What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-07-30 compared with 2025-01-29 · 253 added, 344 removed, 157 unchanged (79% of the section changed)

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The Company's current fiscal year runs from March 30, 2025 through March 28, 2026 ("Fiscal 2026").

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.

Accordingly, this Form 10-Q presents our first quarter of Fiscal 2026.

For presentation purposes herein, all references to periods ended June 2025 and June 2024 relate to the fiscal periods ended on June 28, 2025 and June 29, 2024, respectively.

References to March 2025 relate to information as of March 29, 2025.

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

References to the three and nine months ended December 2024 foreign currency amounts and impacts below reflect the changes in foreign exchange rates from the three and nine months ended December 2023 when translating foreign currencies into U.S.

References to the three months ended June 2025 foreign currency amounts and impacts below reflect the changes in foreign exchange rates from the three months ended June 2024 when translating foreign currencies into U.S.

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

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

On July 16, 2024, VF entered into a definitive Stock and Asset Purchase Agreement (the "Purchase Agreement") with

EssilorLuxottica S.A.

In the first quarter of Fiscal 2026, VF realigned its reportable segments to reflect a change in how the Timberland ® brand is managed and the chief operating decision maker's key areas of focus.

VF began managing its Timberland ® and Timberland PRO ® brands as one operating segment during the first quarter of Fiscal 2026.

This operating segment has been aggregated with The North Face ® brand in the Outdoor reportable segment and the Vans ® , Kipling ® , Eastpak ® and Jansport ® brands have been aggregated in the Active reportable segment.

All other brands that have not been aggregated within the reportable segments described above, which do not meet the quantitative threshold to be disclosed as a separate reportable segment, have been grouped within an "All Other" category.

This group includes the

Dickies ® , Altra ® , Smartwool ® , Napapijri ® and Icebreaker ® brands.

In the tables below, the Company has recast historical financial information to reflect the new reportable segments.

These changes had no impact on previously reported consolidated results of operations.

Refer to additional discussion in the "Information by Reportable Segment" section below and Note 14 to VF's consolidated financial statements.

On July 16, 2024, VF entered into a definitive Stock and Asset Purchase Agreement (the "Purchase Agreement") with EssilorLuxottica S.A.

to sell the Supreme ® brand business ("Supreme").

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

On October 1, 2024, VF completed t he sale of Supreme.

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.

In addition, interest expense and the related interest rate swap impact for the delayed draw Term Loan ("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.

In addition, interest expense and the related interest rate swap impact for the delayed draw Term Loan ("DDTL"), which totaled $14.9 million for the three months ended June 2024, were allocated 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.

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.

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RECENT DEVELOPMENTS

Supreme Divestiture

As noted above, VF completed the sale of Supreme on October 1, 2024.

VF received proceeds of $1.486 billion , net of cash sold and subject to post closing adjustments, and recognized an estimated after-tax loss on sale of Supreme of $127.5 million, whic h 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 .

VF used a portion of the net cash proceeds to prepay $1.0 billion of the DDTL on October 4, 2024, 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, and to repay $450.0 million of commercial paper borrowings upon maturity during the three months ended December 2024.

Impact of Tariffs

In April 2025, the U.S.

government announced broad-based, reciprocal tariffs on foreign imports.

The implementation of some of the announced tariffs has been delayed, while some have taken effect.

Additionally, in response, certain governments have announced retaliatory tariffs on goods imported from the U.S.

VF has a diversified sourcing country mix.

Approximately 85% of products purchased for sale in the U.S.

are sourced through Southeast Asia and Central and South America, with Vietnam, Bangladesh, Cambodia and Indonesia comprising the top four sourcing markets.

Less than 2% of total U.S.

products are sourced through China.

While the situation is dynamic and evolving, VF continues to analyze the impact of these tariffs on our business and is taking steps to mitigate our tariff exposure.

Mitigation strategies include sourcing optimization, accelerating production and shipments into the U.S.

during the period of delayed application of the reciprocal tariffs, negotiations with our vendors, and potential price increases.

However, the duration and scope of the tariffs are difficult to predict, along with the extent to which VF will be able to offset the impact through our mitigation efforts.

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, which cover the following priorities:

improve North America results, deliver the Vans ® turnaround, reduce costs and strengthen the balance sheet, are as follows:

• Establish global commercial organization, inclusive of an Americas region:

VF changed the operating model with the establishment of a global commercial structure.

This included the creation of an Americas regional platform, modeled on the Company's successful operations in the Europe and Asia-Pacific regions.

With this change, VF created the role of Chief Commercial Officer, with responsibility for go-to-market execution globally.

• Sharpen brand presidents' focus on sustainable growth:

A direct consequence and intent of the operating model change, which is particularly critical at this stage for the Vans ® brand, enables brand presidents to direct greater focus and attention to long-term brand-building, product innovation and growth strategies.

• Appoint new Vans ® President :

Sun Choe was appointed the new Global Brand President of Vans ® effective late July 2024.

• Optimize cost structure to improve operating efficiency and profitability:

Actions have been implemented in a large-scale cost reduction program, which is expected to deliver $300 million in annual fixed cost savings, by removing spend in non-strategic areas of the business, and simplifying and right-sizing VF's structure.

• Reduce debt and leverage:

In addition to improving operating performance, VF is committed to deleveraging the balance sheet.

VF used the proceeds from the sale of Supreme to prepay the DDTL and to repay $450.0 million of commercial paper borrowings.

During the second quarter of Fiscal 2025, the Company initiated the next phase of Reinvent, which is focused on a return to growth and improvements to profitability.

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

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

In Fiscal 2025, the Company initiated the second phase of Reinvent, which is focused on a return to growth and improvements to profitability.

In doing so, the Company initiated a set of transformational workstreams focused on revenue growth, margin expansion and selling, general and administrative expense contraction.

Reinvent restructuring charges in the three and nine months ended December 2024 were $16.4 million and $41.8 million, respectively, and cumulative charges were $150.5 million since the inception of the program, which primarily included c osts associate d with severance and employee-related benefits and the impact of asset impairments and write-downs.

VF aims to generate between $500.0 and $600.0 million in net operating income expansion in Fiscal 2028 compared to the end of Fiscal 2024.

Reinvent restructuring charges in the three months ended June 2025 were $17.5 million and cumulative charges were $207.6 million since the inception of the program, which primarily included costs associated with severance and

VF Corporation Q1 FY26 Form 10-Q 26

SUMMARY OF THE THIRD QUARTER OF FISCAL 2025

• Revenue increased 2% to $2.8 billion compared to the three months ended December 2023.

• Outdoor segment revenues increased 6% to $1.9 billion compared to the three months ended December 2023, including a 1% unfavorable impact from foreign currency.

• Active segment revenues decreased 6% to $766.3 million compared to the three months ended December 2023.

• Work segment revenues decreased 3% to $216.5 million compared to the three months ended December 2023, including a 1% unfavorable i mpact from foreign currency.

• Wholesale revenues increased 8% compared to the three months ended December 2023.

• Direct-to-consumer revenues decreased 3% compared to the three months ended December 2023, including a 1% unfavorable impact from foreign currency.

• International revenues increased 1% compared to the three months ended December 2023, including a 1% unfavorable impact from foreign currency.

• Revenues in the Americas region increased 1% compared to the three months ended December 2023, including a 1% unfavorable impact from foreign currency.

• G ross margin increased 170 basis points to 56.3% compared to the three months ended December 2023 , primarily driven by lower product costs and less promotional activity.

• Earnings (loss) per share w as $0.43 compared to $(0.24) i n the 2023 period .

The increase was primarily driven by increased profitability in the Outdoor segment during the three months ended December 2024 and lower impairment charges in the current period compared to the three months ended December 2023 .

employee-related benefits and the impact of asset impairments and write-downs.

All restructuring actions related to Reinvent were substantially complete at the end of the first quarter of Fiscal 2026.

In addition, as further discussed in Note 16 to VF's consolidated financial statements, VF has entered into a contract with a

consulting firm to support Reinvent.

Fees related to the contract consist of fixed fees for services performed and contingent fees tied to increases in VF’s stock price.

Services provided under the contract are expected to be substantially complete by the third quarter of Fiscal 2026 and contingent fees tied to increases in VF’s stock price will be measured through June 2027.

SUMMARY OF THE FIRST QUARTER OF FISCAL 2026

• Revenues remained flat at $1.8 billion compared to the three months ended June 2024, including a 2% favorable impact from foreign currency.

• Outdoor segment revenues increased 8% to $812.5 million compared to the three months ended June 2024, including a 2% favorable impact from foreign currency.

• Active segment revenues decreased 10% to $699.7 million compared to the three months ended June 2024, including a 1% favorable impact from foreign currency.

• Wholesale revenues increased 1% compared to the three months ended June 2024, including a 1% favorable impact from foreign currency.

• Direct-to-consumer revenues decreased 3% compared to the three months ended June 2024, including a 1% favorable impact from foreign currency.

• International revenues increased 2% compared to the three months ended June 2024, including a 3% favorable impact from foreign currency.

• Revenues in the Americas region decreased 4% compared to the three months ended June 2024, including a 1% unfavorable impact from foreign currency.

• G ross margin increased 270 basis points to 53.9% compared to the three months ended June 2024, primarily driven by favorable foreign currency impacts, higher quality inventory and lower discounts.

• Net loss per share was ($0.30) compared to ($0.39) i n the 2024 period .

Th e decrease in ne t loss per share was primarily driven by increased profitability in the Outdoor segment during the three months ended June 2025 compared to the three months ended June 2024.

The decrease in net loss per share was partially offset by higher Reinvent charges and lower profitability in the Active segment .

ANALYSIS OF RESULTS OF OPERATIONS

Consolidated Statements of Operations

The following table presents a summary of the changes in net revenues for the three and nine months ended December 2024 from the comparable periods in 2023:

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

Net revenues — 2023 $ 2,780.2 $ 7,668.4

The following table presents a summary of the changes in revenues for the three months ended June 2025 from the comparable period in 2024:

(In millions) Three Months Ended June

Revenues — 2024 $ 1,769.1

Organic (31.3)

Impact of foreign currency 22.9

Net revenues — 2024 $ 2,833.9 $ 7,360.9

VF reported a 2% increase and a 4% decrease in revenues for the three and nine months ended December 2024, respectively, compared to the 2023 periods.

The revenue increase in the three months ended December 2024 was driven by an increase in the Outdoor segment, partially offset by a decrease in the Active segment.

The revenue increase in the three months ended December 2024 was also due to increases across all regions.

The revenue decrease in the nine months ended December 2024

was driven by declines across the Active and Work segments, partially offset by an increase in the Outdoor segment.

The revenue decrease in the nine months ended December 2024 was also due to declines across the Americas and Europe regions, with the most significant declines in the Americas region.

Revenues — 2025 $ 1,760.7

VF revenues remained flat for the three months ended June 2025 compared to the 2024 period, including a 2% favorable impact from foreign currency.

The operational decline was driven by a decrease in the Active segment, partially offset by an increase in the Outdoor segment.

Revenue declines in the Americas region were offset by increases in the Europe and Asia-Pacific regions, including favorable impacts from foreign currency.

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

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

Three Months Ended December Nine Months Ended December

2024 2023 2024 2023

Gross margin (net revenues less cost of goods sold) 56.3 % 54.6 % 53.5 % 52.6 %

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

Three Months Ended June

Gross margin (revenues less cost of goods sold) 53.9 % 51.2 %

Selling, general and administrative expenses 58.8 58.1

Impairment of goodwill and intangible assets 1.8 9.2 0.7 3.4

Operating margin (4.9 %) (7.0 %)

Amounts may not sum due to rounding.

Gross margin increased 170 and 90 basis points in the three and nine months ended December 2024, respectively, compared to the 2023 periods.

The increase in both periods was primarily driven by lower product costs.

The increase in the three months ended December 2024 was also due to less promotional activity.

Selling, general and administrative expe nses as a percentage of total revenues decreased 220 basis points and increased 140 basis points during the three and nine months ended December 2024, respectively, compared to the 2023 periods.

Selling, general and administrative expenses decreased $34.8 million and $37.1 million in the three and nine months ended December 2024, resp ectively, compared to the 2023 periods.

27 VF Corporation Q1 FY26 Form 10-Q

in the three months ended December 2024 was primarily due to cost savings from Reinvent, partially offset by higher compensation costs, including performance-based compensation.

The decrease in the nine months ended December 2024 was primarily due to cost savings from Reinvent, lower information technology costs and distribution expenses and a gain recognized from a sale leaseback transaction, partially offset by Reinvent restructuring charges and project-related costs and higher compensation costs, including performance-based compensation.

VF recorded an i ntangible asset impairment charg e of $51.0 million relat ed to the Dickies indefinite-lived trademark intangible asset in the three and nine months ended December 2024.

During the third quarter of Fiscal 2025, due to the continued downturn in the Dickies financial results and projections, combined with expectations of a slower recovery than previously anticipated , the Company determined that a triggering event had occurred requiring impairment testing of the Dickies indefinite-lived trademark inta ngible asset.

The indefinite-lived trademark intangible asset impairment primarily related to the reduction in financial projections fo r Dickies.

VF recorded goodwill impairment charges of $195.3 million and $61.8 million related to the Timberland and Dickies reporting units, respectively, in the three and nine months ended December 2023.

During the third quarter of Fiscal 2024, due to continued weakness and downturn in the financial results, combined with expectations of a slower recovery, the Company determined that a triggering event had occurred requiring impairment testing of the Timberland and Dickies reporting unit goodwill and indefinite-lived trademark intangible assets.

The goodwill impairment related to the reduction in financial projections for both reporting units.

Net inter est expense decreased $12.6 million and $5.6 million during the three and nine months ended December 2024, respectively, compared to the 2023 periods.

The decrease in net interest expense in both the three and nine months ended December 2024 was primarily due to decreased levels of short-term commercial paper borrowings and an increase in interest income due to higher cash and cash equivalents and rates.

Total outstanding debt averaged $5.0 billion in t he nine months ended

December 2024 and $6.8 billion in the same period in 2023, with weighted average interest rates of 3.3% and 2.6% in the nine months ended December 2024 and 2023, respectively.

Other income (expense), ne t decreased $21.6 million and $17.9 million during the three and nine months ended December 2024, respectively, compared to the 2023 periods.

Th e decrease in both periods was primarily due to legal settlement gains of $29.1 million recorded in the 2023 periods, partially offset by cyber insurance recoveries of $9.2 million received in the three and nine months ended December 2024 .

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

Th e 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 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.

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

Without discrete items, the effective income tax rate for the nine months ended December 2024 decreased by 14.2% co mpared 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 a result of the above, income (loss) from continuing operations in the three months ended December 2024 was $169.1 million ($0.43 per diluted share) compared to $(91.7) million ($(0.24) per diluted share) in the 2023 period, and income (loss) from continuing operations in the nine months ended December 2024 was $219.6 million ($0.56 per diluted share) compared to $(606.4) million ($(1.56) per diluted share) in the 2023 period.

Gross margin increased 270 b asis points in the three months ended June 2025 compared to the 2024 period.

Th e increase in the three months ended June 2025 was primarily driven by f avorable foreign currency impacts, higher quality inventory and lower discounts.

Selling, general and administrative expe nses as a percentage of total revenue s increased 70 b asis points during the three months ended June 2025 compared to the 2024 period.

Selling , general and administrative expenses increased $6.9 million in the three months ended June 2025 compared to the 2024 period.

The increase in the three months ended June 2025 was primarily due to higher Reinvent restructuring charges and project-related costs, and a gain recognized from a sale leaseback transaction in June 2024 , partially offset by cost savings from Reinvent, lower information technology costs and distribution expenses.

Net interest expense increased $0.2 million durin g the three months ended June 2025 compared to the 2024 period.

The increase i n net interest expense in the three months ended June 2025 was primarily due to unfavorable foreign currency impacts, partially offset by the March 2025 early redemption of $750.0 million in aggregate principal amount of its outstanding 2.400% Senior Notes due in April 2025.

Total outstanding debt averaged $5.1 billion in the three months ended June 2025 and $6.1 billion in the same period in 2024, with weighted average

interest rates of 2.9% and 3.1% in the three months ended June 2025 and 2024, respectively.

The effective income tax rate for the three months ended June 2025 was 8.0% compared to 8.1% in the 2024 perio d.

Th e three months ended June 2025 included a net discrete tax expense of $11.5 million, which was comprised primarily of a $7.4 million net tax expense related to unrecognized tax benefits and interest, and a $4.1 million tax expense related to stock compensation.

Excluding the $11.5 million net discrete tax expense in the 2025 period, the effective income tax rate would have be en 17.2%.

T he three months ended June 2024 included a net discrete tax expense of $7.1 million, w hich was comprised primarily of a $3.6 million net tax expense related to unrecognized tax benefits and interest, and a $4.3 million tax expense related to stock compensation.

Excludin g the $7.1 million net discrete tax expense in the 2024 period, the effective income tax rate would have been 12.4%.

Without discrete items, the effective income tax rate for the three months ended June 2025 increased by 4.8% co mpared with the 2024 period primarily due to an increase in tax rates on foreign earnings.

As a result of the above , loss from continuing operations in the three months ended June 2025 was ($116.4) million (($0.30) per diluted share) compared to ($152.0) million (($0.39) pe r diluted share) in the 2024 period.

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

Information by Reportable Segment

VF's reportable segments are:

Outdoor, Active and Work.

As discussed above, VF realigned its reportable segments during the first quarter of Fiscal 2026.

VF's new reportable segments are Outdoor and Active.

We have included an "All Other" category in the revenues table below for purposes of reconciliation of total revenues.

"All Other" includes the Dickies ® , Altra ® , Smartwool ® , Napapijri ® and Icebreaker ® brands, which do not meet the quantitative threshold to be disclosed as a separate reportable segment.

The Company has recast historical financial information to reflect the new reportable segments.

These changes had no impact on previously reported consolidated results of operations.

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.

Refer to Note 14 to the consolidated financial statements for a summary of results of operations by segment, along with a reconciliation of segmen t profit to income (loss) from continuing operations before income taxes.

31 VF Corporation Q3 FY25 Form 10-Q

The following tables present a summary of the changes in segment revenues and profit in the three and nine months ended December 2024 from the comparable periods in 2023 and revenues by region for our Top 4 brands for the three and nine months ended December 2024 and 2023:

Segment Revenues:

Three Months Ended December

(In millions) Outdoor Active Work Total

Segment revenues — 2023 $ 1,738.6 $ 819.3 $ 222.3 $ 2,780.2

Organic 113.6 (47.8) (5.4) 60.5

Impact of foreign currency (1.1) (5.2) (0.4) (6.8)

Segment revenues — 2024 $ 1,851.1 $ 766.3 $ 216.5 $ 2,833.9

Nine Months Ended December

(In millions) Outdoor Active Work Total

Segment revenues — 2023 $ 4,282.0 $ 2,735.2 $ 651.2 $ 7,668.4

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

Refer to Note 14 to the consolidated financial statements for a summary of results of operations by segment, along with a reconciliation of segment profit to loss from continuing operations before income taxes.

The following tables present a summary of the changes in revenues a nd segment profit (loss) in the three months ended June 2025 from the comparable period in 2024 and revenues by region for our Top 3 brands for the three months ended June 2025 and 2024:

Three Months Ended June

(In millions) Outdoor Segment Active Segment All Other Total

Revenues — 2024 $ 753.6 $ 776.7 $ 238.7 $ 1,769.1

Organic 46.9 (84.3) 6.2 (31.3)

Impact of foreign currency 12.0 7.3 3.6 22.9

Segment revenues — 2024 $ 4,300.0 $ 2,450.0 $ 610.9 $ 7,360.9

Segment Profit:

Three Months Ended December

(In millions) Outdoor Active Work Total

Revenues — 2025 $ 812.5 $ 699.7 $ 248.5 $ 1,760.7

Amounts may not sum due to rounding.

VF Corporation Q1 FY26 Form 10-Q 28

Segment Profit (Loss):

Organic 94.6 (19.7) 15.3 90.1

Impact of foreign currency 1.3 (0.3) 0.1 1.1

Segment profit — 2024 $ 400.6 $ 12.3 $ 13.5 $ 426.4

Nine Months Ended December

(In millions) Outdoor Active Work Total

Segment profit — 2023 $ 557.8 $ 254.6 $ 13.5 $ 825.9

Three Months Ended June

(In millions) Outdoor Segment Active Segment Total

Segment profit (loss)— 2024 $ (72.9) $ 71.5 $ (1.4)

Organic 31.3 (16.3) 15.2

Impact of foreign currency (0.7) 1.6 0.8

Segment profit — 2024 $ 604.6 $ 185.0 $ 39.3 $ 828.9

Segment profit (loss)— 2025 $ (42.3) $ 56.8 $ 14.6

Amounts may not sum due to rounding.

Top Brand Revenues:

Three Months Ended December 2024

(In millions) The North Face ®

Timberland ® (a)

Americas $ 574.0 $ 412.4 $ 262.6 $ 101.6 $ 1,350.6

Europe 427.6 136.9 185.7 17.1 767.3

Asia-Pacific 251.7 58.3 78.7 14.9 403.6

Global $ 1,253.3 $ 607.6 $ 527.0 $ 133.6 $ 2,521.5

Three Months Ended December 2023

(In millions) The North Face ®

Timberland ® (a)

Americas $ 557.7 $ 434.1 $ 231.4 $ 111.5 $ 1,334.7

Europe 418.1 149.4 172.6 22.8 762.9

Asia-Pacific 216.3 84.7 69.1 13.6 383.7

Global $ 1,192.1 $ 668.2 $ 473.0 $ 147.9 $ 2,481.2

VF Corporation Q3 FY25 Form 10-Q 32

Nine Months Ended December 2024

Three Months Ended June 2025

(In millions) The North Face ®

Timberland ® (a)

Americas $ 242.2 $ 295.7 $ 130.6 $ 668.5

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Global $ 557.4 $ 498.0 $ 255.1 $ 1,310.5

Nine Months Ended December 2023

Three Months Ended June 2024

(In millions) The North Face ®

Timberland ® (a)

Americas $ 250.5 $ 348.3 $ 113.1 $ 711.9

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Global $ 524.2 $ 581.8 $ 229.4 $ 1,335.4

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

Amounts may not sum due to rounding.

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

Three Months Ended December Nine Months Ended December

Outdoor Segment

Three Months Ended June

(Dollars in millions) 2025 2024 Percent

Change 2024 2023 Percent

Segment revenues $ 812.5 $ 753.6 7.8 %

Segment profit 400.6 304.7 31.5 % 604.6 557.8 8.4 %

Operating margin 21.6 % 17.5 % 14.1 % 13.0 %

Segment loss (42.3) (72.9) 42.0 %

Segment profit margin (5.2 %) (9.7 %)

The Outdoor segment includes the following brands:

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

Global revenues for Outdoor increased 6% in the three months ended December 2024 compared to the 2023 period, including a 1% unfavorable impact from foreign currency.

Revenues in the Asia-Pacific region increased 16%, including a 14% increase in Greater China (which includes Mainland China, Hong Kong and Taiwan) with a 1% favorable impact from foreign currency.

Revenues in the Americas region increased 5%, including a 1% unfavorable impact from foreign currency.

Revenues in the Europe region increased 3%.

Global revenues for Outdoor remained flat in the nine months ended December 2024 compared to the 2023 period.

Revenues in the Asia-Pacific region increased 15%, including a 1% unfavorable impact from foreign currency and a 19% increase in Greater China.

Revenues in the Europe region decreased 1%.

Revenues in the Americas region decreased 4% compared to the 2023 period.

Global revenues for The North Face ® brand increased 5% in the three months ended December 2024 compared to the 2023 period, primarily driven by growth in the Asia-Pacific region, which increased 16%.

Revenues in the Americas region increased 3% in the three months ended December 2024.

Revenues in the Europe region increased 2% in the three months ended December 2024, including a 1% favorable impact from foreign currency.

Global revenues for The North Face ® brand remained flat in the nine months ended December 2024, compared to the 2023 period.

Revenue growth in the Asia-Pacific region of 20% in the nine months ended December 2024, was

offset by declines in the Americas region of 6%.

Revenues in the Europe region remained flat in the nine months ended December 2024, including a 1% favorable impact from foreign currency.

Global revenues for the Timberland ® brand increased 11% in the three months ended December 2024, compared to the 2023 period, including a 1% unfavorable impact from foreign currency.

Revenue in the Americas region increased 15% in the three months ended December 2024, including a 1% unfavorable impact from foreign currency.

Revenues in the Europe region increased 8% in the three months ended December 2024.

Revenues in the Asia-Pacific region increased 14% in the three months ended December 2024, including a 1% unfavorable impact from foreign currency.

Global revenues for the Timberland ® brand remained flat in the nine months ended December 2024, compared to the 2023 period, including a 1% unfavorable impact from foreign currency.

Revenue in the Americas region increased 3% in the nine months ended December 2024, including a 1% unfavorable impact from foreign currency.

Revenues in the Asia-Pacific region increased 1% in the nine months ended December 2024, including a 1% unfavorable impact from foreign currency.

These increases were offset by decreased revenues in the Europe region of 2% in the nine months ended December 2024, including a 1% favorable impact from foreign currency.

The North Face ® and Timberland ® .

Global revenues for Outdoor increased 8% in the three months ended June 2025 compared to the 2024 period, including a 2% favorable impact from foreign currency.

Revenues in the Europe region increased 11%, including a 5% favorable impact from fore ign currency.

Revenues in the Asia-Pacific region increased 15%.

Reve nues in the Americas region increased 3%.

Global revenues for The North Face ® brand increased 6% in the three months ended June 2025 compared to the 2024 period, including a 1% favorable impact from foreign currency, driven by growth in the Europe and Asia-Pacific regions.

Revenues in the Europe region increased 15%, including a 6% favorable impact from foreign currency.

Revenues in the Asia-Pacific region increased 16% in the three months ended June 2025.

Revenues in the Americas region decreased 3% in the three months ended June 2025.

Global revenues for the Timberland ® brand increased 11% in the three months ended June 2025 compared to the 2024 period, including a 2% favorable impact from foreign currency, with revenue growth across all regions.

Revenues in the Americas region increased 15% in the three months ended June 2025, including a 1% unfavorable impact from foreign currency.

Revenues in the Europe region increased 5% in the three months ended June 2025, including a 6% favorable impact from foreign currency.

Revenues in the Asia-Pacific region increased 13% in the three months ended June 2025, including a 3% favorable impact from foreign currency.

Global direct-to-consumer revenues for Outdoor increased 9% in the three months ended June 2025 compared to the 2024 period, including a 2% favorable impact from foreign currency, with revenue growth across both brands and all regions.

Global wholesale revenues increased 7% in the three months ended June 2025, compared to the 2024 period, including a 1%

29 VF Corporation Q1 FY26 Form 10-Q

Global direct-to-consumer revenues for Outdoor increased 6% and 5% in the three and nine months ended December 2024, respectively, compared to the 2023 periods.

The increases were primarily due to the The North Face ® brand across all regions.

Global wholesale revenues increased 7% in the three months ended December 2024, compared to the 2023 period.

The increase was primarily driven by the Timberland ® brand across all regions.

Global wholesale revenues decreased 3% in the nine months ended December 2024, compared to the 2023 period.

The decrease was primarily driven by declines in The North Face ® brand in the Americas and Europe regions.

Operating margin increased in both th e three and nine months ended December 2024 compared to the 2023 periods, reflecting higher gross margin, primarily driven by lower product costs.

The increase in gross margin in the three months ended December 2024 was also due to less promotional activity.

Three Months Ended December Nine Months Ended December

favorable impact from foreign currency, primarily driven by an increase in the The North Face ® brand in the Europe and Asia-Pacific regions and the Timberland ® brand in the Americas region.

Segment profit margi n increased in the three months ended June 2025 compared to the 2024 period, reflecting higher gross margin, prim arily driven by f avorable foreign currency impacts, lower discounts and lower product costs.

Active Segment

Three Months Ended June

(Dollars in millions) 2025 2024 Percent

Change 2024 2023 Percent

Segment revenues $ 699.7 $ 776.7 (9.9 %)

Segment profit 56.8 71.5 (20.5 %)

Operating margin 1.6 % 3.9 % 7.6 % 9.3 %

Segment profit margin 8.1 % 9.2 %

The Active segment includes the following brands:

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

Global revenues for Active decreased 6% in the three months ended December 2024 compared to the 2023 period.

Revenues in the Asia-Pacific region decreased 27%, including a 38% decrease in Greater China with a 1% favorable impact from foreign currency.

Revenues in the Americas region decreased 4%, including a 1% unfavorable impact from foreign currency.

Revenues in the Europe region decreased 2%.

Global revenues for Active decreased 10% in the nine months ended December 2024 compared to the 2023 period.

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

Global revenues for Active decreased 10% in the three months ended June 2025 compared to the 2024 period, including a 1% favorable impact from foreign currency.

Revenues in the Americas region decreased 12%, including a 1% unfavorable impact from foreign currency.

Revenues in the Asia-Pacific region decreased 24%, including a 34% decrease in Greater China with a 1% unfavorable impact from foreign currency.

Revenues in the Europe region decreased 5%.

Vans ® brand global revenues decreased 9% in the three months ended December 2024 compared to the 2023 period, including a 1% unfavorable impact from foreign currency.

The overall decline was most significantly impacted by a 31% decrease in the Asia-Pacific region and 5% decrease in the Americas region for the three months ended December 2024.

The decrease in the Americas region included a 1% unfavorable impact from foreign currency.

Revenues in the Europe region decreased 8% in the three months ended December 2024 including a 1% favorable impact from foreign currency.

Vans ® brand global revenues decreased 14% in the nine months ended December 2024 compared to the 2023 period, including a 1% unfavorable impact from foreign currency.

The overall decline was most significantly impacted by a 14% decrease in the Americas region for the nine months ended December 2024, including a 1% unfavorable impact from foreign currency.

Revenues in the Asia-Pacific region decreased 29% in the nine months ended December 2024, including a 1% unfavorable impact from foreign currency.

Revenues in the Europe region decreased 6% in the nine months ended December 2024, including a 1% favorable impact from foreign currency.

Global direct-to-consumer revenues for Active decreased 17% and 20% in the three and nine months ended December 2024, respectively, compared to the 2023 periods, including a 1% unfavorable impact from foreign currency in the nine months ended December 2024.

The decreases were primarily driven by declines in the Americas region, which decreased 16% and 20% in the three and nine months ended December 2024, respectively.

Global wholesale revenues increased 15% and 2% in the three and nine months ended December 2024, respectively, including a 1% unfavorable impact from foreign currency in the three months ended December 2024.

The increases were primarily due to a 35% and 9% increase in the Americas region in the three and nine months ended December 2024, respectively, including a 2% and 1% unfavorable impact from foreign currency in the respective periods.

The current year increase is in part the result of the deliberate actions taken to right-size inventories in the Americas wholesale channel in the second half of Fiscal 2024.

Wholesale revenues in the Europe region increased 9% and decreased 1% in the three and nine months ended December 2024, respectively, including a 1% favorable impact from foreign currency in both periods.

Wholesale revenues in the Asia-Pacific region decreased 20% and 15% in the three and nine months ended December 2024, respectively, including a 1% unfavorable impact from foreign currency in the nine months ended December 2024.

O perating marg in decreased in bot h the three and nine months ended December 2024 compared to the 2023 periods, primarily due to legal settlement gains of $29.1 million recorded in the prior year periods.

The decrease in the nine months ended December 2024 also reflected lower leverage of operating expenses due to decreased revenues.

VF Corporation Q3 FY25 Form 10-Q 34

Three Months Ended December Nine Months Ended December

(Dollars in millions) 2024 2023 Percent

Change 2024 2023 Percent

Segment revenues $ 216.5 $ 222.3 (2.6) % $ 610.9 $ 651.2 (6.2) %

Segment profit (loss) 13.5 (1.9) * 39.3 13.5 191.2 %

Operating margin 6.2 % (0.8) % 6.4 % 2.1 %

*Calculation not meaningful

The Work segment includes the following brands:

Dickies ® and Timberland PRO ® .

Global Work revenues decreased 3% in the three months ended December 2024 compared to the 2023 period, including a 1% unfavorable impact from foreign currency.

Revenues in the Europe region decreased 25%, including a 1% favorable impact from foreign currency.

Revenues in the Americas region decreased 1%.

Revenues in the Asia-Pacific region increased 10%.

Global Work revenues decreased 6% in the nine months ended December 2024 compared to the 2023 period.

Revenues in the Americas region decreased 5%.

Revenues in the Asia-Pacific region decreased 16%, including a 2% unfavorable impact from foreign currency.

Revenues in the Asia-Pacific region decreased 15%.

Revenues in the Europe region decreased 4%, including a 5% favorable impact from foreign currency.

Dickies ® brand global revenues decreased 10% and 12% in the three and nine months ended December 2024, respectively, compared to the 2023 periods.

The declines in both the three and nine months ended December 2024 were primarily driven by

decreases in the Americas region of 9% and 12%, respectively, reflecting lower inventory replenishment and weakness with certain key U.S.

wholesale customer accounts.

Revenues in the Europe region decreased 25% and 7% in the three and nine months ended December 2024, respectively, including a 1% favorable impact from foreign currency in both periods.

Revenues in the Asia-Pacific region increased 10% and decreased 16% in the three and nine months ended December 2024, respectively, including a 2% unfavorable impact from foreign currency in the nine months ended December 2024 , primarily due to broad-based weakness in Greater China in the nine months ended December 2024 .

O perating marg in increased in both the three and nine months ended December 2024 compared to the 2023 periods, reflecting higher gross mar gin, primarily driven by lower inventory reserves, and decreased distribution expenses.

Reconciliation of Segment Profit to Income (Loss) F rom Continuing Operations Before Income Taxes

There are three types of costs necessary to reconcile total segment profit to con solidated income (loss) from continuing operations before income taxes.

These costs are (i) impairment of goodwill and intangible assets, which is exclu ded from segment profit because these costs are not part of the ongoing operations of the businesses, (ii) corporate and other expenses, discussed below, and (iii) interest expense, net, which was discussed in the “Consolidated Statements of Operations” section.

Three Months Ended December Nine Months Ended December

Vans ® brand global revenues decreased 14% in the three months ended June 2025 compared to the 2024 period, including a 1% favorable impact from foreign currency.

The overall decline w as most significantly impacted by a 15% decrease in the Americas region, including a 1% unfavorable impact from foreign currency.

Revenues in the Europe region decreased 12% in the three months ended June 2025, including a 4% favorable impact from foreign currency.

Revenues in the Asia-Pacific region decreased 17% in the three months ended June 2025.

The decline in Vans ® was partially attributed to deliberate strategic

actions taken in the first quarter of Fiscal 2026, including exiting value-channel wholesale customers and closing unprofitable owned retail stores in the Americas region, and reducing wholesale store fronts and inventory in the Asia-Pacific region (specifically in China).

Global direct-to-consumer revenues for Active decreased 14% in the three months ended June 2025 compared to the 2024 period, including a 1% favorable impact from foreign currency.

The decrease was primarily driven by a decline in the Vans ® brand in the Americas region.

Global wholesale revenues decreased 6% in the three months ended June 2025, including a 1% favorable impact from foreign currency.

The decrease was primarily due to a decrease in the Vans ® brand in the Americas region in the three months ended June 2025.

Segment profit margin decreased in the three months ended June 2025 compared to the 2024 period, primarily due to lower leverage of operating expenses due to decreased revenues.

Three Months Ended June

(Dollars in millions) 2025 2024 Percent

Change 2024 2023 Percent

Impairment of goodwill and intangible assets $ 51.0 $ 257.1 (80.2) % $ 51.0 $ 257.1 (80.2) %

Revenues $ 248.5 $ 238.7 4.1 %

The "All Other" grouping includes the following brands:

Dickies ® , Altra ® , Smartwool ® , Napapijri ® and Icebreaker ® .

The "All Other" grouping represents the aggregation of brands that do not meet the quantitative threshold for disclosure and it is not a reportable segment.

Global "All Other" revenues increased 4% in the three months ended June 2025 compared to the 2024 period, including a 1% favorable impact from foreign currency.

Revenues in the Americas region increased 4%.

Revenues in the Asia-Pacific

region increased 18%, including a 2% favorable impact from foreign currency.

Revenues in the Europe region remained flat, including a 5% favorable impact from foreign currency.

VF Corporation Q1 FY26 Form 10-Q 30

Reconciliation of Segment Profit to Loss From Continuing Operations Before Income Taxes

There are three types of costs necessary to reconcile total segment profit t o con solidated loss from continuing operations before income taxes.

These costs are (i) corporate and other expenses, discussed below, (ii) interest expense, net, which was discussed in the “Consolidated Statements of Operations” section, and (iii) profit (loss) re lated to the "All Other" category, discussed below, which includes the following brands:

Dickies ® , Altra ® , Smartwool ® , Napapijri ® and Icebreaker ® .

The "All Other" grouping represents the aggregation of brands that do not meet the quantitative threshold for disclosure and it is not a reportable segment.

Three Months Ended June

(Dollars in millions) 2025 2024 Percent

Corporate and other expenses $ 104.6 $ 115.5 (9.5 %)

Interest expense, net 41.1 40.9 0.4 %

"All Other" profit (loss) 4.5 (7.6) *

*Calculation not meaningful

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

The increase in corporate and other expenses for both the three and nine months ended December 2024 was due to higher compensation costs, including performance-based compensation, partially offset by cost savings from Reinvent.

The increase in the nine months ended December 2024 was also due to higher Reinvent restructuring charges and project-related costs compared to the 2023 period.

The decrease in corporate and other expenses for the three months ended June 2025 was primarily due to cost savings from

Reinvent and lower information technology costs, partially offset by higher Reinvent restructuring charges and project-related costs.

The increase in "All Other" profit (loss) for the three months ended June 2025 was primarily due to higher gross margin, driven by higher quality inventory and f avorable foreign currency impacts.

International

International revenues increased 1% in the three months ended December 2024 compared to the 2023 period, including a 1% unfavorable impact from foreign currency.

In the Asia-Pacific region, revenues increased 5% in the three months ended December 2024.

Revenues in Greater China increased 4% in the three months ended December 2024.

Revenues in the Europe

region increased 1%.

Revenues in the Americas (non-U.S.) region decreased 7% in the three months ended December 2024, including a 6% unfavorable impact from foreign currency.

International revenues decreased 2% in the nine months ended December 2024 compared to the 2023 period.

Revenues in the

35 VF Corporation Q3 FY25 Form 10-Q

Europe region decreased 2% in the nine months ended December 2024, including a 1% favorable impact from foreign currency .

Revenues in the Americas (non-U.S.) region decreased 8% in the nine months months ended December 2024, including a 4% unfavorable impact from foreign currency.

In the Asia-Pacific region, revenues increased 2% and revenues in Greater China increased 5%.

Inte rnational revenues were 52% and 53% of total revenues in the three-month periods ended December 2024 and 2023, respectively, and 54% and 53% of total revenues in the nine-month periods ended December 2024 and 2023, respectively.

International revenues increased 2% in the three months ended June 2025 compared to the 2024 period, including a 3% favorable impact from foreign currency.

Revenues in the Europe region increased 4%, including a 6% favorable impact from foreign currency.

In the Asia-Pacific region, revenues increased 4% in the three months ended June 2025.

Revenues in Greater China (which includes Mainland China, Hong Kong and Taiwan) decreased 5% in the three months ended June 2025, including a

1% favorable impact from foreign currency.

R evenues in the Americas (non-U.S.) region decreased 11% in the three months ended June 2025, including a 5% unfavorable impact from foreign currency.

Inte rnational revenues were 53% and 51% of total revenues in the three-month periods ended June 2025 and 2024, respectively.

Direct-to-Consumer

Direct-to-consumer revenues decreased 3% and 7% in the three and nine months ended December 2024, respectively, compared to the 2023 periods, including a 1% unfavorable impact from foreign currency in the three months ended December 2024.

VF's e-commerce business decreased 3% and 5% during the three and nine months ended December 2024, respectively.

The decreases were primarily driven by declines in the e-commerce business in the Americas region.

Revenues from VF-operated retail stores decreased 4% and 10% during the three and nine months ended December 2024,

respectively, including a 1% unfavorable impact from foreign currency in the three months ended December 2024.

There were 1,160 VF-operated retail stores at December 2024 compared to 1,255 at December 2023.

Direct-to-consumer revenues were 55% and 58% of total revenues in the three-month periods ended December 2024 and 2023, respectively, and 44% and 45% of total revenues in the nine-month periods ended December 2024 and 2023, respectively.

Wholesale revenues increased 8% and decreased 2% in the three and nine months ended December 2024, respectively, compared to the 2023 periods.

The increase in the three months ended December 2024 was primarily driven by growth across all regions.

The current year increase is in part the result of the deliberate actions taken to right-size inventories in the Americas wholesale channel in the second half of Fiscal 2024 for the Vans ® brand.

The decrease in the nine months ended December 2024

was primarily driven by declines in the wholesale business in the Americas and Europe regions.

Wholesale revenues were 45% and 42% of total revenues in the three-month periods ended December 2024 and 2023, respectively, and 56% and 55% of total revenues in the nine-month periods ended December 2024 and 2023, respectively.

Direct-to-consumer revenues decreased 3% in the three months ended June 2025 compared to the 2024 period, including a 1% favorable impact from foreign currency.

VF's e-commerce business decreased 2% during the three months ended June 2025, including a 2% favorable impact from foreign currency.

The decrease was primarily driven by declines in the e-commerce business in the Americas and Asia-Pacific regions.

Revenues from VF-operated retail stores decreased 3% during the three months ended June 2025, including a 1% favorable impact from foreign currency.

There were 1,113 V F-operated retail stores at June 2025 compared to 1,158 at June 2024.

Direct-to-consumer revenues were 41% and 42% of total revenues in the three-month periods ended June 2025 and 2024, respectively.

Wholesale revenues increased 1% in the three months ended June 2025 compared to the 2024 period, including a 1% favorable impact from foreign currency.

The increase was primarily driven by increases in the Europe and Asia-Pacific regions, partially offset by a decrease in the Americas regions.

Wholesale revenues were 59% and 58% of total revenues in the three-month periods ended June 2025 and 2024, respectively.

31 VF Corporation Q1 FY26 Form 10-Q

ANALYSIS OF FINANCIAL CONDITION

Consolidated Balance Sheets

The following discussion refers to significant changes in balances at December 2024 compared to March 2024:

• Decrease in short-term borrowings — primarily due to a decrease in commercial paper borrowings resulting from a $450.0 million repayment using the proceeds from the sale of Supreme.

• Decrease in the current portion of long-term debt — due to the prepayment of $1.0 billion of long-term debt due in December 2024 related to the DDTL, partially offset by the reclassification of $750.0 million of long-term notes due in April 2025 to current liabilities.

• Increase in accounts payable — primarily due to the timing of inventory shipments from and payments to vendors.

• Increase in accrued liabilities — primarily due to the timing of services received and payments made for other accruals.

• Decrease in long-term debt — due to the reclassification of $750.0 million of long-term notes due in April 2025 to current liabilities.

The following discussion refers to significant changes in balances at December 2024 compared to December 2023:

• Decrease in inventories — driven by VF reducing elevated inventory levels.

• Decrease in property, plant and equipment, net — primarily due to asset disposals and write-downs.

• Decrease in goodwill — primarily due to $250.5 million in impairment charges related to the Timberland and Icebreaker reporting units recorded in the fourth quarter of Fiscal 2024.

• Decrease in short-term borrowings — primarily due to a decrease in commercial paper borrowings resulting from a $450.0 million repayment using the proceeds from the sale of Supreme.

• Decrease in long-term debt — due to the reclassification of $750.0 million of long-term notes due in April 2025 to current liabilities.

VF Corporation Q3 FY25 Form 10-Q 36

The following discussion refers to significant changes in balances at June 2025 compared to March 2025:

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

• Increase in inventories — primarily due to the seasonality of the business and planned inventory purchases.

• Increase in short-term borrowings — primarily due to $350.0 million of borrowings under VF's $2.25 billion senior unsecured revolving line of credit (the “Global Credit Facility”) as of June 2025, to support seasonal working capital requirements.

• Increase in accounts payable — primarily due to the seasonality of inventory purchases.

The following discussion refers to significant changes in balances at June 2025 compared to June 2024:

• Increase in accounts receivable — primarily due to foreign currency fluctuations and timing of collections from customers.

• Increase in other assets — primarily due to an increase in deferred income tax assets.

• Increase in short-term borrowings — primarily due to $350.0 million of borrowings under the Global Credit Facility as of June 2025, to support increased working capital requirements.

• Decrease in the current portion of long-term debt — primarily due to the prepayment of $1.0 billion of long-term debt due in December 2024 related to the DDTL and the early redemption of $750.0 million of long-term notes in March 2025, partially offset by the reclassification of €500.0 million of long-term notes due in March 2026 to current liabilities and foreign currency fluctuations.

• Decrease in long-term debt — primarily due to the reclassification of €500.0 million of long-term notes due in March 2026 to current liabilities, partially offset by foreign currency fluctuations.

Liquidity and Capital Resources

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

December March December

June March June

(Dollars in millions) 2025 2025 2024

2 unchanged sentences

Net debt to total capital 80.5% 76.8% 82.9%

The increase in working capital and the current ratio at December 2024 compared to March 2024 was primarily due to a net increase in current assets driven by higher cash and cash equivalents.

The increase in working capital and the current ratio at December 2024 compared to December 2023 was primarily due to a net decrease in current liabilities driven by decreased short-term borrowings and current portion of long-term debt, as discussed in the "Consolidated Balance Sheets" section above.

The increase at December 2024 compared to December 2023 was also due to a net increase in current assets driven by higher cash and cash equivalents, partially offset by lower inventory balances, as discussed in the "Consolidated Balance Sheets" section above.

The decrease in working capital and the current ratio at June 2025 compared to March 2025 was primarily due to a net increase in current liabilities driven by increased short-term borrowings and accounts payable, as discussed in the "Consolidated Balance Sheets" section above.

The decrease was partially offset by a net increase in current assets driven by higher inventory balances and cash and cash equivalents, partially offset by lower accounts receivable, as discussed in the "Consolidated Balance Sheets" section above.

The increase in working capital and the current ratio at June 2025 compared to June 2024 was primarily due to a net decrease in current liabilities driven by decreased current portion of long-term debt, as discussed in the "Consolidated Balance Sheets" section above.

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

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

The decrease in the net debt to total capital ratio at December 2024 compared to both March 2024 and December 2023 was primarily driven by a decrease in net debt.

The decrease in net debt was primarily due

to the prepayment of $1.0 billion of long-term debt in October 2024 related to the DDTL and a decrease in short-term borowings as discussed in the "Consolidated Balance Sheets" section above, and higher cash and cash equivalents at December 2024.

The decrease in the net debt to total capital ratio at December 2024 compared to December 2023 was partially offset by a decrease in stockholders' equity.

The decrease in stockholders' equity was primarily driven by the net loss for the period and payments of dividends.

The increase in the net debt to total capital ratio at June 2025 compared to March 2025 was primarily driven by an increase in net debt due to increased short-term borrowings, as discussed in the "Consolidated

Balance Sheets" section above, and foreign currency fluctuations on long-term debt.

The increase in net debt was partially offset by higher cash and cash equivalents at June 2025.

The decrease in the net debt to total capital ratio at June 2025 compared to June 2024 was primarily driven by a decrease in net debt due to the prepayment of $1.0 billion of long-term debt in October 2024 related to the DDTL and the early redemption of $750.0 million of long-term notes in March 2025, as discussed in the "Consolidated Balance Sheets" section above, partially offset by foreign currency fluctuations.

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

2 unchanged sentences

Additionally, direct-to-consumer sales are highest in the fourth quarter of the calendar year.

VF's additional sources of liquidity include available borrowing capacity against its $2.25 billion senior unsecured revolving line of credit (the “Global Credit Facility”), available cash balances and international lines of credit.

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

VF Corporation Q1 FY26 Form 10-Q 32

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

Nine Months Ended December

Three Months Ended June

(In thousands) 2025 2024

Cash provided by operating activities $ 609,545 $ 975,171

Cash provided (used) by investing activities 1,450,486 (184,498)

Cash used by financing activities (1,359,682) (735,766)

Cash Provided by Operating Activities

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

The decrease in cash provided by operating activities in the nine months ended December 2024 compared to December 2023 was primarily due to a decrease in net cash provided by working capital and a decrease in income from continuing operations, excluding the write-off of income tax receivables and interest related to the Timberland tax case in the prior year.

Cash Provided (Used) by Investing Activities

The increase in cash provided by investing activities in the nine months ended December 2024 was primarily due to proceeds from the sale of Supreme, net of cash sold, of $1.486 billion in the period.

The nine months ended December 2024 also included proceeds from the sale of assets of $88.1 million, primarily related to a sale leaseback transaction of a distribution center, sale of an aircraft hangar, sale of a corporate-owned aircraft

and sale of an office building.

The increase was also due to a decrease in capital expenditures of $50.2 million and a decrease in software purchases of $21.3 million in the nine months ended December 2024 compared to the 2023 period.

Cash Used by Financing Activities

The increase in cash used by financing activities during the nine months ended December 2024 was primarily due to a $694.6 million net decrease in short-term borrowings for the periods compared.

The nine months ended December 2024 also included a $1.0 billion prepayment of the DDTL compared to a $907.1 million payment of long-term debt in the nine months ended December 2023.

The increase was partially offset by a $163.1 million decrease in dividends paid for the periods compared.

Cash used by operating activities $ (145,460) $ (30,714)

Cash used by investing activities (49,013) (9,035)

Cash provided (used) by financing activities 338,955 (37,444)

Cash Used by Operating Activities

Cash flows related to operating activities are dependent on loss from continuing operations, adjustments to loss from continuing operations and changes in working capital.

The increase in cash used by operating activities in the three months ended June 2025 compared to June 2024 was primarily due to an increase in net cash used by working capital.

The increase in net cash used for working capital was needed to support inventory purchases and higher performance-based annual bonus payouts.

Cash Used by Investing Activities

The increase in cash used by investing activities in the three months ended June 2025 was primarily due to proceeds from the sale of assets of $45.6 million in the three months ended June 2024, related to a sale leaseback transaction of a distribution center and sale of a corporate-owned aircraft.

Cash Provided (Used) by Financing Activities

The increase in cash provided by financing activities during the three months ended June 2025 was primarily due to a $380.7 million net increase in short-term borrowings for the periods compared to support working capital requirements.

Share Repurchases

VF did not purchase shares of its Common Stock in the open market during the nine months ended December 2024 or the

37 VF Corporation Q3 FY25 Form 10-Q

nine months ended December 2023 under the share repurchase program authorized by VF's Board of Directors.

As of the end of December 2024, VF had $2.5 billion remaining for future repurchases under its share repurchase authorization.

VF did not purchase shares of its Common Stock in the open market during the three months ended June 2025 or the three months ended June 2024 under the share repurchase program authorized by VF's Board of Directors.

As of the end of June 2025, VF had $2.5 billion remaining for future repurchases under its share repurchase authorization.

VF's capital deployment priorities in the near-to-medium term will be focused on reducing leverage and reinvesting a portion of cost savings to drive profitable and sustainable growth.

8 unchanged sentences

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

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

The Global Credit Facility supported VF's global commercial paper program for short-term, seasonal working capital requirements

and general corporate purposes.

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

VF has restrictive covenants on its Global Credit Facility and had restrictive covenants on the DDTL Agreement, including a consolidated net indebtedness to consolidated net capitalization financial ratio covenant, as defined in the agreements as amended in August 2024 (effective for the first quarter of Fiscal 2025), starting at 70% with future step downs.

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

VF has restrictive covenants on its Global Credit Facility and had restrictive covenants on the DDTL Agreement.

The agreement for the Global Credit Facility, as amended in May 2025, includes a consolidated net indebtedness to consolidated net capitalization financial ratio covenant, starting at 70% with future step downs.

The covenant calculation also excludes consolidated operating lease liabilities.

Additionally, the amended agreements restrict the total amount of cash dividends and share repurchases to $500.0 million annually, on a calendar-year basis and required the repayment of the DDTL upon the completion of the Supreme sale.

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.

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

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

Based on VF's current ratings, there is no active market for commercial paper.

As of December 2024 there were no U.S.

or euro commercial paper borrowings.

The euro commercial paper borrowing program has been terminated as of January 2025.

Standby letters of credit issued under the Global Credit Facility as of December 2024 were $0.6 million, leaving approximately $2.2 billion available for borrowing against the Global Credit Facility at December 2024, subject to applicable financial covenants.

VF has $92.1 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 $12.8 million at December 2024.

Additionally, VF had $1.4 billion of unrestricted cash and cash equivalents at December 2024.

The agreement requires the pledge of certain assets of VF and certain of its subsidiaries pursuant to the agreement.

Additionally, the amended agreement restricts the total amount of cash dividends and share repurchases to $500.0 million annually, on a calendar-year basis.

The terms for the DDTL Agreement, as amended in August 2024, required the repayment of the DDTL upon the completion of the Supreme sale.

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.

As of June 2025, VF was in compliance with all covenants.

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

commercial paper borrowing program was terminated as of May 2025 and the euro commercial paper borrowing program was terminated as of January 2025.

Short-term borrowings under the Global Credit Facility as of June 2025 were $350.0 million.

Standby letters of credit issued u nder the Global Credit Facility as of June 2025 were $0.3 million, leaving approximately $1.9 billion available for borrowing against the Global Credit Facility at June 2025 , subject to applicable financial covenants.

VF h as $92.9 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 $42.9 million a t June 2025.

Additionally, VF had $642.4 million of unrestricted cash and cash equivalents at June 2025.

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 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 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 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.

At June 2025, March 2025 and June 2024, the accounts payable line item in VF’s Consolidated Balance Sheets included total outstanding obligations of $887.1 million, $481.7 million and $843.0 million,

33 VF Corporation Q1 FY26 Form 10-Q

respectively, due to suppliers that are eligible to participate in the SCF program.

Rating Agencies

At the end of December 2024, VF’s long-term debt ratings were ‘BB’ by Standard & Poor’s ("S&P") Global Ratings and ‘Ba1' by Moody’s Investors Service ("Moody's"), and U.S.

commercial paper ratings by those rating agencies were 'B’ and ‘NP’, respectively.

The Moody's rating for VF's euro commercial paper was also 'NP'.

Based on VF's current ratings, there is no active market for commercial paper.

VF's credit rating outlook by S&P and Moody's was 'stable' at the end of December 2024.

At the end of June 2025, VF’s long-term debt ratings were ‘BB’ by Standard & Poor’s ("S&P") Global Ratings and 'Ba2' b y Moody’s Investors Service ("Moody's").

VF's credit rating outlook was 'stable' by S&P and 'negative' by Moody's at the end of June 2025.

Further downgrades to VF's ratings would negatively impact borrowing costs.

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

The Company paid cash dividends of $0.09 and $0.27 per share during the three and nine months ended December 2024, respectively, and the Company declared a cash dividend of $0.09 per share that is payable in the fourth quarter of Fiscal 2025.

The Company paid cash dividends of $0.09 per share during the three months ended June 2025, and the Company declared a

cash dividend of $0.09 per share that is payable in the second quarter of Fiscal 2026.

Subject to approval by its Board of Directors, VF intends to continue to pay quarterly dividends.

VF Corporation Q3 FY25 Form 10-Q 38

Contractual Obligations

Management’s Discussion and Analysis in the Fiscal 2025 Form 10-K provided a table summarizing VF’s material contractual obligations and commercial commitments at the end of Fiscal 2025 that would require the use of funds.

As of December 2024, there have been no material changes in the amounts of unrecorded commitments disclosed in the Fiscal 2024 Form 10-K, except as noted below:

• Contractual obligations and commercial commitments at the end of Fiscal 2024 included approximately $93.7 million of inventory obligations related to Supreme, which is now classified as discontinued operations.

• Inventory purchase obligations decreased by approximately $852.0 million at the end of December 2024 primarily due to timing of inventory shipments.

• VF entered into a contract with a consulting firm during the second quarter of Fiscal 2025.

Fees related to this contract could be up to $141.0 million, which includes $66.0 million of fixed fees and $75.0 million of contingent fees tied to increases in VF's stock price through June 2027.

The total fair value of the contingent fees was $36.2 million as of December 2024 .

As of June 2025, there have been no material changes in the amounts of unrecorded commitments disclosed in the Fiscal 2025 Form 10-K, except as noted below:

• I nventory purchase obligations decreased by approximately $534.0 million at the end of June 2025 primarily due to timing of inventory shipments.

Management believes that VF has sufficient liquidity and flexibility to operate its business and meet its current and long-term obligations as they become due.

Recent Accounting Pronouncements

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

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

Critical Accounting Policies and Estimates

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There have been no material changes in VF's accounting policies from those disclosed in our Fiscal 2025 Form 10-K.

The application of these accounting policies requires management to make estimates and assumptions about future events and apply judgments that affect the reported amounts of assets, liabilities, revenues, expenses, contingent assets and liabilities, and related disclosures.

These estimates, assumptions and judgments are based on historical experience,

current trends and other factors believed to be reasonable under the circumstances.

liabilities, and related disclosures.

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

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

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The accounting policies that involve the most significant estimates, assumptions and management judgments used in preparation of the consolidated financial statements, or are the most sensitive to change from outside factors, are discussed in Management’s Discussion and Analysis in the Fiscal 2025 Form 10-K.

Refer to Note 16 to VF's consolidated financial statements for additional information regarding VF's critical accounting policies and estimates during Fiscal 2025.

Cautionary Statement on Forward-looking Statements

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Potential risks and uncertainties that could cause the actual results of operations or financial condition of VF to differ materially from those expressed or implied by forward-looking statements include, but are not limited to:

the level of consumer demand for apparel and footwear;

the level of consumer demand for apparel, footwear and accessories;

disruption to VF’s distribution system;

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

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

VF Corporation Q1 FY26 Form 10-Q 34

fluctuations in the price, availability and quality of raw materials and finished products, including as a result of tariffs;

disruption and volatility in the global capital and credit markets;

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retail industry changes and challenges;

VF's ability to execute its Reinvent transformation program and other business priorities, including measures to streamline and right-size its cost base and strengthen the balance sheet while reducing leverage;

VF’s ability to successfully establish a global commercial organization, and identify and capture efficiencies in

39 VF Corporation Q3 FY25 Form 10-Q

its business model;

VF's ability to execute its Reinvent transformation program, "The VF Way" and other business priorities, including measures to streamline and right-size its cost base and strengthen the balance sheet while reducing leverage;

VF’s ability to successfully establish a global commercial organization, and identify and capture efficiencies in its business model;

any inability of VF or third parties on which it relies, to maintain the strength and security of information technology systems;

the fact that VF’s facilities and systems, and those of third parties on which it relies, are frequent targets of cyber-attacks of varying levels of severity, and may in the future be vulnerable to such attacks, and any inability or failure by VF or such third parties to anticipate or detect data or information security breaches or other cyber-attacks, including the cyber incident that was reported by VF in December 2023, could result in data or financial loss, reputational harm, business disruption, damage to its relationships with customers, consumers, employees and third parties on which it relies, litigation, regulatory investigations, enforcement actions or other negative impacts;

the fact that VF’s facilities and systems, and those of third parties on which it relies, are frequent targets of cyber-attacks of varying levels of severity, and may in the future be vulnerable to such attacks, and any inability or failure by VF or such third parties to anticipate or detect data or information security breaches or other cyber-attacks, could result in data or financial loss, reputational harm, business disruption, damage to its relationships with customers, consumers, employees and third parties on which it relies, litigation, regulatory investigations, enforcement actions or other negative impacts;

any inability by VF or third parties on which it relies to properly collect, use, manage and secure business, consumer and employee data and comply with privacy and security regulations;

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

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

continued use by VF’s suppliers of

ethical business practices;

VF’s ability to accurately forecast demand for products;

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VF’s ability to protect trademarks and other intellectual property rights;

goodwill and other asset impairment;

possible goodwill and other asset impairment;

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

VF’s ability to execute acquisitions and dispositions, integrate acquisitions and manage its brand portfolio;

VF's ability to realize benefits from the completed sale of the Supreme ® brand business;

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

business resiliency in response to natural or man-made economic, public health, cyber, political or environmental disruptions, including any potential effects from changes in tariffs and international trade policy;

changes in tax laws and additional tax liabilities;

legal, regulatory, political, economic, and geopolitical risks, including those related to the current conflicts in Ukraine and the Middle East and tensions between the U.S.

legal, regulatory, political, economic, and geopolitical risks, including those related to the current conflicts in Europe, the Middle East and Asia and tensions between the U.S.

changes to laws and regulations;

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis