information in our Annual Report on Form 10-K for Fiscal 2025.

Refer to Note 9 for disclosures related to the Company's supply chain financing program.

8 unchanged sentences

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.

The Company will include the additional disclosures in our Form 10-K for Fiscal 2025.

In December 2023, the FASB issued ASU No.

9 unchanged sentences

11 VF Corporation Q3 FY25 Form 10-Q

In November 2024, the FASB issued ASU No.

2024-03, " Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses" , which is intended to enhance expense disclosures by requiring additional disaggregation of certain costs and expenses, on an interim and annual basis,

within the footnotes to the financial statements.

The guidance will be effective for annual disclosures beginning in Fiscal 2028 and subsequent interim periods.

Early adoption is permitted and the amendments may be applied either prospectively or retrospectively.

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

NOTE 3 — REVENUES

1 unchanged sentence

The following table provides information about contract assets and contract liabilities:

(In thousands) September 2024 March 2024 September 2023

(In thousands) December 2024 March 2024 December 2023

Contract assets (a)

4 unchanged sentences

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

For the three and six months ended September 2024, the Company recognized $ 52.4 million and $ 97.4 million, respectively, of revenue that was included in the contract liability balance during the periods, 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.

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.

For the three and nine months ended December 2024, the Company recognized $ 61.9 million and $ 159.3 million, respectively, of revenue, which, for the nine months ended December 2024 included the majority of the contract liability balance at the beginning of the year, and, for both periods, included 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.

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

Performance Obligations

As of September 2024, the Company expects to recognize $ 69.7 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 December 2024, the Company expects to recognize $ 61.0 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.

The variable consideration related to licensing arrangements is not disclosed as a remaining performance obligation as it qualifies for the sales-based royalty exemption.

VF has also elected the practical expedient to not disclose the transaction price allocated to remaining performance obligations for contracts with an original expected duration of one year or less.

As of September 2024, there were no arrang ements 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.

As of December 2024, there were no arrang ements 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.

Disaggregation of Revenues

The following tables disaggregate our revenues by channel and geography, which provides a meaningful depiction of how the nature, timing and uncertainty of revenues are affected by economic factors.

Three Months Ended September 2024

Three Months Ended December 2024

(In thousands) Outdoor Active Work Total

10 unchanged sentences

VF Corporation Q3 FY25 Form 10-Q 12

Three Months Ended September 2023

Three Months Ended December 2023

(In thousands) Outdoor Active Work Total

9 unchanged sentences

Total $ 1,738,579 $ 819,307 $ 222,308 $ 2,780,194

Six Months Ended September 2024

Nine Months Ended December 2024

(In thousands) Outdoor Active Work Total

9 unchanged sentences

Total $ 4,300,017 $ 2,449,972 $ 610,931 $ 7,360,920

Six Months Ended September 2023

Nine Months Ended December 2023

(In thousands) Outdoor Active Work Total

15 unchanged sentences

On October 1, 2024, VF completed the sale of Supreme.

VF received proceeds of $ 1.5 billion, subject to post closing adjustments, and recognized an after-tax estimated loss on sale of Supreme of $ 124.8 million, which is included in the income (loss) from discontinued operations, net of tax line item in the Consolidated Statements of Operations for the three and six months ended September 2024.

VF used a portion of the net cash proceeds to prepay $ 1.0 billion of its delayed draw Term Loan ("DDTL") pursuant to the terms of the DDTL Agreement, as amended, which required repayment within ten business days of VF’s receipt of the net cash proceeds from the sale of Supreme.

During the three months ended September 2024, the Company determined that Supreme met the held-for-sale and discontinued operations accounting criteria.

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

VF received proceeds of $ 1.486 billion, net of cash sold and subject to post-closing adjustments, resulting in an estimated after-tax loss on sale of $ 127.5 million, which is included in the income (loss) from discontinued operations, net of tax line item in the Consolidated Statement of Operations for the nine months ended December 2024.

An increase in the estimated after-tax loss on sale of $ 2.7 million was included in the income (loss) from discontinued operations, net of tax line item in the Consolidated Statements of Operations for the three months ended December 2024.

During the second quarter of Fiscal 2025, the Company determined that Supreme met the held-for-sale and discontinued operations accounting criteria.

Accordingly, the Company has reported the results of Supreme 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.

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

These changes have been applied to all periods presented.

The results of Supreme were previously reported in the Active segment.

The results of Supreme recorded in the income (loss) from discontinued operations, net of tax line item in the

Consolidated Statements of Operations were losses of $ 150.3 million (including an after-tax estimated loss on sale of $ 124.8 million) and $ 257.2 million (including an after-tax estimated loss on sale of $ 124.8 million and goodwill and intangible asset impairment charges of $ 145.0 million) for the three and six months ended September 2024, respectively, and income of $ 0.9 million and $ 6.5 million for the three and six months ended September 2023 , respectively.

During the three months ended June 2024, VF determined that a triggering event had occurred requiring impairment testing of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset.

The results of Supreme recorded in the income (loss) from discontinued operations, net of tax line item in the Consolidated Statements of Operations were losses of $ 1.3 million (including a $ 2.7 million increase to the estimated after-tax loss on sale) and $ 258.5 million (including the estimated after-tax loss on sale of $ 127.5 million and goodwill and intangible asset impairment charges of $ 145.0 million) for the three and nine months ended December 2024, respectively, and income of $ 49.3 million and $ 55.8 million for the three and nine months ended December 2023 , respectively.

During the first quarter of Fiscal 2025, VF determined that a triggering event had occurred requiring impairment testing of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset.

As a result of the impairment testing performed, VF recorded impairment charges of $ 94.0 million and $ 51.0 million to the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, respectively.

3 unchanged sentences

In addition, interest expense and the related interest rate swap impact for the DDTL were reallocated to discontinued operations due to the requirement within the DDTL Agreement, as amended, that the DDTL be prepaid upon the receipt of the net cash proceeds from the sale of Supreme.

VF Corporation Q3 FY25 Form 10-Q 14

Summarized Discontinued Operations Financial Information

The following table summarizes the major line items for Supreme that are included in the income (loss) from discontinued operations, net of tax line item in the Consolidated Statements of Operations:

Three Months Ended September Six Months Ended September

Three Months Ended December Nine Months Ended December

(In thousands) 2024 2023 2024 2023

12 unchanged sentences

(a) As noted above, interest expense and the related interest rate swap im pact for the DDTL were realloc ated to discontinued operations.

VF Corporation Q2 FY25 Form 10-Q 14

The following table summarizes the carrying amounts of major classes of assets and liabilities of discontinued operations for each of the periods presented:

(In thousands) September 2024 March 2024 September 2023

The following table summarizes the carrying amounts of major classes of assets and liabilities of discontinued operations as of March 2024 and December 2023 .

(In thousands) March 2024 December 2023

Cash and equivalents $ 18,229 $ 12,069

9 unchanged sentences

( 87,479 ) ( 89,260 )

Allowance to reduce assets to estimated fair value, less costs to sell ( 132,538 ) — —

Total assets of discontinued operations $ 1,825,867 $ 1,803,402

6 unchanged sentences

NOTE 5 — INVENTORIES

(In thousands) September 2024 March 2024 September 2023

(In thousands) December 2024 March 2024 December 2023

Finished products $ 1,756,117 $ 1,658,168 $ 2,050,549

2 unchanged sentences

Total inventories $ 1,794,517 $ 1,697,823 $ 2,094,222

15 VF Corporation Q3 FY25 Form 10-Q

NOTE 6 — INTANGIBLE ASSETS

September 2024 March 2024

December 2024 March 2024

(In thousands) Weighted

7 unchanged sentences

Intangible assets, net $ 1,706,741 $ 1,776,482

Amortization expense for the three and six months ended September 2024 was $ 3.4 million and $ 6.7 million, respectively.

During the three months ended December 2024, VF performed an interim impairment analysis of the Dickies indefinite-lived trademark intangible asset and recorded an impairment charge of $ 51.0 million to reduce the carrying value to fair value.

Refer to Note 16 for additional information on fair value measurements.

Amortization expense for the three and nine months ended December 2024 was $ 3.3 million and $ 10.0 million, respectively.

Based on the carrying amounts of amortizable intangible assets noted above, estimated amortization expense for the next five years beginning in Fiscal 2025 is $ 13.1 million, $ 12.1 million, $ 11.6 million, $ 10.7 million and $ 9.7 million, respectively.

15 VF Corporation Q2 FY25 Form 10-Q

NOTE 7 — GOODWILL

3 unchanged sentences

Foreign currency translation ( 1,932 ) ( 9,064 ) — ( 10,996 )

Balance, September 2024 $ 207,881 $ 392,553 $ 51,500 $ 651,934

Accum ulated impairm ent charges for the Outdoor and Work segments were $ 769.0 million and $ 61.8 million , respectively, a s of September 2024 and March 2024.

No impai rment charges were recorded during the six months ended September 2024 .

Balance, December 2024 $ 203,936 $ 378,924 $ 51,500 $ 634,360

Accum ulated impairm ent charges for the Outdoor and Work segments were $ 769.0 million and $ 61.8 million, re spectively, a s of December 2024 and March 2024.

No impai rment charges were recorded during the nine months ended December 2024 .

NOTE 8 — LEASES

1 unchanged sentence

The substantial majority of these leases are operating leases.

Total lease cost includes operating lease cost, variable lease cost, finance lease cost, short-term lease cost and gains recognized from sale leaseback transactions.

Total lease cost includes operating lease cost, variable lease cost, finance lease cost, short-term lease co st, impairment a nd gains recognized from sale leaseback transactions.

The components of lease cost were as follows:

Three Months Ended September Six Months Ended September

Three Months Ended December Nine Months Ended December

(In thousands) 2024 2023 2024 2023

2 unchanged sentences

Total lease cost $ 146,443 $ 144,599 $ 404,106 $ 421,319

During the six months ended September 2024, the Company entered int o a sale leaseback transaction for certain warehouse real estate and related assets.

The transaction qualified as a sale, and thus the Company reco gnized a ga in of $ 15.5 million in the selling, general and administrative expenses line item in VF's Consolidated Statement of Operations for the six months ended September 2024.

During the six months ended September 2024 and 2023, the Company pai d $ 211.8 million and $ 209.3 million for operating leases, respectively.

During the six months ended September 2024 and 2023, the Company obtained $ 227.9 million and $ 139.1 million of right-of-use assets in exchange for lease liabili ties, respectively.

During the nine months ended December 2024, the Company entered int o a sale leaseback transaction for certain warehouse real estate and related assets.

The transaction qualified as a sale, and thus the Company reco gnized a ga in of $ 15.5 million in the selling, general and administrative ("SG&A") expenses line item in VF's Consolidated Statement of Operations for the nine months ended December 2024.

Du ring the nine months ended December 2024 and 2023, the Company paid $ 314.5 million and $ 308.5 million for operating leases, respectively.

During the nine months ended December 2024 and 2023, the Company obtained $ 307.8 million and $ 204.8 million of right-of-use assets in exchange for lease liabili ties, respectively.

VF Corporation Q3 FY25 Form 10-Q 16

NOTE 9 — SUPPLY CHAIN FINANCING PROGRAM

5 unchanged sentences

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 September 2024, March 2024 and September 2023, the accounts payable line item in VF’s Consolidated Balance Sheets included total outstanding obligations of $ 804.9 million, $ 485.0 million and $ 688.0 million, respectively, due to suppliers that are eligible to participate in the SCF program.

VF Corporation Q2 FY25 Form 10-Q 16

At December 2024, March 2024 and December 2023, the accounts payable line item in VF’s Consolidated Balance Sheets included total outstanding obligations of $ 661.4 million, $ 485.0 million and $ 599.0 million, respectively, due to suppliers that are eligible to participate in the SCF program.

NOTE 10 — PENSION PLANS

The components of pension cost for VF’s defined benefit plans were as follows:

Three Months Ended September Six Months Ended September

Three Months Ended December Nine Months Ended December

(In thousands) 2024 2023 2024 2023

3 unchanged sentences

Settlement charges — 131 — 3,430

Curtailments ( 638 ) — ( 638 ) —

Amortization of deferred amounts:

2 unchanged sentences

Net periodic pension cost $ 3,118 $ 2,206 $ 10,592 $ 9,872

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

VF co ntributed $ 3.4 million to its defined benefit plans during the six months ended September 2024, and intends to make approximately $ 12.7 million of contributions during the remainder of Fiscal 2025.

VF recorded $ 3.3 million in settlement charges in the other income (expense), net line item in the Consolidated Statement of Operations for the six months ended September 2023.

VF has reported the service cost component of net periodic pension cost i n operating income (loss) an d the other components, 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 in the Consolidated Statements of Operations.

VF co ntributed $ 6.3 million to its defined benefit plans during the nine months ended December 2024, and intends to make approximately $ 10.3 million of contributions during the remainder of Fiscal 2025.

VF recorded $ 0.1 million and $ 3.4 million in settlement charges in the other income (expense), net line item in the Consolidated Statements of Operations for the three and nine months ended December 2023, respectively.

The settlement charges related to the recognition of deferred actuarial losses resulting from lump-sum payments of retirement benefits in the supplemental defined benefit pension plan.

Actuarial assumptions used in the interim valuations were reviewed and revised as appropriate.

VF recorded $ 0.6 million in curtailment gains in the other income (expense), net line item in the Consolidated Statements of Operations for the three and nine months ended December 2024, related to employee exits from an international plan resulting from restructuring actions.

NOTE 11 — CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS

During the six months ended September 2024, the Company did no t purc hase shares of Common Stock in open market transactions under its share repurchase program authorized by VF’s Board of Directors.

During the nine months ended December 2024, the Company did no t purchase shares of Common Stock in open market transactions under its share repurchase program authorized by VF’s Board of Directors.

These are treated as treasury stock transactions when shares are repurchased.

Common Stock out standing is net of shares held in treasury which are, in substance, retired.

There were no shares held in treasury at the end of September 2024, March 2024 or September 2023.

Common Stock outstanding is net of shares held in treasury which are, in substance, retired.

There were no shares held in treasury at the end of December 2024, March 2024 or December 2023.

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 (accumulated deficit).

17 VF Corporation Q3 FY25 Form 10-Q

Accumulated Other Comprehensive Loss

2 unchanged sentences

The deferred components o f other comprehensive income (loss) are reported, net of related income taxes, in accu mulated other comprehensive loss ("OC L") in stockholders’ equity, as follows:

(In thousands) September 2024 March 2024 September 2023

(In thousands) December 2024 March 2024 December 2023

Foreign currency translation and other $ ( 846,574 ) $ ( 868,439 ) $ ( 856,853 )

2 unchanged sentences

Accumulated other comprehensive loss $ ( 951,485 ) $ ( 1,064,331 ) $ ( 1,051,373 )

17 VF Corporation Q2 FY25 Form 10-Q

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

Three Months Ended September 2024

Three Months Ended December 2024

(In thousands) Foreign Currency Translation and Other Defined Benefit Pension Plans Derivative Financial Instruments Total

Balance, June 2024 $ ( 887,892 ) $ ( 178,701 ) $ 12,966 $ ( 1,053,627 )

Balance, September 2024 $ ( 869,994 ) $ ( 175,087 ) $ ( 25,499 ) $ ( 1,070,580 )

Other comprehensive income (loss) before reclassifications

2 unchanged sentences

75,293 3,193 4,513 82,999

Net other comprehensive income (loss)

Net other comprehensive income

23,420 3,094 92,581 119,095

Balance, September 2024 $ ( 869,994 ) $ ( 175,087 ) $ ( 25,499 ) $ ( 1,070,580 )

Three Months Ended September 2023

Balance, December 2024 $ ( 846,574 ) $ ( 171,993 ) $ 67,082 $ ( 951,485 )

Three Months Ended December 2023

(In thousands) Foreign Currency Translation and Other Defined Benefit Pension Plans Derivative Financial Instruments Total

Balance, June 2023 $ ( 872,800 ) $ ( 161,211 ) $ ( 19,518 ) $ ( 1,053,529 )

Balance, September 2023 $ ( 878,089 ) $ ( 155,638 ) $ 22,022 $ ( 1,011,705 )

Other comprehensive income (loss) before reclassifications

4 unchanged sentences

21,236 ( 63 ) ( 60,841 ) ( 39,668 )

Balance, September 2023 $ ( 878,089 ) $ ( 155,638 ) $ 22,022 $ ( 1,011,705 )

Six Months Ended September 2024

Balance, December 2023 $ ( 856,853 ) $ ( 155,701 ) $ ( 38,819 ) $ ( 1,051,373 )

Nine Months Ended December 2024

(In thousands) Foreign Currency Translation and Other Defined Benefit Pension Plans Derivative Financial Instruments Total

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

Other comprehensive loss before reclassifications ( 1,555 ) ( 36 ) ( 32,053 ) ( 33,644 )

Other comprehensive income (loss) before reclassifications ( 53,428 ) ( 135 ) 56,015 2,452

Amounts reclassified from accumulated other comprehensive loss

75,293 10,475 24,626 110,394

Net other comprehensive income (loss)

Net other comprehensive income

21,865 10,340 80,641 112,846

Balance, September 2024 $ ( 869,994 ) $ ( 175,087 ) $ ( 25,499 ) $ ( 1,070,580 )

Six Months Ended September 2023

Balance, December 2024 $ ( 846,574 ) $ ( 171,993 ) $ 67,082 $ ( 951,485 )

VF Corporation Q3 FY25 Form 10-Q 18

Nine Months Ended December 2023

(In thousands) Foreign Currency Translation and Other Defined Benefit Pension Plans Derivative Financial Instruments Total

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2,798 11,991 ( 46,644 ) ( 31,855 )

Balance, September 2023 $ ( 878,089 ) $ ( 155,638 ) $ 22,022 $ ( 1,011,705 )

VF Corporation Q2 FY25 Form 10-Q 18

Balance, December 2023 $ ( 856,853 ) $ ( 155,701 ) $ ( 38,819 ) $ ( 1,051,373 )

Reclassifications out of accumulated OCL were as follows:

(In thousands) Three Months Ended September Six Months Ended September

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

Details About Accumulated Other Comprehensive Loss Components Affected Line Item in the Consolidated Statements of Operations

2024 2023 2024 2023

Losses on foreign currency translation and other:

Sale of Supreme

Income (loss) from discontinued operations, net of tax (a)

$ ( 75,293 ) $ — $ ( 75,293 ) $ —

Total before tax

( 75,293 ) — ( 75,293 ) —

Tax benefit (expense)

( 75,293 ) — ( 75,293 ) —

Amortization of defined benefit pension plans:

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Other income (expense), net 148 136 442 408

Pension settlement charges

Pension curtailment gains and settlement charges

Other income (expense), net 638 ( 131 ) 638 ( 3,430 )

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Foreign exchange contracts

Selling, general and administrative expenses ( 47 ) 1,007 ( 455 ) 2,308

SG&A expenses 166 833 ( 289 ) 3,141

Foreign exchange contracts

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Total reclassifications for the period, net of tax $ ( 82,999 ) $ ( 3,683 ) $ ( 110,394 ) $ 5,271

(a) Foreign currency translation losses related to Supreme were included in the carrying value of the disposal group used in determining the estimated loss on sale recorded during the second quarter of Fiscal 2025.

Upon completion of the sale of Supreme on October 1, 2024, these amounts were reclassified out of accumulated OCL into the income (loss) from discontinued operations, net of tax line item in the Consolidated Statements of Operations for the three and nine months ended December 2024 and offset against the derecognition of the previously recorded allowance on the disposal group.

19 VF Corporation Q3 FY25 Form 10-Q

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Incentive Equity Awards Granted

During the six months ended September 2024, VF granted stock options to employees and nonemployee members of VF's Board of Directors to purchase 6,415,325 shares of its Common Stock at a weighted average exercise price of $ 13.08 per share.

During the nine months ended December 2024, VF granted stock options to employees and nonemployee members of VF's Board of Directors to purchase 6,560,921 shares of its Common Stock at a weighted average exercise price of $ 13.26 per share.

The exercise price of each option granted was equal to the fair market value of VF Common Stock on the date of grant.

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The grant date fair value of each option award was calculated using a lattice option-pricing valuation model, which incorporated a range of assumptions for inputs as follows:

Six Months Ended September 2024

Nine Months Ended December 2024

Expected volatility 37 % to 53 %

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Weighted average fair value at date of grant $ 5.30

During the six months ended September 2024, VF granted 1,510,938 performance-based restricted stock units ("RSUs") to executives that enable them to receive shares of VF Common Stock at the end of a three-year performance cycle.

During the nine months ended December 2024, VF granted 1,544,680 performance-based restricted stock units ("RSUs") to executives that enable them to receive shares of VF Common Stock at the end of a three-year performance cycle.

The weighted average fair market value of VF Common Stock at the dates the units were granted was $ 16.61 per share.

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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 $ 2.05 per share.

During the six months ended September 2024, VF granted 92,384 nonperformance-based stock units to nonemployee members of the Board of Directors.

During the nine months ended December 2024, VF granted 92,384 nonperformance-based stock units to nonemployee members of the Board of Directors.

These units vest upon grant and will be settled in shares of VF Common Stock one year from the date of grant.

The weighted average fair market value of VF Common Stock at the dates the units were granted was $ 16.42 per share.

In addition, VF granted 3,249,172 nonperformance-based RSUs to employees during the six months ended September 2024.

In addition, VF granted 3,486,294 nonperformance-based RSUs to employees during the nine months ended December 2024.

These units generally vest over periods up to four years from the date of grant and each unit entitles the holder to one share of VF Common Stock.

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NOTE 13 — INCOME TAXES

The effective income tax rate for the six months ended September 2024 was 22.5 % compared to 316.1 % in the 2023 period.

The six months ended September 2024 included a net discrete tax benefit of $ 5.8 million, which was comprised primarily of a $ 9.5 million net tax benefit related to unrecognized tax benefits and interest, and a $ 5.3 million tax expense related to stock compensation.

The effective income tax rate for the nine months ended December 2024 was 16.1 % compared to 578.0 % in the 2023 period.

The nine months ended December 2024 included a net discrete tax benefit of $ 1.9 million, which was comprised primarily of a $ 5.8 million net tax benefit related to unrecognized tax benefits and interest, and a $ 5.9 million tax expense related to stock compensation.

Excluding the $ 1.9 million net discrete tax benefit in the 2024 period, the effective income tax rate would have been 16.8 %.

The six months ended September 2023 included a net discrete tax expense of $ 703.3 million, primarily related to the tax effects of decisions in the Timberland tax case and Belgium excess profits ruling, which are discussed further below.

The nine months ended December 2023 included a net discrete tax expense of $ 693.8 million, primarily related to the tax effects of decisions in the Timberland tax case and Belgium excess profits ruling, which are discussed further below.

Excluding the $ 693.8 million net discrete tax expense in the 2023 period, the effective income tax rate would have been 31.0 %.

Without discrete items, the effective income tax rate for the six months ended September 2024 increased by 10.6 % compared with the 2023 period primarily due to disproportionate

year-to-date losses in jurisdictions with no tax benefit, as well as the jurisdictional mix of earnings.

Without discrete items, the effective income tax rate for the nine months ended December 2024 decreased by 14.2 % compared with the 2023 period primarily due to disproportionate year-to-date losses in jurisdictions with no tax benefit and

jurisdictional mix of earnings as well as the impairment of nondeductible goodwill in the prior year.

As previously reported, VF petitioned the U.S.

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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 three months ended September 2023.

VF files a consolidated U.S.

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

During the six months ended September 2024, the amount of net unrecognized tax benefits and associated interest decreased by $ 6.3 million to $ 296.5 million.

During the nine months ended December 2024, the amount of net unrecognized tax benefits and associated interest decreased by $ 2.7 million to $ 300.1 million.

Management believes that it is reasonably possible that the amount of unrecognized income tax benefits and interest may decrease during the next 12 months by approximately $ 120.8 million due to settlement of audits and expiration of statutes of limitations, of which $ 117.6 million would reduce income tax expense.

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

Three Months Ended September Six Months Ended September

Three Months Ended December Nine Months Ended December

(In thousands) 2024 2023 2024 2023

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Total segment revenues $ 2,833,912 $ 2,780,194 $ 7,360,920 $ 7,668,380

Segment profit:

Segment profit (loss):

Outdoor $ 400,593 $ 304,741 $ 604,592 $ 557,830

Active 103,659 121,189 172,759 222,324

12,273 32,305 185,032 254,629

Work 13,521 ( 1,864 ) 39,257 13,482

Total segment profit 426,387 335,182 828,881 825,941

Impairment of goodwill and intangible assets ( 51,000 ) ( 257,096 ) ( 51,000 ) ( 257,096 )

Corporate and other expenses ( 142,202 ) ( 140,324 ) ( 395,959 ) ( 316,219 )

Interest expense, net (a)

Interest expense, net (b)

( 36,516 ) ( 49,096 ) ( 120,151 ) ( 125,783 )

Income from continuing operations before income taxes

Income (loss) from continuing operations before income taxes

$ 196,669 $ ( 111,334 ) $ 261,771 $ 126,843

(a) Interest expense and the related interest rate swap im pact for the DDTL, which totaled $ 16.2 million and $ 31.1 million for the three and six months ended September 2024, respectively, and $ 14.8 million and $ 29.3 million for the three and six months ended September 2023, respectively, were reallocated to discontinued operations due to the requiremen t within the DDTL's amended agreement that the DDTL be prepaid upon the receipt of the net cash proceeds from the sale of Supreme.

(a) Includes legal settlement gains of $ 29.1 million in the three and nine months ended December 2023.

(b) Interest expense and the related interest rate swap im pact for the DDTL, which totaled $ 31.1 million for the nine months ended December 2024, and $ 14.9 million and $ 44.2 million for the three and nine months ended December 2023, respectively, were reallocated to discontinued operations due to the requiremen t within the DDTL's amended agreement that the DDTL be prepaid upon the receipt of the net cash proceeds from the sale of Supreme.

21 VF Corporation Q3 FY25 Form 10-Q

NOTE 15 — EARNINGS (LOSS) PER SHARE

Three Months Ended September Six Months Ended September

Three Months Ended December Nine Months Ended December

(In thousands, except per share amounts) 2024 2023 2024 2023

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393,908 388,383 391,435 388,294

Earning (loss) per share from continuing operations

Earnings (loss) per share from continuing operations

$ 0.43 $ ( 0.24 ) $ 0.56 $ ( 1.56 )

Outstanding stock options and other potentially dilutive securities of approximately 13.1 million and 15.9 million shares were excluded from the calculations of diluted earnings per share for the three and six-month periods ended September 2024 , respectively, because the effect of their inclusion would have been anti-dilutive to those periods.

In addition, 2.4 million and 1.6 million shares of performance-based RSUs were excluded from the calculations of diluted earnings per share for the three and six-months periods ended September 2024 , respectively, because these units were not considered to be contingent outstanding shares in those periods.

In the three and six-month periods ended September 2023, the dilutive impacts of all outstanding stock options and other dilutive securities were excluded from dilutive shares as a result of the Company's loss from continuing operations for the periods and, as such, their inclusion would have been anti-dilutive.

As a result, a total of 19.3 million and 19.0 million potentially dilutive shares related to stock options and other dilutive securities were excluded from the diluted loss per share calculations for the three and six-month periods ended September 2023, respectively.

Outstanding stock options and other potentially dilutive securities of approximately 9.0 million and 13.6 million shares were excluded from the calculations of diluted earnings per share for the three and nine-month periods ended December 2024 , respectively, because the effect of their inclusion would have been anti-dilutive to those periods.

In addition, 2.4 million and 1.9 million shares of performance-based RSUs were excluded from the calculations of diluted earnings per share for the three and nine-month periods ended December 2024 , respectively, because these units were not considered to be contingent outstanding shares in those periods.

In the three and nine-month periods ended December 2023, the dilutive impacts of all outstanding stock options and other dilutive securities were excluded from dilutive shares as a result of the Company's loss from continuing operations for the periods and, as such, their inclusion would have been anti-dilutive.

As a result, a total of 19.2 million and 19.0 million potentially dilutive shares related to stock options and other dilutive securities were excluded from the diluted loss per share calculations for the three and nine-month periods ended December 2023, respectively.

NOTE 16 — FAIR VALUE MEASUREMENTS

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(In thousands) Level 1 Level 2 Level 3

September 2024

December 2024

Financial assets:

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Deferred compensation 90,804 — 90,804 —

(a) There w ere no tra nsfers among the levels within the fair value hierarchy during the six months ended September 2024 or the year ended March 2024.

(a) There w ere no transfers amon g the levels within the fair value hierarchy during the nine months ended December 2024 or the year ended March 2024.

The following table presents the change in fair value of the contingent consulting fees designated as Level 3:

(In thousands) Contingent Consulting Fees

Balance, September 2024 $ 13,563

Change in fair value 8,388

Balance, December 2024 $ 21,951

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.

The fair value of derivative financial instruments, which consist of foreign exchange forward contracts and interest rate swap contracts, is determined based on observable market inputs (Level 2), including spot and forward exchange rates for foreign currencies and interest rate forward curves, and considers the credit risk of the Company and its counterparties.

The fair value of derivative financial instruments, which consist of foreign exchange forward contracts and interest rate swap contracts (through their settlement in the three months ended December 2024), is determined based on observable market inputs (Level 2), including spot and forward exchange rates for foreign currencies and interest rate forward curves, and considers the credit risk of the Company and its counterparties.

VF’s deferred compensation assets primarily represent investments held within plan trusts as an economic hedge of the related deferred compensation liabilities.

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.

During the three months ended September 2024, VF entered into a contract with a consulting firm to support Reinvent, VF's transformation program.

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.

During the second quarter of Fiscal 2025, VF entered into a contract with a consulting firm to support Reinvent, VF's transformation program.

The contract includes contingent fees tied to increases in VF's stock price.

These fees are accounted for under Accounting Standards Codification Topic 718 — Stock Compensation ("ASC 718") as a liability award to a non-employee.

Accordingly, VF has utilized the Monte Carlo valuation model

(Level 3) to estimate the fair value of the award at its inception, and will adjust such fair value on a quarterly basis over the measurement period, which concludes on June 30, 2027.

The valuation includes the effects of market conditions that are based upon VF's stock price performance relative to stock price targets and a minimum payout dependent on the Standard & Poor's 500 Index return and VF's TSR versus that of peer companies over the measurement period.

As of September 2024, the total fair value of the contingent fees was $ 30.7 million, of which $ 13.6 million was recognized as of September 2024.

Accordingly, VF has utilized the Monte Carlo valuation model (Level 3) to estimate the fair value of the award at its inception, and will adjust such fair value on a quarterly basis over the measurement period, which concludes on June 30, 2027.

Changes in the fair value are recognized in the SG&A expenses line item in the Consolidated Statements of Operations over the relevant service period.

The valuation includes the effects of market conditions that are based upon VF's stock price

23 VF Corporation Q3 FY25 Form 10-Q

performance relative to stock price targets and a minimum payout dependent on the Standard & Poor's 500 Index return and VF's TSR versus that of peer companies over the measurement period.

As of December 2024, the total fair val ue of the contingent fees was $ 36.2 million, with $ 8.4 million and $ 22.0 million recognized in the three and nine months ended December 2024, respectively.

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.

These other financial assets and financial liabilities include cash held as demand deposits, accounts receivable, short-term borrowings, accounts payable and accrued liabilities.

At September 2024 and March 2024, their carrying values approximated their fair values.

Additionally, at September 2024 and March 2024, the carrying values of VF’s long-term debt, including the current portion, were $ 5,778.6 million and $ 5,703.0 million, respectively, compared with fair values of $ 5,437.7 million and $ 5,263.3 million at those respective dates.

At December 2024 and March 2024, their carrying values approximated their fair values.

Additionally, at December 2024 and March 2024, the carrying values of VF’s long-term debt, including the current portion, were $ 4,635.1 million and $ 5,703.0 million, respectively, compared with fair values of $ 4,315.2 million and $ 5,263.3 million at those respective dates.

Fair value for long-term debt is a Level 2 estimate based on quoted market prices or values of comparable borrowings.

23 VF Corporation Q2 FY25 Form 10-Q

Nonrecurring Fair Value Measurements

Dickies Indefinite-Lived Intangible Asset Impairment Analysis

During the three months ended December 2024, management determined that the continued downturn in the Dickies financial results and projections, combined with expectations of a slower recovery than previously anticipated, 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 November 23, 2024 testing date was $ 290.0 million.

As a result of the impairment testing performed, VF recorded an impairment charge of $ 51.0 million to write down the Dickies indefinite-lived trademark intangible asset to its estimated fair value.

The Dickies ® brand, acquired in 2017, sells authentic, functional, durable and affordable workwear and has expanded to include work-inspired, casual-use products.

Products are sold globally through mass merchants, specialty stores, independent distributors and licensees, independently-operated partnership stores, concession retail stores, VF-operated stores, on websites with strategic digital partners and online at www.dickies.com.

The Dickies ® brand is inc luded in the Work reportable segment.

The fair value of the Dickies indefinite-lived trademark intangible asset was estimated using valuation techniques consistent with those discussed in the Critical Accounting Policies and Estimates section included in Management's Discussion and Analysis in the Fiscal 2024 Form 10-K.

Management's revenue forecasts used in the Dickies indefinite-lived trademark intangible asset 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 Dickies indefinite-lived trademark intangible asset include:

• Revenue projections, 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, a return to moderate revenue growth by the end of the projection period that reflects the long-term strategy for the business, and a terminal growth rate based on the expected long-term growth rate of the business;

• Tax rates based on the statutory rates for the countries in which the related intellectual property is domiciled;

• A reduced royalty rate based on market data and current performance of the brand as well as active license agreements for the Dickies ® brand and similar VF brands;

• Market-based discount rates.

The valuation model used by management in the impairment testing assumes an extended recovery period from the recent downturn in the brand's operating results and a return to moderate revenue growth by the end of the projection period.

If the brand is unable to achieve the financial projections, royalty rates decrease, or if market-based discount rates increase, additional impairment of the indefinite-lived trademark intangible asset could occur in the future.

NOTE 17 — DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES

Summary of Derivative Financial Instruments

VF’s outstanding derivative financial instruments include foreign currency exchange forward contracts and interest rate swap contracts.

All of VF’s outstanding derivative financial instruments at December 2024 are foreign currency exchange forward contracts.

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 were $ 3.1 billion at September 2024, $ 3.1 billion at March 2024 and $ 3.3 billion at September

2023, consisting primarily of contracts hedging exposures to the euro, British pound, Canadian dollar, Swiss franc, Mexican peso, Chinese renminbi, Polish zloty, Swedish krona, South Korean won, and Japanese yen.

The notional amounts of all outstanding foreign currency exchange forward contracts were $ 3.1 billion at December 2024, $ 3.1 billion at March 2024 and $ 3.0 billion at December 2023, consisting primarily of contracts hedging exposures to the euro,

British pound, Canadian dollar, Swiss franc, Mexican peso, Chinese renminbi, Polish zloty, Swedish krona, South Korean won, and Japanese yen.

These derivative contracts have maturities up to 20 months.

The notional amount of VF's outstanding interest rate swap contracts was $ 500.0 million at September 2024, March 2024 and September 2023.

These contracts hedge the cash flow risk of interest payments on the variable-rate DDTL Agreement.

During the three months ended December 2024, VF settled interest rate swap contracts that were in place to hedge the cash flow risk of interest payments on the variable-rate DDTL Agreement.

The DDTL was prepaid on October 4, 2024.

The notional amount of VF's outstanding interest rate swap contracts was $ 500.0 million at March 2024 and December 2023.

VF Corporation Q3 FY25 Form 10-Q 24

The following table presents outstanding derivatives on an individual contract basis:

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with Unrealized Losses

(In thousands) September 2024 March 2024 September 2023 September 2024 March 2024 September 2023

(In thousands) December 2024 March 2024 December 2023 December 2024 March 2024 December 2023

Derivatives Designated as Hedging Instruments:

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If VF were to offset and record the asset and liability balances on a net basis in accordance with the terms of its master netting agreements, the amounts presented in the Consolidated Balance Sheets would be adjusted from the current gross presentation to the net amounts as detailed in the following table:

September 2024 March 2024 September 2023

December 2024 March 2024 December 2023

(In thousands) Derivative

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Derivatives are classified as current or noncurrent based on maturity dates, as follows:

(In thousands) September 2024 March 2024 September 2023

(In thousands) December 2024 March 2024 December 2023

Derivative Instruments Balance Sheet Location

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Interest rate contracts Other current assets — 2,335 1,737

Interest rate contracts Other assets — — 4,897

VF Corporation Q2 FY25 Form 10-Q 24

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 interest payments on its variable-rate debt.

The Company also used interest rate swap contracts to hedge against a portion of the exposure related to its interest payments on its variable-rate debt, which was prepaid on October 4, 2024.

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:

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Recognized in Accumulated OCL

Three Months Ended September Gain (Loss) on Derivatives

Three Months Ended December Gain (Loss) on Derivatives

Recognized in Accumulated OCL

Six Months Ended September

Nine Months Ended December

Cash Flow Hedging Relationships 2024 2023 2024 2023

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Total $ 104,729 $ ( 73,375 ) $ 70,315 $ ( 36,220 )

25 VF Corporation Q3 FY25 Form 10-Q

(In thousands) Gain (Loss) Reclassified from

Accumulated OCL into Net Income (Loss)

Three Months Ended September Gain (Loss) Reclassified from Accumulated OCL into Net Income (Loss)

Six Months Ended September

Three Months Ended December Gain (Loss) Reclassified from Accumulated OCL into Net Income (Loss)

Nine Months Ended December

Cash Flow Hedging Relationships Location of Gain (Loss) 2024 2023 2024 2023

1 unchanged sentence

Foreign exchange contracts Cost of goods sold 4,648 ( 2,697 ) ( 9,479 ) 14,777

Foreign exchange contracts Selling, general and administrative expenses ( 47 ) 1,007 ( 455 ) 2,308

Foreign exchange contracts SG&A expenses 166 833 ( 289 ) 3,141

Foreign exchange contracts Other income (expense), net ( 970 ) 536 ( 973 ) ( 725 )

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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.

During the six months ended September 2023, 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 $ 8.1 million loss in cost of goods sold during the six months ended September 2023.

During the nine months ended December 2023, 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 $ 8.3 million loss in cost of goods sold during the nine months ended December 2023.

There were no material reclassifications in the other periods presented.

Other Derivative Information

A t September 2024, accumulated OCL included $ 21.4 million of pre-tax net deferred losses for foreign currency exchange

contracts and a $ 0.3 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.

At December 2024, accumulated OCL included $ 38.9 million of 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.

Net Investment Hedge

The Company has designated its euro-denominated fixed-rate notes, which represented € 2.0 billion in aggregate principal as of September 2024, as a net investment hedge of VF’s investment in certain foreign operations.

The Company has designated its euro-denominated fixed-rate notes, which represented € 2.0 billion in aggregate principal as of December 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 three and six-month periods ended September 2024, the Company recognized an after-tax loss of $ 64.8 million and an after-tax loss of $ 54.0 million, respectively, in other comprehensive income (loss) related to the net investment hedge transaction and an after-tax gain of $ 65.9 million and $ 55.5 million for the three and six-month periods ended September 2023, respectively.

During the three and nine-month periods ended December 2024, the Company recognized an after-tax gain of $ 108.6 million and $ 54.7 million, respectively, in other comprehensive income (loss) related to the net investment hedge transaction and an after-tax loss of $ 74.8 million and $ 19.3 million for the three and nine-month periods ended December 2023, respectively.

Any amounts deferred in accumulated OCL will remain until the hedged investment is sold or substantially liquidated.

25 VF Corporation Q2 FY25 Form 10-Q

NOTE 18 — RESTRUCTURING

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Cash payments are generally expected to be paid within one year of charges incurred.

During the six months ended September 2024, $ 21.3 million of cash payments related to the Reinvent charges were made.

The type of cost and respective location of restructuring charges related to Reinvent for the three and six months ended September 2024, and the cumulative charges recorded since the inception of Reinvent were as follows:

(In thousands) Three Months Ended September 2024 Six Months Ended September 2024 Cumulative Charges

Type of Cost Statement of Operations Location

Severance and employee-related benefits Selling, general and administrative expenses $ 8,158 $ 19,299 $ 84,121

During the nine months ended December 2024, $ 37.4 million of cash payments related to the Reinvent charges were made.

VF Corporation Q3 FY25 Form 10-Q 26

The type of cost and respective location of restructuring charges related to Reinvent within VF's Consolidated Statement of Operations for the three and nine months ended December 2024 and 2023, and the cumulative charges recorded since the inception of Reinvent were as follows:

Three Months Ended December Nine Months Ended December Cumulative Charges

(In thousands) 2024 2023 2024 2023

Type of Cost Location

Severance and employee-related benefits SG&A expenses $ 16,976 $ 27,392 $ 36,275 $ 27,392 $ 101,097

Severance and employee-related benefits Cost of goods sold — 4,210 181 4,210 4,691

Contract termination and other Selling, general and administrative expenses — 737 737

Contract termination and other SG&A expenses — — 737 — 737

Contract termination and other Cost of goods sold — — 157 — 157

Asset impairments and write-downs Selling, general and administrative expenses — 500 39,886

Pension withdrawal Selling, general and administrative expenses 3,619 3,619 3,619

Accelerated depreciation Selling, general and administrative expenses 18 879 879

Asset impairments and write-downs SG&A expenses — 18,739 500 18,739 39,886

Pension withdrawal SG&A expenses — — 3,619 — 3,619

Curtailment gains Other income (expense), net ( 638 ) — ( 638 ) — ( 638 )

Accelerated depreciation SG&A expenses 50 — 929 — 929

Accelerated depreciation Cost of goods sold — — 17 — 17

Total Reinvent Restructuring Charges $ 16,388 $ 50,341 $ 41,777 $ 50,341 $ 150,495

All restructuring charges related to Reinvent recognized in the three and six months ended September 2024 were reported within 'Corporate and other' expenses in Note 14, Reportable Segment Information.

All restructuring charges related to Reinvent recognized in the three and nine months ended December 2024 and December 2023 were reported within 'Corporate and other' expenses in Note 14, Reportable Segment Information.

Other Restructuring Charges

Other Restructuring Charges are related to various approved initiatives.

The type of cost and respective location of Other Restructuring Charges for the three and six months ended September 2024 and 2023 were as follows:

Three Months Ended September Six Months Ended September

The type of cost and respective location of Other Restructuring Charges within VF's Consolidated Statement of Operations for the three and nine months ended December 2024 and 2023 were as follows:

Three Months Ended December Nine Months Ended December

(In thousands) 2024 2023 2024 2023

Type of Cost Statement of Operations Location

Severance and employee-related benefits Selling, general and administrative expenses $ — $ — $ — $ 676

Contract termination and other Selling, general and administrative expenses 154 435 591 454

Type of Cost Location

Severance and employee-related benefits SG&A expenses $ — $ — $ — $ 676

Contract termination and other SG&A expenses — 435 591 889

Total Other Restructuring Charges $ — $ 435 $ 591 $ 1,565

VF Corporation Q2 FY25 Form 10-Q 26

Other Restructuring Charges by business segment were as follows:

Three Months Ended September Six Months Ended September

Three Months Ended December Nine Months Ended December

(In thousands) 2024 2023 2024 2023

3 unchanged sentences

Total $ — $ 435 $ 591 $ 1,565

27 VF Corporation Q3 FY25 Form 10-Q

Consolidated Restructuring Charges

The activity in the restructuring accrual related to Reinvent and Other Restructuring Charges for the six-month period ended September 2024 was as follows:

The activity in the restructuring accrual related to Reinvent and Other Restructuring Charges for the nine-month period ended December 2024 was as follows:

(In thousands) Severance Other Total

4 unchanged sentences

Impact of foreign currency ( 595 ) — ( 595 )

Accrual at September 2024 $ 56,363 $ 337 $ 56,700

Of the $ 56.7 million total restructuring accrual at September 2024, $ 54.8 million is expected to be paid out within the next 12 months and is classified within accrued liabilities.

The remaining $ 1.9 million will be paid out beyond the next 12 months and thus is classified within other liabilities.

Accrual at December 2024 $ 54,613 $ 337 $ 54,950

Of the $ 55.0 million total restructuring accrual at December 2024, $ 53.5 million is expected to be paid within the next 12 months and is classified within accrued liabilities.

The remaining $ 1.5 million will be paid beyond the next 12 months and is classified within other liabilities.

The Company has not recognized any significant incremental costs related to the accruals for the year ended March 2024 or prior periods.

NOTE 19 — SUBSEQUENT EVENTS

On October 1, 2024, VF completed the sale of Supreme to EssilorLuxottica S.A.

for $ 1.5 billion, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses as set forth in the Purchase Agreement.

Refer to Note 4 for additional information.

O n October 4, 2024, VF made an aggregate $ 1.0 billion prepayment of the DDTL using the net cash proceeds from the sale of Supreme, pursuant to the terms of the DDTL Agreement, as amended.

On October 22, 2024, VF’s Board of Directors declared a quarterly cash dividend of $ 0.09 per share, payable on December 18, 2024 to stockholders of record on December 10, 2024.

NOTE 19 — SUBSEQUENT EVENT

On January 22, 2025, VF’s Board of Directors declared a quarterly cash dividend of $ 0.09 per share, payable on March 20, 2025 to stockholders of record on March 10, 2025.

VF Corporation Q3 FY25 Form 10-Q 28

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

What changed 10-Q

Item 1. Financial Statements