Item 9A. Controls and Procedures
ITEM 9A. CONTROLS AND PROCEDURES.
CONCLUSION REGARDING THE EFFECTIVENESS OF DISCLOSURE CONTROLS AND PROCEDURES
Under the supervision of the Chief Executive Officer and the Chief Financial Officer, VF conducted an evaluation of the effectiveness of the design and operation of VF’s “disclosure controls and procedures” as defined in Rules 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”) as of March 28, 2026. These require that VF ensure that information required to be disclosed by VF in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in
the Securities and Exchange Commission’s rules and forms and that information required to be disclosed in the reports filed or submitted under the Exchange Act is accumulated and communicated to VF’s management, including the principal executive officer and principal financial officer, to allow timely decisions regarding required disclosures. Based on VF’s evaluation, the principal executive officer and the principal financial officer concluded that VF’s disclosure controls and procedures were effective as of March 28, 2026.
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
See page F-2 of this Annual Report for “Management’s Report on Internal Control Over Financial Reporting.”
REPORT OF REGISTERED PUBLIC ACCOUNTING FIRM
See page F-3 of this Annual Report for the “Report of Independent Registered Public Accounting Firm.”
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There were no changes in VF’s internal control over financial reporting that occurred during its last fiscal quarter that have materially affected, or are reasonably likely to materially affect, VF’s internal control over financial reporting.
ITEM 9B. OTHER INFORMATION.
During the three months ended March 28, 2026, no director or officer of VF adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.
Not applicable.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
Information regarding VF’s Executive Officers required by Item 10 of this Part III is set forth in Item 1 of Part I of this Annual Report under the caption “Information About Our Executive Officers.” Information required by Item 10 of Part III regarding VF’s Directors is included under the caption “Election of Directors” in VF’s 2026 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 28, 2026, which information is incorporated herein by reference.
Information regarding compliance with Section 16(a) of the Exchange Act of 1934 is included under the caption “Delinquent Section 16(a) Reports” (to the extent reported therein) in VF’s 2026 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our
fiscal year ended March 28, 2026, which information is incorporated herein by reference.
Information regarding the Audit Committee is included under the caption “Corporate Governance at VF — Board Committees and Their Primary Responsibilities — Audit Committee” in VF’s 2026 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 28, 2026, which information is incorporated herein by reference.
VF has adopted a written code of ethics, “VF Corporation Code of Business Conduct,” that is applicable to all VF directors, officers and employees, including VF’s chief executive officer, chief financial officer, chief accounting officer and other executive officers identified pursuant to this Item 10 (collectively, the “Selected Officers”). The code is posted on VF’s website,
42 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
www.vfc.com. VF will disclose any changes in or waivers from its code of ethics applicable to any Selected Officer or director on its website at www.vfc.com.
The Board of Directors’ Corporate Governance Principles, the Audit Committee, Governance and Corporate Responsibility Committee, Talent and Compensation Committee and Finance Committee charters and other corporate governance
information, including the method for interested parties to communicate directly with nonmanagement members of the Board of Directors, are available on VF’s website. These documents, as well as the VF Corporation Code of Business Conduct, will be provided free of charge to any shareholder upon request directed to the Corporate Secretary of VF Corporation at P.O. Box 13919, Denver, CO 80201.
ITEM 11. EXECUTIVE COMPENSATION.
Information required by Item 11 of this Part III is included under the captions “Corporate Governance at VF” and “Executive Compensation” in VF’s 2026 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 28, 2026, which information is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
Information required by Item 12 of this Part III is included under the captions “Security Ownership of Certain Beneficial Owners and Management” and “Executive Compensation” in VF’s 2026 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 28, 2026, which information is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
Information required by Item 13 of this Part III is included under the caption “Corporate Governance at VF” in VF’s 2026 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 28, 2026, which information is incorporated herein by reference.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
Information required by Item 14 of this Part III is included under the caption “Audit and Other Professional Fees” in VF’s 2026 Proxy Statement that will be filed with the Securities and Exchange Commission within 120 days after the close of our fiscal year ended March 28, 2026, which information is incorporated herein by reference.
VF Corporation Fiscal 2026 Form 10-K 43
Table of Contents
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
(a) The following documents are filed as a part of this Fiscal 2026 report:
1. Financial statements PAGE NUMBER
Management’s Report on Internal Control Over Financial Reporting
F- 2
Report of Independent Registered Public Accounting Firm
F- 3
Consolidated Balance Sheets
F- 5
Consolidated Statements of Operations
F- 6
Consolidated Statements of Comprehensive Income (Loss)
F- 7
Consolidated Statements of Cash Flows
F- 8
Consolidated Statements of Stockholders’ Equity
F- 10
Notes to Consolidated Financial Statements
F- 11
2. Financial statement schedules PAGE NUMBER
Schedule II — Valuation and Qualifying Accounts
F- 66
All other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and therefore have been omitted.
3. Exhibits
NUMBER DESCRIPTION
2.1
Stock and Asset Purchase Agreement dated as of July 16, 2024 between V.F. Corporation and EssilorLuxottica S.A. (Incorporated by reference to Exhibit 2.1 to Form 8-K filed July 17, 2024)+
3.1
Articles of Incorporation, restated as of October 21, 2013 (Incorporated by reference to Exhibit 3(i) to Form 8-K filed October 21, 2013)
3.2
Amended and Restated By-Laws of V.F. Corporation, effective January 24, 2023 (Incorporated by reference to Exhibit 3.1 to Form 8-K filed January 25, 2023)
4.1
A specimen of VF’s Common Stock certificate (Incorporated by reference to Exhibit 4(A) to Form 10-K for the year ended January 3, 1998)
4.2
Indenture between VF and United States Trust Company of New York, as Trustee, dated September 29, 2000 (Incorporated by reference to Exhibit 4.1 to Form 10-Q for the quarter ended September 30, 2000)
4.3
Form of 6.00% Note due October 15, 2033 for $297,500,000 (Incorporated by reference to Exhibit 4.2 to Form S-4 Registration Statement No. 110458 filed November 13, 2003)
4.4
Indenture between VF and The Bank of New York Trust Company, N.A., as Trustee, dated October 15, 2007 (Incorporated by reference to Exhibit 4.1 to Form S-3ASR Registration Statement No. 333-146594 filed October 10, 2007)
4.5
First Supplemental Indenture between VF and The Bank of New York Trust Company, N.A., as Trustee, dated October 15, 2007 (Incorporated by reference to Exhibit 4.2 to Form 8-K filed October 25, 2007)
4.6
Form of 6.45% Note due 2037 for $350,000,000 (Incorporated by reference to Exhibit 4.4 to Form 8-K filed October 25, 2007)
4.7
Fourth Supplemental Indenture between VF, The Bank of New York Mellon Trust Company, N.A., as Trustee, and The Bank of New York Mellon, London Branch, as Paying Agent dated as of February 25, 2020 (Incorporated by reference to Exhibit 4.2 to Form 8-K filed February 25, 2020)
4.8
Form of 0.250% Senior Notes due 2028 (Incorporated by reference to Exhibit 4.3 to Form 8-K filed February 25, 2020)
4.9
Form of 0.625% Senior Notes due 2032 (Incorporated by reference to Exhibit 4.4 to Form 8-K filed February 25, 2020)
4.10
Fifth Supplemental Indenture between VF and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of April 23, 2020 (Incorporated by reference to Exhibit 4.2 to Form 8-K filed April 23, 2020)
4.11
Form of 2.800% Senior Notes due 2027 (Incorporated by reference to Exhibit 4.5 to Form 8-K filed April 23, 2020)
4.12
Form of 2.950% Senior Notes due 2030 (Incorporated by reference to Exhibit 4.6 to Form 8-K filed April 23, 2020)
4.13
Sixth Supplemental Indenture between VF and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of March 7, 2023 (Incorporated by reference to Exhibit 4.2 to Form 8-K filed March 7, 2023)
4.14
Form of 4.125% Senior Notes due 2026 (Incorporated by reference to Exhibit 4.3 to Form 8-K filed March 7, 2023)
4.15
Form of 4.250% Senior Notes due 2029 (Incorporated by reference to Exhibit 4.4 to Form 8-K filed March 7, 2023)
4.16
Description of Securities
44 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
NUMBER DESCRIPTION
10.1
1996 Stock Compensation Plan, as amended and restated as of February 10, 2015 (Incorporated by reference to Appendix B to the 2015 Proxy Statement filed March 19, 2015)*
10.2
1996 Stock Compensation Plan, as amended and restated as of March 12, 2024 (Incorporated by reference to Exhibit 10.2 to Form 10-K for the year ended March 30, 2024)*
10.3
1996 Stock Compensation Plan, as amended and restated as of May 14, 2024 (Incorporated by reference to Exhibit 10.1 to Form 8-K filed July 24, 2024)*
10.4
1996 Stock Compensation Plan, as amended and restated as of June 22, 2025 (Incorporated by reference to Exhibit 10.4 to Form 10-K for the year ended March 28, 2026)*
10.5
Form of VF Corporation 1996 Stock Compensation Plan Non-Qualified Stock Option Certificate (Incorporated by reference to Exhibit 10(B) to Form 10-K for the year ended January 2, 2010)*
10.6
Form of VF Corporation 1996 Stock Compensation Plan Non-Qualified Stock Option Certificate (Incorporated by reference to Exhibit 10.2 to Form 10-Q for the quarter ended June 29, 2024)*
10.7
Form of VF Corporation 1996 Stock Compensation Plan Non-Qualified Stock Option Certificate for Non-Employee Directors (Incorporated by reference to Exhibit 10(C) to Form 10-K for the year ended December 31, 2011)*
10.8
Form of VF Corporation 1996 Stock Compensation Plan Non-Qualified Stock Option Certificate for Non-Employee Directors (Incorporated by reference to Exhibit 10.3 to Form 10-Q for the quarter ended June 29, 2024)*
10.9
Form of Award Certificate for Performance-Based Restricted Stock Units (Incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended September 26, 2020)*
10.10
Form of Award Certificate for Performance-Based Restricted Stock Units (Incorporated by reference to Exhibit 10.4 to Form 10-Q for the quarter ended June 29, 2024)*
10.11
Form of Award Certificate for Performance-Based Restricted Stock Units for CEO (Incorporated by reference to Exhibit 10.2 to Form 10-Q for the quarter ended September 27, 2025)*
10.12
Form of Award Certificate for Stock Units for Non-Employee Directors (Incorporated by reference to Exhibit 10.5 to Form 10-Q for the quarter ended June 29, 2024)*
10.13
Form of Award Certificate for Restricted Stock Units (Incorporated by reference to Exhibit 10(K) to Form 10-K for the year ended March 28, 2020)*
10.14
Form of Award Certificate for Restricted Stock Units (Incorporated by reference to Exhibit 10.6 to Form 10-Q for the quarter ended June 29, 2024)*
10.15
Form of Award Certificate for Restricted Stock Units (5-Year) (Incorporated by reference to Exhibit 10.2 to Form 10-Q for the quarter ended June 28, 2025)*
10.16
Form of Award Certificate for Restricted Stock Units (4-Year Graded Vesting) (Incorporated by reference to Exhibit 10.3 to Form 10-Q for the quarter ended June 28, 2025)*
10.17
Form of Award Certificate for Restricted Stock Units Special Award (Cliff Vesting) (Incorporated by reference to Exhibit 10(L) to Form 10-K for the year ended March 28, 2020)*
10.18
Form of Award Certificate for Restricted Stock Units Special Award (Cliff Vesting) (Incorporated by reference to Exhibit 10.7 to Form 10-Q for the quarter ended June 29, 2024)*
10.19
Form of Award Certificate for Restricted Stock Units Special Award (Split Vesting) (Incorporated by reference to Exhibit 10(M) to Form 10-K for the year ended March 28, 2020)*
10.20
Form of Award Certificate for Restricted Stock Units Special Award (Split Vesting) (Incorporated by reference to Exhibit 10.8 to Form 10-Q for the quarter ended June 29, 2024)*
10.21
Form of Award Certificate for Restricted Stock Special Award (Cliff Vesting) (Incorporated by reference to Exhibit 10(P) to Form 10-K for the year ended March 28, 2020)*
10.22
Deferred Compensation Plan, as amended and restated as of December 31, 2001 (Incorporated by reference to Exhibit 10(A) to Form 10-Q for the quarter ended March 30, 2002)*
10.23
Executive Deferred Savings Plan, as amended and restated as of December 31, 2001 (Incorporated by reference to Exhibit 10(B) to Form 10-Q for the quarter ended March 30, 2002)*
10.24
Executive Deferred Savings Plan II, as amended and restated January 1, 2020 (Incorporated by reference to Item 10.1 to Form 10-Q for the quarter ended December 28, 2019)*
10.25
Amendment to Executive Deferred Savings Plan (Incorporated by reference to Exhibit 10(b) to Form 8-K filed December 17, 2004)*
10.26
Amended and Restated Second Supplemental Annual Benefit Determination under the Amended and Restated Supplemental Executive Retirement Plan for Mid-Career Senior Management (Incorporated by reference to Exhibit 10.2 to Form 10-Q for the quarter ended April 1, 2006)*
10.27
Amended and Restated Fourth Supplemental Annual Benefit Determination under the Amended and Restated Supplemental Executive Retirement Plan for Participants in VF’s Deferred Compensation Plan (Incorporated by reference to Exhibit 10.3 to Form 10-Q for the quarter ended April 1, 2006)*
10.28
Amended and Restated Seventh Supplemental Annual Benefit Determination under the Amended and Restated Supplemental Executive Retirement Plan for Participants in VF’s Executive Deferred Savings Plan (Incorporated by reference to Exhibit 10.5 to Form 10-Q for the quarter ended April 1, 2006)*
VF Corporation Fiscal 2026 Form 10-K 45
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NUMBER DESCRIPTION
10.29
Amended and Restated Eighth Supplemental Annual Benefit Determination under the Amended and Restated Supplemental Executive Retirement Plan (Incorporated by reference to Exhibit 10.6 to Form 10-Q for the quarter ended April 1, 2006)*
10.30
Amended and Restated Ninth Supplemental Annual Benefit Determination under the Amended and Restated Supplemental Executive Retirement Plan relating to the computation of benefits for Senior Management (Incorporated by reference to Exhibit 10.7 to Form 10-Q for the quarter ended April 1, 2006)*
10.31
Amended and Restated Tenth Supplemental Annual Benefit Determination under the Amended and Restated Supplemental Executive Retirement Plan for Participants in VF’s Mid-Term Incentive Plan (Incorporated by reference to Exhibit 10.8 to Form 10-Q for the quarter ended April 1, 2006)*
10.32
Eleventh Supplemental Annual Benefit Determination Pursuant to the Amended and Restated Supplemental Executive Retirement Plan (Incorporated by reference to Exhibit 10.9 to Form 10-Q for the quarter ended April 1, 2006)*
10.33
Twelfth Supplemental Benefit Determination Pursuant to the VF Corporation Amended and Restated Supplemental Executive Retirement Plan (Incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended September 27, 2014)*
10.34
Amended and Restated Supplemental Executive Retirement Plan (Incorporated by reference to Exhibit 10.10 to Form 10-Q for the quarter ended April 1, 2006)*
10.35
Resolution of the Board of Directors dated December 3, 1996 relating to lump sum payments under VF’s Supplemental Executive Retirement Plan (Incorporated by reference to Exhibit 10(N) to Form 10-K for the year ended January 4, 1997)*
10.36
2019 Form of Change in Control Agreement with Certain Senior Management of VF or its Subsidiaries (Incorporated by reference to Exhibit 10(HH) to Form 10-K for the year ended March 28, 2020)*
10.37
Amended and Restated Deferred Savings Plan for Non-Employee Directors (Incorporated by reference to Exhibit 10(W) to Form 10-K for the year ended January 3, 2009)*
10.38
Form of Indemnification Agreement with each of VF’s Non-Employee Directors (Incorporated by reference to Exhibit 10.2 of the Form 10-Q for the quarter ended September 27, 2008)*
10.39
2004 Mid-Term Incentive Plan, a subplan under the 1996 Stock Compensation Plan, as amended and restated as of October 18, 2017 (Incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended September 30, 2017)*
10.40
2004 Long-Term Incentive Plan, a subplan under the 1996 Stock Compensation Plan, as amended and restated as of March 11, 2024 (Incorporated by reference to Exhibit 10.30 to Form 10-K for the year ended March 30, 2024)*
10.41
2004 Long-Term Incentive Plan, a subplan under the 1996 Stock Compensation Plan, as amended and restated as of May 13, 2024 (Incorporated by reference to Exhibit 10.9 to Form 10-Q for the quarter ended June 29, 2024)*
10.42
Annual Incentive Plan (effective May 15, 2023) (Incorporated by reference to Exhibit 10(II) to Form 10-K for the year ended April 1, 2023)*
10.43
Form of Non-Competition, Non-Solicitation and Confidentiality Agreement for Equity Plan Participants (Incorporated by reference to Exhibit 10(JJ) to Form 10-K for the year ended April 1, 2023)
10.44
Offer Letter between VF and Bracken Darrell, dated June 20, 2023 (Incorporated by reference to Exhibit 10.1 to Form 8-K filed June 20, 2023)*
10.45
Severance Plan for Section 16 Officers (effective October 6, 2023) (Incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended December 30, 2023)*
10.46
Five-Year Revolving Credit Agreement by and among V.F. Corporation and VF International Sagl, as borrowers, the lenders named therein, JPMorgan Chase Bank, N.A., as Administrative Agent, JPMorgan Chase Bank, N.A., BofA Securities, Inc., Barclays Bank PLC, HSBC Securities (USA) Inc., U.S. Bank National Association and Wells Fargo Securities, LLC, as Joint-Lead Arrangers and Joint Bookrunners, Bank of America, N.A., Barclays Bank PLC, HSBC Bank USA, National Association, U.S. Bank National Association and Wells Fargo Bank, National Association, as Syndication Agents, and ING Bank N.V., Dublin Branch, PNC Bank, N.A., TD Bank, N.A. and Morgan Stanley Bank, N.A., as Documentation Agents, dated November 24, 2021 (Incorporated by reference to Exhibit 10.1 to Form 8-K filed November 24, 2021)
10.47
Amendment No. 1 to Revolving Credit Agreement, dated February 16, 2023, by and among V.F. Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, the Lenders party thereto and the other parties thereto (Incorporated by reference to Exhibit 10.1 to Form 8-K filed February 16, 2023)
10.48
Amendment No. 2 to Revolving Credit Agreement, dated May 19, 2023, by and among V.F. Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, the Lenders party thereto and the other parties thereto (Incorporated by reference to Exhibit 10(NN) to Form 10-K for the year ended April 1, 2023)
10.49
Amendment No. 3 to Revolving Credit Agreement, dated as of April 25, 2024, by and among V.F. Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, and the Lenders party thereto (Incorporated by reference to Exhibit 10.1 to Form 8-K filed April 26, 2024)
10.50
Amendment No. 4 to Revolving Credit Agreement, dated as of August 2, 2024, by and among V.F. Corporation, JPMorgan Chase Bank, N.A., as the Administrative Agent, the Lenders party thereto and the other parties thereto (Incorporated by reference to Exhibit 10.1 to Form 8-K filed August 6, 2024)
10.51
Amendment No. 5 to Revolving Credit Agreement, dated as of May 21, 2025, by and among V.F. Corporation, JPMorgan Chase Bank, N.A., as the Administrative Agent, the Lenders party thereto and the other parties thereto (Incorporated by reference to Exhibit 10.1 to Form 8-K filed May 21, 2025)
46 VF Corporation Fiscal 2026 Form 10-K
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NUMBER DESCRIPTION
10.52
Term Loan Agreement by and among V.F. Corporation, as borrower, the lenders named therein, JPMorgan Chase Bank, N.A., as Administrative Agent, Wells Fargo Securities, LLC, JPMorgan Chase Bank, N.A, PNC Bank National Association, TD Securities (USA) LLC, Truist Securities, Inc. and U.S. Bank National Association, as Joint Lead Arrangers and Joint Bookrunners, Wells Fargo Bank, National Association, as Syndication Agent, and PNC Bank National Association, TD Bank, N.A., Truist Bank and U.S. Bank National Association, as Documentation Agents, dated August 11, 2022 (Incorporated by reference to Exhibit 10.1 to Form 8-K filed August 11, 2022)
10.53
Amendment No. 1 to Term Loan Agreement, dated February 16, 2023, by and among V.F. Corporation, as borrower, JP Morgan Chase Bank, N.A., as Administrative Agent, the Lenders party thereto and the other parties thereto (Incorporated by reference to Exhibit 10.2 to Form 8-K filed February 16, 2023)
10.54
Amendment No. 2 to Term Loan Agreement, dated as of August 2, 2024, by and among V.F. Corporation, JPMorgan Chase Bank, N.A., as the Administrative Agent, the Lenders party thereto and the other parties thereto (Incorporated by reference to Exhibit 10.2 to Form 8-K filed August 6, 2024)
10.55
Credit Agreement, dated August 26, 2025, by and among V.F. Corporation, as the borrower, Wells Fargo Bank, National Association, as administrative agent, Wells Fargo Bank, National Association, Bank of America, N.A., HSBC Bank USA, N.A., JPMorgan Chase Bank, N.A., PNC Bank, National Association, Truist Securities, Inc. and U.S. Bank National Association, as joint-lead arrangers and joint bookrunners, Wells Fargo Bank, National Association, as syndication agent, Wells Fargo Bank, National Association, Citibank, N.A., ING Capital LLC and TD Bank, as co-documentation agents, and the several banks and other financial institutions or entities from time to time party thereto as lenders thereto (Incorporated by reference to Exhibit 10.1 to Form 8-K filed August 27, 2025)
10.56
Separation and Distribution Agreement dated May 22, 2019 (Incorporated by reference to Exhibit 2.1 to Form 8-K filed May 23, 2019)
10.57
Tax Matters Agreement dated May 22, 2019 (Incorporated by reference to Exhibit 10.1 to Form 8-K filed May 23, 2019)
10.58
Transition Services Agreement dated May 22, 2019 (Incorporated by reference to Exhibit 10.2 to Form 8-K filed May 23, 2019)
10.59
VF Intellectual Property License Agreement dated May 17, 2019 (Incorporated by reference to Exhibit 10.3 to Form 8-K filed May 23, 2019)
10.60
Kontoor Intellectual Property License Agreement dated May 17, 2019 (Incorporated by reference to Exhibit 10.4 to Form 8-K filed May 23, 2019)
10.61
Employee Matters Agreement dated May 22, 2019 (Incorporated by reference to Exhibit 10.5 to Form 8-K filed May 23, 2019)
19.1
Insider Trading Policy (Incorporated by reference to Exhibit 19.1 to Form 10-K for the year ended March 30, 2024)
21.1
Subsidiaries of the Corporation
23.1
Consent of independent registered public accounting firm
24.1
Power of attorney
31.1
Certification of the principal executive officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
Certification of the principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2
Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
97.1
Policy for the Recovery of Erroneously Awarded Compensation (Incorporated by reference to Exhibit 97.1 to Form 10-K for the year ended March 30, 2024)
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Linkbase Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
104. Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
+ Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. VF hereby agrees to furnish a copy of any omitted schedule or exhibit to the SEC upon request.
* Management compensation plans
All other exhibits for which provision is made in the applicable regulations of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and therefore have been omitted.
ITEM 16. FORM 10-K SUMMARY.
None.
VF Corporation Fiscal 2026 Form 10-K 47
Table of Contents
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, VF has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
V.F. CORPORATION
By: /s/ Bracken Darrell
Bracken Darrell
President, Chief Executive Officer and Director
(Principal Executive Officer)
By: /s/ Paul Vogel
Paul Vogel
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
By: /s/ Michael E. Phillips
Michael E. Phillips
Vice President, Chief Accounting Officer
(Principal Accounting Officer)
May 20, 2026
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of VF and in the capacities and on the dates indicated:
Richard T. Carucci* Chair of the Board and Director
Alexander K. Cho* Director
Juliana L. Chugg* Director
Trevor A. Edwards* Director
Mindy Grossman* Director
Mark S. Hoplamazian* Director
Laura W. Lang* Director
Clarence Otis, Jr.* Director
Carol L. Roberts* Director
Matthew J. Shattock* Director
Kirk Tanner* Director
*By: /s/ Jennifer S. Sim
Jennifer S. Sim, Attorney-in-Fact
May 20, 2026
48 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Index to Consolidated Financial Statements and Financial Statement Schedule
March 2026
PAGE NUMBER
Management’s Report on Internal Control Over Financial Reporting
F- 2
Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )
F- 3
Consolidated Balance Sheets
F- 5
Consolidated Statements of Operations
F- 6
Consolidated Statements of Comprehensive Income (Loss)
F- 7
Consolidated Statements of Cash Flows
F- 8
Consolidated Statements of Stockholders’ Equity
F- 10
Notes to Consolidated Financial Statements
F- 11
Schedule II — Valuation and Qualifying Accounts
F- 66
VF Corporation Fiscal 2026 Form 10-K F-1
Table of Contents
V.F. Corporation
Management’s Report on Internal Control Over Financial Reporting
Management of V.F. Corporation (“VF”) is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rule 13a-15(f). VF’s management conducted an assessment of VF's internal control over financial reporting based on the framework described in Internal Control — Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, VF’s management has determined that VF’s internal control over financial reporting was effective as of March 28, 2026.
The effectiveness of VF’s internal control over financial reporting as of March 28, 2026 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.
F-2 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of V. F. Corporation
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of V.F. Corporation and its subsidiaries (the "Company") as of March 28, 2026 and March 29, 2025, and the related consolidated statements of operations, of comprehensive income (loss), of stockholders’ equity and of cash flows for each of the three years in the period ended March 28, 2026, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended March 28, 2026, appearing under Item 15 (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of March 28, 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of March 28, 2026 and March 29, 2025, and the results of its operations and its cash flows for each of the three years in the period ended March 28, 2026 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 28, 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
VF Corporation Fiscal 2026 Form 10-K F-3
Table of Contents
Goodwill Impairment Assessment – Vans Reporting Unit
As described in Notes 1, 9, and 24 to the consolidated financial statements, the goodwill balance was $587.7 million as of March 28, 2026, and the goodwill associated with the Vans reporting unit was $166.9 million. Management evaluates goodwill for possible impairment as of the beginning of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate that the fair value of such assets may be below their carrying amount. If management determines that it is more likely than not that the fair value of the reporting unit is more than its carrying value, then no further testing is required. Otherwise, the asset must be quantitatively tested for impairment. An impairment charge is recorded if the carrying value exceeds its estimated fair value. During the annual goodwill impairment testing, management performed a quantitative impairment analysis of the Vans reporting unit goodwill and concluded the goodwill was not impaired. Management estimates the fair value of reporting units using a combination of an income approach and a market approach. The income approach is based on projected future (debt-free) cash flows that are discounted to present value. Key assumptions developed by management and used in the quantitative analysis of the Vans reporting unit include revenue and profitability projections throughout the forecast period, tax rates, and a market-based discount rate.
The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the Vans reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the Vans reporting unit; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue projections and the discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment, including controls over the valuation of the Vans reporting unit. These procedures also included, among others (i) testing management’s process for developing the fair value estimate of the Vans reporting unit; (ii) evaluating the appropriateness of the income approach used by management; (iii) testing the completeness and accuracy of underlying data used in the income approach; and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue projections and the discount rate. Evaluating management’s assumption related to revenue projections involved evaluating whether the assumption used by management was reasonable considering (i) the current and past performance of the Vans reporting unit; (ii) the consistency with external market and industry data; and (iii) whether the assumption was consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the income approach and (ii) the reasonableness of the discount rate assumption.
/s/ PricewaterhouseCoopers LLP
Greensboro, North Carolina
May 20, 2026
We have served as the Company’s auditor since 1995.
F-4 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Consolidated Balance Sheets
(In thousands, except share amounts)
March 2026 March 2025
ASSETS
Current assets
Cash and cash equivalents
$ 823,943 $ 429,382
Accounts receivable, less allowance for doubtful accounts of: March 2026 - $ 23,964 ; March 2025 - $ 31,853
1,427,957 1,321,663
Inventories
1,371,274 1,627,025
Other current assets
386,340 408,028
Total current assets 4,009,514 3,786,098
Property, plant and equipment, net
674,508 720,879
Intangible assets, net
1,467,542 1,710,707
Goodwill
587,705 603,386
Operating lease right-of-use assets
1,320,733 1,262,319
Other assets
1,230,175 1,294,147
TOTAL ASSETS $ 9,290,177 $ 9,377,536
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Short-term borrowings
$ 10,139 $ 11,916
Current portion of long-term debt
— 540,579
Accounts payable
826,347 789,570
Current portion of operating lease liabilities
333,469 308,741
Accrued liabilities
1,011,217 1,047,047
Total current liabilities 2,181,172 2,697,853
Long-term debt
3,519,870 3,425,650
Long-term portion of operating lease liabilities
1,119,876 1,079,182
Other liabilities
619,381 687,492
Total liabilities 7,440,299 7,890,177
Commitments and contingencies
Stockholders' equity
Preferred Stock, par value $ 1 ; shares authorized, 25,000,000 ; no shares outstanding at March 2026 or March 2025
— —
Common Stock, stated value $ 0.25 ; shares authorized, 1,200,000,000 ; shares outstanding at March 2026 - 391,515,399 ; March 2025 - 389,695,199
97,879 97,424
Additional paid-in capital
3,487,884 3,540,686
Accumulated other comprehensive loss
( 807,051 ) ( 977,740 )
Accumulated deficit
( 928,834 ) ( 1,173,011 )
Total stockholders’ equity 1,849,878 1,487,359
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 9,290,177 $ 9,377,536
See notes to consolidated financial statements.
VF Corporation Fiscal 2026 Form 10-K F-5
Table of Contents
VF CORPORATION
Consolidated Statements of Operations
Year Ended March
(In thousands, except per share amounts) 2026 2025 2024
Revenues $ 9,605,207 $ 9,504,691 $ 9,915,678
Costs and operating expenses
Cost of goods sold 4,343,492 4,420,826 4,803,378
Selling, general and administrative expenses 4,654,430 4,690,850 4,748,669
Impairment of goodwill and intangible assets 30,716 89,242 507,566
Total costs and operating expenses 9,028,638 9,200,918 10,059,613
Operating income (loss) 576,569 303,773 ( 143,935 )
Interest income 18,028 24,893 20,246
Interest expense ( 166,771 ) ( 174,136 ) ( 185,925 )
Other income (expense), net ( 86,608 ) ( 9,369 ) 24,693
Income (loss) from continuing operations before income taxes
341,218 145,161 ( 284,921 )
Income tax expense 86,298 75,837 733,556
Income (loss) from continuing operations 254,920 69,324 ( 1,018,477 )
Income (loss) from discontinued operations, net of tax — ( 259,040 ) 49,595
Net income (loss) $ 254,920 $ ( 189,716 ) $ ( 968,882 )
Earnings (loss) per common share - basic
Continuing operations $ 0.65 $ 0.18 $ ( 2.62 )
Discontinued operations — ( 0.67 ) 0.13
Total earnings (loss) per common share - basic $ 0.65 $ ( 0.49 ) $ ( 2.49 )
Earnings (loss) per common share - diluted
Continuing operations $ 0.64 $ 0.18 $ ( 2.62 )
Discontinued operations — ( 0.66 ) 0.13
Total earnings (loss) per common share - diluted $ 0.64 $ ( 0.48 ) $ ( 2.49 )
Weighted average shares outstanding
Basic 390,739 389,152 388,360
Diluted 395,875 392,571 388,360
See notes to consolidated financial statements.
F-6 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Consolidated Statements of Comprehensive Income (Loss)
Year Ended March
(In thousands) 2026 2025 2024
Net income (loss) $ 254,920 $ ( 189,716 ) $ ( 968,882 )
Other comprehensive income (loss)
Foreign currency translation and other
Gains (losses) arising during the period 17,351 ( 29,868 ) ( 1,491 )
Reclassification of foreign currency translation losses 382 75,293 —
Income tax effect 36,345 1,825 ( 7,297 )
Defined benefit pension plans
Current period actuarial gains (losses), including plan amendments and curtailments 17,163 ( 14,413 ) ( 38,230 )
Amortization of net deferred actuarial losses 18,236 20,205 16,656
Amortization of deferred prior service credits ( 339 ) ( 589 ) ( 541 )
Reclassification of net actuarial loss from settlement charges 193,199 — 3,538
Reclassification of deferred prior service cost due to curtailments ( 1,520 ) ( 936 ) —
Income tax effect ( 57,818 ) ( 1,981 ) 3,936
Derivative financial instruments
Gains (losses) arising during the period ( 85,191 ) 16,111 ( 7,933 )
Income tax effect 7,415 ( 6,083 ) 1,490
Reclassification of net (gains) losses realized 19,451 32,595 ( 18,121 )
Income tax effect 6,015 ( 5,568 ) 3,180
Other comprehensive income (loss) 170,689 86,591 ( 44,813 )
Comprehensive income (loss) $ 425,609 $ ( 103,125 ) $ ( 1,013,695 )
See notes to consolidated financial statements.
VF Corporation Fiscal 2026 Form 10-K F-7
Table of Contents
VF CORPORATION
Consolidated Statements of Cash Flows
Year Ended March
(In thousands) 2026 2025 2024
OPERATING ACTIVITIES
Net income (loss) $ 254,920 $ ( 189,716 ) $ ( 968,882 )
Income (loss) from discontinued operations, net of tax — ( 259,040 ) 49,595
Income (loss) from continuing operations, net of tax 254,920 69,324 ( 1,018,477 )
Adjustments to reconcile net income (loss) to cash provided by operating activities:
Impairment of goodwill and intangible assets 30,716 89,242 507,566
Depreciation, amortization and other asset write-downs 280,529 259,616 307,528
Reduction in the carrying amount of right-of-use assets 354,756 351,971 379,720
Stock-based compensation 76,954 73,247 57,829
Provision for doubtful accounts 9,480 15,377 11,170
Pension expense in excess of (less than) contributions 188,084 ( 1,463 ) ( 18,080 )
Pension termination asset reversion, net 125,373 — —
Deferred income taxes ( 42,249 ) ( 88,544 ) ( 383,916 )
Write-off of income tax receivables and interest — — 921,409
Gain on sale of business ( 127,211 ) — —
Other, net 9,450 ( 9,515 ) ( 2,138 )
Changes in operating assets and liabilities:
Accounts receivable ( 166,709 ) ( 100,803 ) 323,503
Inventories 173,517 54,102 521,281
Accounts payable 26,713 ( 2,303 ) ( 111,992 )
Income taxes ( 47,321 ) 9,366 ( 156,198 )
Accrued liabilities ( 85,677 ) 48,847 27,539
Operating lease right-of-use assets and liabilities ( 350,496 ) ( 353,661 ) ( 374,063 )
Other assets and liabilities ( 39,555 ) 23,686 ( 107,967 )
Cash provided by operating activities - continuing operations 671,274 438,489 884,714
Cash provided by operating activities - discontinued operations — 26,747 129,867
Cash provided by operating activities 671,274 465,236 1,014,581
INVESTING ACTIVITIES
Proceeds from sale of businesses, net of cash sold 600,524 1,506,223 —
Proceeds from sale of assets 868 88,234 26,525
Capital expenditures ( 114,707 ) ( 86,274 ) ( 135,762 )
Software purchases ( 51,099 ) ( 39,749 ) ( 61,483 )
Other, net ( 28,490 ) ( 35,930 ) 12,038
Cash provided (used) by investing activities - continuing operations 407,096 1,432,504 ( 158,682 )
Cash used by investing activities - discontinued operations — ( 4,413 ) ( 13,576 )
Cash provided (used) by investing activities 407,096 1,428,091 ( 172,258 )
FINANCING ACTIVITIES
Net increase (decrease) in short-term borrowings ( 2,322 ) ( 252,023 ) 255,146
Payments on long-term debt ( 582,813 ) ( 1,751,109 ) ( 908,199 )
Payment of debt issuance costs ( 12,601 ) — ( 576 )
Cash dividends paid ( 140,744 ) ( 140,165 ) ( 303,140 )
Proceeds from issuance of Common Stock, net of (payments) for tax withholdings
699 ( 2,730 ) ( 2,846 )
Cash used by financing activities $ ( 737,781 ) $ ( 2,146,027 ) $ ( 959,615 )
Continued on next page.
See notes to consolidated financial statements.
F-8 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Consolidated Statements of Cash Flows
Year Ended March
(In thousands) 2026 2025 2024
Effect of foreign currency rate changes on cash, cash equivalents and restricted cash $ 60,280 $ 7,218 $ ( 22,069 )
Net change in cash, cash equivalents and restricted cash 400,869 ( 245,482 ) ( 139,361 )
Cash, cash equivalents and restricted cash — beginning of year 431,475 676,957 816,318
Cash, cash equivalents and restricted cash — end of year $ 832,344 $ 431,475 $ 676,957
Balances per Consolidated Balance Sheets:
Cash and cash equivalents $ 823,943 $ 429,382 $ 656,376
Other current assets 8,401 2,093 2,221
Current and other assets of discontinued operations — — 18,351
Other assets — — 9
Total cash, cash equivalents and restricted cash $ 832,344 $ 431,475 $ 676,957
See notes to consolidated financial statements.
VF Corporation Fiscal 2026 Form 10-K F-9
Table of Contents
VF CORPORATION
Consolidated Statements of Stockholders' Equity
Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total
(In thousands, except share amounts) Shares Amounts
Balance, March 2023 388,665,531 $ 97,166 $ 3,775,979 $ ( 1,019,518 ) $ 57,086 $ 2,910,713
Net income (loss) — — — — ( 968,882 ) ( 968,882 )
Dividends on Common Stock ($ 0.78 per share)
— — ( 246,054 ) — ( 57,086 ) ( 303,140 )
Stock-based compensation, net 170,688 43 70,146 — ( 5,702 ) 64,487
Foreign currency translation and other — — — ( 8,788 ) — ( 8,788 )
Defined benefit pension plans — — — ( 14,641 ) — ( 14,641 )
Derivative financial instruments — — — ( 21,384 ) — ( 21,384 )
Balance, March 2024 388,836,219 97,209 3,600,071 ( 1,064,331 ) ( 974,584 ) 1,658,365
Net income (loss) — — — — ( 189,716 ) ( 189,716 )
Dividends on Common Stock ($ 0.36 per share)
— — ( 140,165 ) — — ( 140,165 )
Stock-based compensation, net 858,980 215 80,780 — ( 8,711 ) 72,284
Foreign currency translation and other — — — 47,250 — 47,250
Defined benefit pension plans — — — 2,286 — 2,286
Derivative financial instruments — — — 37,055 — 37,055
Balance, March 2025 389,695,199 97,424 3,540,686 ( 977,740 ) ( 1,173,011 ) 1,487,359
Net income (loss) — — — — 254,920 254,920
Dividends on Common Stock ($ 0.36 per share)
— — ( 140,744 ) — — ( 140,744 )
Stock-based compensation, net 1,820,200 455 87,942 — ( 10,743 ) 77,654
Foreign currency translation and other — — — 54,078 — 54,078
Defined benefit pension plans — — — 168,921 — 168,921
Derivative financial instruments — — — ( 52,310 ) — ( 52,310 )
Balance, March 2026 391,515,399 $ 97,879 $ 3,487,884 $ ( 807,051 ) $ ( 928,834 ) $ 1,849,878
See notes to consolidated financial statements.
F-10 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PAGE NUMBER
NOTE 1
Summary of Significant Accounting Policies
F- 12
NOTE 2
Revenues
F- 19
NOTE 3
Divestiture and Discontinued Operations
F- 21
NOTE 4
Accounts Receivable
F- 22
NOTE 5
Inventories
F- 22
N OTE 6
Other Current Assets
F- 23
NOTE 7
Property, Plant and Equipment
F- 23
NOTE 8
Intangible Assets
F- 23
NOTE 9
Goodwill
F- 24
NOTE 10
Leases
F- 25
NOTE 1 1
Other Assets
F- 26
NOTE 1 2
Supply Chain Financing Program
F- 27
NOTE 1 3
Short-term Borrowings
F- 27
NOTE 1 4
Accrued Liabilities
F- 28
NOTE 1 5
Long-term Debt
F- 29
NOTE 1 6
Other Liabilities
F- 30
NOTE 1 7
Retirement and Savings Benefit Plans
F- 31
NOTE 1 8
Capital and Accumulated Other Comprehensive Loss
F- 36
NOTE 1 9
Stock-based Compensation
F- 37
NOTE 20
Income Taxes
F- 41
NOTE 2 1
Reportable Segment Information
F- 46
NOTE 2 2
Commitments and Contingencies
F- 50
NOTE 2 3
Earnings (Loss) Per Share
F- 51
NOTE 2 4
Fair Value Measurements
F- 51
NOTE 2 5
Derivative Financial Instruments and Hedging Activities
F- 61
NOTE 2 6
Supplemental Cash Flow Information
F- 63
NOTE 2 7
Restructuring
F- 64
NOTE 2 8
Subsequent Event
F- 65
VF Corporation Fiscal 2026 Form 10-K F-11
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Business
VF Corporation (together with its subsidiaries, collectively known as “VF” or the “Company”) is a global apparel, footwear, equipment and accessories company headquartered in the United States. VF designs, procures, markets and distributes a variety of branded products, including apparel, footwear, backpacks, luggage, equipment and accessories for consumers of all ages. Products are marketed under VF-owned brand names.
Basis of Presentation
The consolidated financial statements and related disclosures are presented in accordance with generally accepted accounting principles in the U.S. (“GAAP”). The consolidated financial statements include the accounts of VF and its controlled subsidiaries, after elimination of intercompany transactions and balances.
On September 15, 2025, VF entered into a definitive agreement with Bluestar Alliance LLC to sell the Dickies ® brand business (“Dickies”). On November 12, 2025, VF completed the sale of Dickies. Refer to Note 3 for additional information on the divestiture.
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 (“CODM”) 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 following brands: Dickies ® (through the date of sale), Altra ® , Smartwool ® , Napapijri ® and Icebreaker ® .
Reportable segment results for all prior periods presented within these notes to the consolidated financial statements have been recast to reflect the change in reportable segments. These changes had no impact on previously reported consolidated results of operations. Refer to Note 21 for additional information on VF's reportable segments.
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. 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 Financial Statements, through the date of sale. These changes have been applied to all periods presented.
Unless otherwise noted, discussion within these notes to the consolidated financial statements relates to continuing
operations. Refer to Note 3 for additional information on discontinued operations.
Fiscal Year
VF operates and reports using a 52/53 week fiscal year ending on the Saturday closest to March 31 of each year. VF's current fiscal year ran from March 30, 2025 through March 28, 2026 ( “ Fiscal 2026 ” ). All references to the periods ended March 2026, March 2025 and March 2024 relate to the 52-week fiscal years ended March 28, 2026, March 29, 2025 ( “ Fiscal 2025 ” ) and March 30, 2024 ( “ Fiscal 2024 ” ), respectively. Certain foreign subsidiaries reported using a March 31 year-end for Fiscal 2026, 2025 and 2024 due to local statutory requirements. The impact to VF's consolidated financial statements is not material.
Use of Estimates
In preparing the consolidated financial statements in accordance with GAAP, management makes estimates and assumptions that affect amounts reported in the consolidated financial statements and accompanying notes. Actual results may differ from those estimates due to risks and uncertainties. While estimates and assumptions made by management are based upon currently available information, actual results could materially differ given the uncertainty of these factors and may require future changes to such estimates and assumptions.
Changes in Laws and Regulations
VF recognizes the financial effects of changes in laws or regulations in the period in which the Company obtains a legal right to the related asset or incurs a legal obligation for the related liability. On February 20, 2026, the U.S. Supreme Court ruled that the tariffs imposed under the International Emergency Economic Power Act ( “ IEEPA ” ) were deemed invalid. Further, on March 4, 2026, the Court of International Trade ruled that U.S. Customs and Border Protection ( “ CBP ” ) must refund IEEPA tariffs that were collected, with interest. As a result, VF recorded a tariff refund receivable of $ 149.7 million related to tariffs paid under IEEPA from April 2025 until February 20, 2026. Interest is not included due to the uncertainty of the amount but is not believed to be material. On April 20, 2026, approximately $ 57 million of IEEPA entries were submitted for refund processing. Submission and processing of the remaining IEEPA tariffs is subject to finalization of the process for the next phase of refunds by CBP. VF will re-evaluate its assessment at each reporting period based on any new information.
The tariff refund receivable is included in the accounts receivable, net line item in the Consolidated Balance Sheet as of March 2026. Refunds related to inventory that has been sold are recognized as a reduction to cost of goods sold and refunds related to inventory on hand are recognized as a reduction to the carrying amount of inventory. For the year ended March 2026, VF recognized $ 93.8 million as a reduction to cost of goods sold. As of March 2026, $ 55.9 million is recorded as a reduction to inventory and will be recognized as a decrease in cost of goods sold as the inventory turns.
Also, VF recorded a liability of $ 37.6 million as of March 2026, reflecting the portion of the refund that VF has committed to
F-12 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
reimburse certain vendors and partners, which is included in the accounts payable line item in the Consolidated Balance Sheet. For the year ended March 2026, VF recognized $ 22.7 million as an increase to cost of goods sold and $ 14.9 million as an increase to inventory. Amounts that are deferred into inventory will be recognized as an increase in the cost of goods sold as the inventory turns. Reimbursements will not be made to vendors and partners until after collection of the applicable IEEPA refunds.
Foreign Currency Translation and Transactions
The financial statements of most foreign subsidiaries are measured using the foreign currency as the functional currency. Assets and liabilities denominated in a foreign currency are translated into U.S. dollars using exchange rates in effect at the balance sheet date, and revenues and expenses are translated at average exchange rates during the period. Resulting translation gains and losses, and transaction gains and losses on long-term advances to foreign subsidiaries, are reported in the Consolidated Statements of Comprehensive Income (Loss).
Foreign currency transactions are denominated in a currency other than the functional currency of a particular entity. These transactions generally result in receivables or payables that are fixed in the foreign currency. Transaction gains or losses arise when exchange rate fluctuations either increase or decrease the functional currency cash flows from the originally recorded transaction. Foreign currency transaction gains and losses reported in the Consolidated Statements of Operations, were a net gain of $ 4.1 million, and a net loss of $ 14.0 million and $ 15.7 million in the years ended March 2026, 2025 and 2024, respectively.
Business Combinations
VF accounts for business combinations using the acquisition method of accounting. Under the acquisition method, the consolidated financial statements reflect the operations of an acquired business starting from the closing date of the acquisition. All assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. VF allocates the purchase price of an acquired business to the fair values of the tangible and identifiable intangible assets acquired and liabilities assumed, with any excess purchase price recorded as goodwill. Contingent consideration, if any, is included within the purchase price and is recognized at its fair value on the acquisition date. In subsequent reporting periods, any contingent consideration liabilities are remeasured at fair value with changes recognized in operating income (loss) . During the measurement period, which is up to one year from the acquisition date, adjustments to the assets acquired and liabilities assumed may be recorded, with the corresponding offset to goodwill.
Cash and Cash Equivalents
Cash and cash equivalents are demand deposits, receivables from third-party credit card processors and highly liquid investments that mature within three months of their purchase dates. Highly liquid investments considered cash equivalents were $ 211.1 million and $ 91.8 million at March 2026 and 2025, respectively, consisting of money market funds and short-term time deposits.
Accounts Receivable
Trade accounts receivable are recorded at invoiced amounts, less contractual allowances for trade terms, sales incentive programs and discounts. Royalty receivables are recorded at amounts earned based on the licensees' sales of licensed products, subject in some cases to contractual minimum royalties due from individual licensees. VF maintains an allowance for doubtful accounts for estimated losses that will result from the inability of customers and licensees to make required payments. The allowance is determined based on review of specific customer accounts where collection is doubtful, as well as an assessment of the collectability of total receivables, which are grouped based on similar risk characteristics, considering historical trends, adjusted for current economic conditions and reasonable and supportable forecasts when appropriate. The allowance represents the current estimate of lifetime expected credit losses for all outstanding accounts receivable and reflects the Company's ongoing evaluation of collectability, customer creditworthiness, historical levels of credit losses and future expectations. Receivables are written off against the allowance when it is determined that the amounts will not be recovered.
Inventories
Inventories are stated at the lower of cost or net realizable value. Cost is determined on the first-in, first-out method, includes all costs incurred to purchase the finished goods and is net of discounts or rebates received from vendors. A detailed review of all inventories is performed, at least quarterly, to identify slow moving or excess products, discontinued and to-be-discontinued products, off-quality merchandise and other specific or unique situations. Management performs an evaluation to estimate net realizable value using a systematic and consistent methodology of forecasting future demand, market conditions and selling prices less costs of disposal. If the estimated net realizable value is less than cost, VF provides an allowance to reflect the lower value of that inventory. This methodology recognizes inventory exposures at the time such losses are evident rather than at the time goods are actually sold. Historically, these estimates of future demand and selling prices have not varied significantly from actual results due to VF’s timely identification and ability to typically dispose of these distressed inventories at amounts either above or not significantly below cost.
Existence of physical inventory is verified through periodic physical inventory counts and ongoing cycle counts at most locations throughout the year, and an estimate of inventory losses that have likely occurred since the last physical inventory date is recorded. Historically, physical inventory shrinkage has not been material.
Long-lived Assets, Including Intangible Assets and Goodwill
Property, plant and equipment, intangible assets and goodwill are initially recorded at cost. VF capitalizes improvements to property, plant and equipment that substantially extend the useful life of the asset, and interest cost incurred during construction of major assets. Repair and maintenance costs are expensed as incurred.
Cost for acquired intangible assets represents the fair value at acquisition date, which is generally based on the present value of expected cash flows. Trademark intangible assets represent
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
individual acquired trademarks, some of which are registered in multiple countries. Customer relationship intangible assets are based on the value of relationships with wholesale customers in place at the time of acquisition.
Goodwill represents the excess of cost of an acquired business over the fair value of net tangible assets and identifiable intangible assets acquired. Goodwill is assigned at the reporting unit level.
Depreciation of property, plant and equipment is computed using the straight-line method over the estimated useful lives of the assets, ranging from 3 to 10 years for machinery and equipment and up to 40 years for buildings. Amortization expense for leasehold improvements and assets under finance leases is recognized over the shorter of their estimated useful lives or the lease terms, and is included in depreciation expense. Depreciation is ceased on assets that meet the held-for-sale criteria and they are measured at the lower of their carrying value or fair value, less costs of disposal.
Intangible assets determined to have indefinite lives, consisting of major trademarks and trade names, are not amortized. Other intangible assets determined to have a finite life primarily consist of customer relationships, which are amortized over their estimated useful lives ranging from 11 to 24 years using an accelerated method consistent with the timing of benefits expected to be received.
Depreciation and amortization expense related to obtaining finished goods inventories is included in cost of goods sold, and other depreciation and amortization expense is included in selling, general and administrative ( “ SG&A ” ) expenses.
VF’s policy is to review property, plant and equipment and amortizable intangible assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If forecasted pre-tax undiscounted cash flows to be generated by the asset are not expected to recover the asset’s carrying value, an impairment charge is recorded for the excess of the asset’s carrying value over its estimated fair value.
VF’s policy is to evaluate indefinite-lived intangible assets and goodwill for possible impairment as of the beginning of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate that the fair value of such assets may be below their carrying amount. VF may first assess qualitative factors as a basis for determining whether it is necessary to perform quantitative impairment testing. If VF determines that it is more likely than not that the fair value of an asset or reporting unit is more than its carrying value, then no further testing is required. Otherwise, the assets must be quantitatively tested for impairment.
An indefinite-lived intangible asset is quantitatively evaluated for possible impairment by comparing the estimated fair value of the asset with its carrying value. An impairment charge is recorded if the carrying value of the asset exceeds its estimated fair value.
Goodwill is quantitatively evaluated for possible impairment by comparing the estimated fair value of a reporting unit with its carrying value, including the goodwill assigned to that reporting
unit. An impairment charge is recorded if the carrying value of the reporting unit exceeds its estimated fair value.
Leases
VF determines if an arrangement is or contains a lease at contract inception and determines its classification as an operating or finance lease at lease commencement. The Company leases certain retail locations, office space, distribution facilities, machinery and equipment, and vehicles. All of these leases are operating leases. VF previously had one finance lease for a distribution center that was sold in Fiscal 2026 as part of the Dickies divestiture.
Leases for real estate typically have initial terms ranging from 2 to 15 years, generally with renewal options. Leases for equipment typically have initial terms ranging from 2 to 5 years and vehicle leases typically have initial terms ranging from 1 to 6 years. In determining the lease term used in the lease right-of-use asset and lease liability calculations, the Company considers various factors such as market conditions and the terms of any renewal or termination options that may exist. When deemed reasonably certain, the renewal and termination options are included in the determination of the lease term and calculation of the lease right-of-use assets and lease liabilities. The Company has made an accounting policy election to not recognize right-of-use assets and lease liabilities for leases with terms of 12 months or less.
Most leases have fixed rental payments. Many of the real estate leases also require additional variable payments for occupancy-related costs, real estate taxes and insurance, as well as other payments (i.e., contingent rent) owed when sales at individual retail store locations exceed a stated base amount. Variable lease payments are excluded from the measurement of the lease liability and are recognized in profit and loss in the period in which the event or conditions that triggers those payments occur.
Certain leases contain both lease and non-lease components. For leases associated with specific asset classes, including certain real estate, vehicles and IT equipment, VF has elected the practical expedient which permits entities to account for separate lease and non-lease components as a single component. For all other lease contracts, the Company accounts for each lease component separately from the non-lease components of the contract. When applicable, VF will measure the consideration to be paid pursuant to the agreement and allocate this consideration to the lease and non-lease components based on relative standalone prices.
VF estimates the amount it expects to pay to the lessor under a residual value guarantee and includes it in lease payments used to measure the lease liability only for amounts probable of being owed by VF at the commencement date.
VF calculates lease liabilities as the present value of lease payments over the lease term at commencement date. Lease right-of-use assets are calculated based on the initial measurement of the respective lease liabilities adjusted for any lease payments made to the lessor at or before the commencement date, lease incentives received and initial direct costs incurred. When readily determinable, the Company uses the implicit rate to determine the present value of lease
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
payments, which generally does not happen in practice. As the rate implicit in the majority of the Company's leases is not readily determinable, the Company uses its incremental borrowing rate based on the information available at the lease commencement date, including the lease term, currency, country specific risk premium and adjustments for collateralized debt.
Operating lease expense is recorded as a single lease cost on a straight-line basis over the lease term. For finance leases, right-of-use asset amortization and interest on lease liabilities are presented separately in the Consolidated Statements of Operations. VF previously had one finance lease for a distribution center that was sold in Fiscal 2026 as part of the Dickies divestiture. The Company does not have material subleases.
The Company assesses whether a sale leaseback transaction qualifies as a sale when the transaction occurs. For transactions qualifying as a sale, VF derecognizes the underlying asset and recognizes the entire gain or loss at the time of the sale. The corresponding lease entered into with the buyer-lessor is accounted for as an operating lease. During the year ended March 2025, the Company entered into sale leaseback transactions for certain warehouse and retail store real estate, and related assets. The transactions qualified as sales, and thus the Company recognized gains of $ 17.4 million in the SG&A expenses line item in VF's Consolidated Statement of Operations for the year ended March 2025.
Defined Benefit Pension Plans
VF sponsors various defined benefit pension plans in the U.S. and in certain international jurisdictions. The Company's U.S. plans, including a noncontributory qualified defined benefit pension plan (the “ U.S. qualified plan ” ) and an unfunded supplemental defined benefit pension plan (the “ U.S. nonqualified plan ” ), were frozen for all future benefit accruals, effective December 31, 2018. In May 2025, VF executed a resolution to terminate the U.S. qualified plan and in February 2026, the Company completed the termination of the plan through a combination of lump-sum payments to eligible participants and the purchase of group annuity contracts to settle the remaining benefit obligations.
The funded status of defined benefit pension plans is recorded as a net asset or liability in the Consolidated Balance Sheets based on the difference between the projected benefit obligations and the fair value of plan assets, which is assessed on a plan-by-plan basis. The changes in funded status of defined benefit pension plans, primarily related to actuarial gains and losses arising from differences between actual experience and actuarial assumptions, are recognized in the year in which the changes occur and reported in the Consolidated Statements of Comprehensive Income (Loss).
VF reports the service component of net periodic pension cost within operating income (loss) and the other components of net periodic pension cost, which include interest cost, expected return on plan assets, settlement charges, curtailments and amortization of deferred actuarial losses and prior service credits, in the other income (expense), net line item of the Consolidated Statements of Operations.
Derivative Financial Instruments
Derivative financial instruments are measured at fair value in the Consolidated Balance Sheets. Unrealized gains and losses are recognized as assets and liabilities, respectively, and classified as current or noncurrent based on the derivatives’ maturity dates. The accounting for changes in the fair value of derivative instruments (i.e., gains and losses) depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. To qualify for hedge accounting treatment, all hedging relationships must be formally documented at the inception of the hedges and must be highly effective in offsetting changes to future cash flows of hedged transactions. VF’s hedging practices are described in Note 25, which primarily relate to cash flow hedges. VF does not use derivative instruments for trading or speculative purposes. Hedging cash flows are classified in the Consolidated Statements of Cash Flows in the same category as the items being hedged.
VF formally documents hedging instruments and hedging relationships at the inception of each contract. Further, at the inception of a contract and on an ongoing basis, as necessary, VF assesses whether the hedging instruments are highly effective in offsetting the risk of the hedged transactions. When hedging instruments are determined to not be highly effective, hedge accounting treatment is discontinued, and any future changes in fair value of the instruments are recognized immediately in net income (loss) . Unrealized gains or losses related to hedging instruments remain in accumulated other comprehensive loss ( “ OCL ” ) until the hedged forecasted transaction occurs and impacts earnings. If the hedged forecasted transaction is deemed probable of not occurring, any unrealized gains or losses in accumulated OCL are immediately recognized in net income (loss).
VF also uses derivative contracts to manage foreign currency exchange risk on certain assets and liabilities. These contracts are not designated as hedges, and are measured at fair value in the Consolidated Balance Sheets with changes in fair value recognized directly in net income (loss).
The counterparties to the derivative contracts are financial institutions having at least A-rated investment grade credit ratings. To manage its credit risk, VF continually monitors the credit risks of its counterparties, limits its exposure in the aggregate and to any single counterparty, and adjusts its hedging positions as appropriate. The impact of VF’s credit risk and the credit risk of its counterparties, as well as the ability of each party to fulfill its obligations under the contracts, is considered in determining the fair value of the derivative contracts. Credit risk has not had a significant effect on the fair value of VF’s derivative contracts. VF does not have any credit risk-related contingent features or collateral requirements with its derivative contracts.
Revenue Recognition
Revenue is recognized when performance obligations under the terms of a contract with the customer are satisfied based on the transfer of control of promised goods or services. The transfer of control typically occurs at a point in time based on consideration
VF Corporation Fiscal 2026 Form 10-K F-15
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
of when the customer has (i) an obligation to pay for, (ii) physical possession of, (iii) legal title to, (iv) risks and rewards of ownership of, and (v) accepted the goods or services. The timing of revenue recognition within the wholesale channel occurs either on shipment or delivery of goods based on contractual terms with the customer. The timing of revenue recognition in the direct-to-consumer channel generally occurs at the point of sale within VF-operated or concession retail stores and either on shipment or delivery of goods for e-commerce transactions based on contractual terms with the customer. For finished products shipped directly to customers from our suppliers, the Company's promise to the customer is a performance obligation to provide the specified goods, and thus the Company is the principal in the arrangement and revenue is recognized on a gross basis at the transaction price.
The duration of contractual arrangements with our customers in the wholesale and direct-to-consumer channels is typically less than one year . Payment terms with wholesale customers are generally between 30 and 60 days while direct-to-consumer arrangements have shorter terms. The Company does not adjust the promised amount of consideration for the effects of a significant financing component as it is expected, at contract inception, that the period between the transfer of the promised good or service to the customer and the customer payment for the good or service will be one year or less.
The amount of revenue recognized in both wholesale and direct-to-consumer channels reflects the expected consideration to be received for providing the goods or services to the customer, which includes estimates for variable consideration. Variable consideration includes sales incentive programs, discounts, markdowns, chargebacks and product returns. Estimates of variable consideration are determined at contract inception and reassessed at each reporting date, at a minimum, to reflect any changes in facts and circumstances. The Company utilizes the expected value method in determining its estimates of variable consideration, based on evaluations of specific product and customer circumstances, historical and anticipated trends, and current economic conditions. Allowances for estimates of sales incentive programs, discounts, markdowns, chargebacks and returns are recorded as accrued liabilities in the Consolidated Balance Sheets.
Certain products sold by the Company include an assurance warranty. Product warranty costs are estimated based on historical and anticipated trends, and are recorded as cost of goods sold at the time revenue is recognized.
Revenue from the sale of gift cards is deferred and recorded as a contract liability until the gift card is redeemed by the customer, factoring in breakage as appropriate.
Various VF brands maintain customer loyalty programs where customers earn rewards from qualifying purchases or activities, which are redeemable for discounts on future purchases or other rewards. For its customer loyalty programs, the Company estimates the standalone selling price of the loyalty rewards and allocates a portion of the consideration for the sale of products to the loyalty points earned. The deferred amount is recorded as a contract liability, and is recognized as revenue when the points are redeemed or when the likelihood of redemption is remote.
The Company has elected to treat all shipping and handling activities as fulfillment costs and recognize the costs as SG&A expenses at the time the related revenue is recognized. Shipping and handling costs billed to customers are included in revenues. Sales taxes and value added taxes collected from customers and remitted directly to governmental authorities are excluded from the transaction price.
The Company has licensing agreements for its symbolic intellectual property, some of which include minimum guaranteed royalties. Royalty income is recognized as earned over the respective license term based on the greater of minimum guarantees or the licensees' sales of licensed products at rates specified in the licensing contracts. Royalty income related to the minimum guarantees is recognized using a measure of progress with variable amounts recognized only when the cumulative earned royalty exceeds the minimum guarantees.
The Company has applied the practical expedient to recognize incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that otherwise would have been recognized is one year or less. The Company has also elected the practical expedients to not disclose the transaction price allocated to remaining performance obligations for (i) variable consideration related to sales-based royalty arrangements, and (ii) contracts with an original expected duration of one year or less.
Cost of Goods Sold
Cost of goods sold for purchased finished goods includes the purchase costs and related overhead. Overhead includes all costs related to purchasing finished goods, including costs of planning, purchasing, quality control, depreciation, freight, duties, tariffs, royalties paid to third parties and shrinkage. Cost of goods sold also includes provisions to state inventories at the lower of cost or net realizable value. For product lines with a warranty, a provision for estimated future repair or replacement costs, based on historical and anticipated trends, is recorded when these products are sold.
SG&A Expenses
SG&A expenses include costs of product development, selling, marketing and advertising, VF-operated retail stores, concession retail stores, warehousing, distribution, shipping and handling, licensing and administration. Advertising costs are expensed as incurred and totaled $ 849.3 million, $ 818.8 million and $ 820.6 million in the years ended March 2026, 2025 and 2024, respectively. Advertising costs include cooperative advertising payments made to VF’s customers as reimbursement for certain costs of advertising VF’s products, which totaled $ 14.7 million, $ 13.3 million and $ 12.7 million in the years ended March 2026, 2025 and 2024, respectively. Shipping and handling costs for delivery of products to customers totaled $ 511.9 million, $ 474.3 million and $ 524.9 million in the years ended March 2026, 2025 and 2024, respectively.
Stock-based Compensation
VF accounts for all stock-based payments to employees and non-employee directors based on their respective grant date fair values. Compensation cost for all awards expected to vest is
F-16 VF Corporation Fiscal 2026 Form 10-K
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
recognized over the shorter of the requisite service period or the vesting period, including accelerated recognition for retirement-eligible employees. Awards that do not vest are forfeited. Generally, dividend equivalents accrue without compounding and are payable in additional shares of VF common stock upon vesting.
VF uses a lattice option-pricing model to estimate the fair value of stock options granted to employees and non-employee directors. VF's performance-based awards are based on management achieving both performance and market-based financial targets. The grant date fair value of market conditions is determined using a Monte Carlo simulation technique incorporating option-pricing model inputs.
Dividends
Dividends declared on common stock are recorded as a reduction of retained earnings to the extent retained earnings are available at the close of the period prior to the date of the declared dividend. Dividends declared in excess of retained earnings are recorded as a reduction of additional paid-in-capital.
Self-insurance
VF is self-insured for a significant portion of its employee medical, workers’ compensation, vehicle, property and general liability exposures. Liabilities for self-insured exposures are accrued at the present value of amounts expected to be paid based on historical claims experience and actuarial data for forecasted settlements of claims filed and for incurred but not yet reported claims. Accruals for self-insured exposures are included in current and noncurrent liabilities based on the expected periods of payment. Excess liability insurance has been purchased to limit the amount of self-insured risk on claims.
Income Taxes
Income taxes are provided on pre-tax income (loss) for financial reporting purposes. Income taxes are based on amounts of taxes payable or refundable in the current year and on expected future tax consequences of events that are recognized in the consolidated financial statements in different periods than they are recognized in tax returns. As a result of timing of recognition and measurement differences between financial accounting standards and income tax laws, temporary differences arise between amounts of pre-tax financial statement income (loss) and taxable income (loss), and between reported amounts of assets and liabilities in the Consolidated Balance Sheets and their respective tax bases. Deferred income tax assets and liabilities reported in the Consolidated Balance Sheets reflect the estimated future tax impact of these temporary differences and net operating loss and net capital loss carryforwards, based on tax rates currently enacted for the years in which the differences are expected to be settled or realized. Realization of deferred tax assets is dependent on future taxable income in specific jurisdictions. Valuation allowances are used to reduce deferred tax assets to amounts considered more-likely-than-not to be realized. All deferred tax assets and liabilities are classified as noncurrent in the Consolidated Balance Sheets.
Accrued income taxes in the Consolidated Balance Sheets include unrecognized income tax benefits, along with related
interest and penalties, appropriately classified as current or noncurrent. VF has evaluated these potential issues under the more-likely-than-not standard of the accounting literature. A tax position is recognized if it meets this standard and is measured at the largest amount of benefit that has a greater than 50% likelihood of being realized. The provision for income taxes also includes estimated interest and penalties related to uncertain tax positions .
Earnings (Loss) Per Share
Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of Common Stock outstanding during the period. Diluted earnings per share assumes conversion of potentially dilutive securities such as stock options, restricted stock units and restricted stock. In periods of a loss from continuing operations, all potentially dilutive securities are excluded from diluted loss per share, as their inclusion would be anti-dilutive.
Concentration of Risks
VF markets products to a broad customer base throughout the world. Products are sold at a range of price points through vario us wholesale and direct-to-consumer channels. VF’s ten largest customers accounted for approximately 17 % of Fiscal 2026 total revenues. Sales to VF’s largest customer accounted for approximately 4 % of Fiscal 2026 total revenues. Sales are generally made on an unsecured basis under customary terms that may vary by product, channel of distributio n or geographic region. VF continuously monitors the creditworthiness of its customers and has established internal policies regarding customer credit limits. The breadth of product offerings, combined with the large number and geographic diversity of its customers, limits VF’s concentration of risks.
Legal and Other Contingencies
Management periodically assesses liabilities and contingencies in connection with legal proceedings and other claims that may arise from time to time. When it is probable that a loss has been or will be incurred and the amount of the loss is reasonably estimable, the estimate of the loss is recorded in the consolidated financial statements. Estimates of losses are adjusted when additional information becomes available or circumstances change. A contingent liability is disclosed when there is at least a reasonable possibility that a material loss may have been incurred.
Government Grants
VF may receive grants from various governmental entities in the U.S. and foreign governments in exchange for compliance with certain conditions relating to VF’s activities in a specific jurisdiction. Grants may also include incentives and credits. Grants are primarily structured to encourage investment, job creation, job retention and other related activities. VF recognizes the benefit of government grants on a systematic and rational basis over the period that it incurs the underlying investment or expenses when it is probable that VF will comply with specified conditions attached to the grants and it is probable that the grants will be received. Some of VF’s agreements with governmental entities include claw back provisions for the recapture of funding if VF fails to comply with various aspects of
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
the agreements. These provisions are monitored for ongoing compliance.
For the year ended March 2026, VF recognized $ 19.8 million as a reduction to SG&A expenses , $ 9.4 million as a reduction to cost of goods sold and $ 6.8 million as a reduction to inventory , related to government grants. As of March 2026, VF recorded a grant receivable of $ 19.3 million, which is included in the accounts receivable, net line item in the Consolidated Balance Sheet, to reflect incentives earned on qualifying activities during Fiscal 2026. Government grants in Fiscal 2026 related primarily to government entities in the Asia-Pacific region.
For the years ended March 2025 and March 2024, government grants did not have a material impact on VF’s consolidated financial statements.
Reclassifications
Certain prior year amounts have been reclassified to conform with the Fiscal 2026 presentation.
Recently Adopted Accounting Standards
In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” , which is intended to enhance the transparency and decision usefulness of income tax disclosures by requiring that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid. The rate reconciliation disclosures require specific categories and additional information for reconciling items that meet a quantitative threshold. The income taxes paid disclosures require disaggregation by individual jurisdictions that are greater than 5% of total income taxes paid. The guidance is effective for annual disclosures beginning in Fiscal 2026. The Company adopted this guidance for its Fiscal 2026 Annual Report on Form 10-K and applied it on a prospective basis, refer to Note 20 for additional disclosures.
Recently Issued Accounting Standards
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.
In September 2025, the FASB issued ASU No. 2025-06, “Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software” , which updates the accounting for internal-use software by replacing former stage-based rules with a principles-based framework. Entities will now capitalize costs associated with internal-use software only when management has authorized and committed to funding the software project and it is probable that the project will be completed and the software will be used to perform the intended function. The amendments are effective for interim and annual periods beginning in Fiscal 2029, with early adoption permitted. The guidance can be applied using a prospective, retrospective or modified transition approach. The Company is evaluating the impact that adopting this guidance will have on its consolidated financial statements and related disclosures.
In November 2025, the FASB issued ASU No. 2025-09, “Derivatives and Hedging (To pic 815): Hedge Accounting Improvements ” , which amends certain aspects of hedge accounting rules to more closely align with the economic results of risk management activities in the financial statements. The amendments are effective for interim and annual periods beginning i n Fiscal 2028, with early adoption permitted. The amendments are required to be applied on a prospective basis. The Company is evaluating the impact that adopting this guidance will have on its consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU No. 2025-10, “Government Grants (Topic 832) : Accounting for Government Grants Received by Business Entities ” , an update that establishes authoritative guidance on the accounting for government grants received by business entities. The guidance is effective for interim and annual periods beginning in Fiscal 2030, with early adoption permitted, but the Company does not expect the adoption of this guidance to have a material impact on its financial statements and related disclosures.
In December 2025, the FASB issued ASU No. 2025-11, “Interim Reporting (Topic 270) : Narrow-Scope Improvements” , which is intended to clarify interim disclosure requirements and the applicability of Accounting Standards Codification Topic 270 — Interim Reporting . The guidance is effective for interim periods beginning in Fiscal 2029, with early adoption permitted. The Company is evaluating the impact that adopting this guidance will have on its consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU No. 2025-12, “Codification Improvements” , which represents changes to the Codification that (1) clarify, (2) correct errors, or (3) make minor improvements. The amendments make the Codification easier to understand and apply. The amendments are effective for interim and annual periods beginning in Fiscal 2028, with early adoption permitted, but the Company does not expect the adoption of this guidance to have a material impact on its financial statements and related disclosures.
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 2 — REVENUES
Contract Balances
Contract assets are rights to consideration in exchange for goods or services that have been transferred to a customer when that right is conditional on something other than the passage of time. Once the Company has an unconditional right to consideration under a contract, amounts are invoiced and contract assets are reclassified to accounts receivable. The Company's primary contract assets relate to sales-based royalty arrangements, which are discussed in more detail within Note 1.
Contract liabilities are recorded when a customer pays consideration, or the Company has a right to an amount of consideration that is unconditional, before the transfer of a good or service to the customer and thus represent the Company's obligation to transfer the good or service to the customer at a future date. The Company's primary contract liabilities relate to gift cards, loyalty programs and sales-based royalty arrangements, which are discussed in more detail within Note 1, and customer order deposits.
The following table provides information about contract assets and contract liabilities:
(In thousands) March 2026 March 2025
Contract assets (a)
$ 976 $ 2,448
Contract liabilities (b)
76,923 78,421
(a) Included in the other current assets line item in the Consolidated Balance Sheets.
(b) Included in the accrued liabilities line item in the Consolidated Balance Sheets.
For the year ended March 2026 , the Company rec ognized $ 204.6 million of revenue related to contract liabilities, which included the majority of the contract liability balance at the beginning of the year, and amounts recorded as a contract liability and subsequently recognized as revenue as performance obligations were satisfied during the year, 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.
Performance Obligations
As of March 2026, the Company expects to recognize $ 12.9 million of fixed consideration related to the future minimum guara ntees in effect under its licensing agreements and expects such amounts to be recognized over time based on the contractual terms through December 2028.
As of March 2026 , there wer e no arrangements with transaction price allocated to remaining perform ance 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.
Year Ended March 2026 (a)
(In thousands) Outdoor Active All Other (b)
Total
Channel revenues
Wholesale $ 3,207,132 $ 1,338,134 $ 798,377 $ 5,343,643
Direct-to-consumer 2,522,988 1,361,373 327,508 4,211,869
Royalty 11,672 21,460 16,563 49,695
Total $ 5,741,792 $ 2,720,967 $ 1,142,448 $ 9,605,207
Geographic revenues
Americas $ 2,577,489 $ 1,587,903 $ 664,702 $ 4,830,094
Europe 2,109,660 861,962 400,298 3,371,920
Asia-Pacific 1,054,643 271,102 77,448 1,403,193
Total $ 5,741,792 $ 2,720,967 $ 1,142,448 $ 9,605,207
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Year Ended March 2025 (a)
(In thousands) Outdoor Active All Other (b)
Total
Channel revenues
Wholesale $ 2,967,846 $ 1,426,718 $ 905,530 $ 5,300,094
Direct-to-consumer 2,328,914 1,462,854 350,507 4,142,275
Royalty 14,301 24,735 23,286 62,322
Total $ 5,311,061 $ 2,914,307 $ 1,279,323 $ 9,504,691
Geographic revenues
Americas $ 2,361,598 $ 1,710,070 $ 761,857 $ 4,833,525
Europe 1,941,917 887,372 419,172 3,248,461
Asia-Pacific 1,007,546 316,865 98,294 1,422,705
Total $ 5,311,061 $ 2,914,307 $ 1,279,323 $ 9,504,691
Year Ended March 2024 (a)
(In thousands) Outdoor Active All Other (b)
Total
Channel revenues
Wholesale $ 3,001,601 $ 1,462,412 $ 958,004 $ 5,422,017
Direct-to-consumer 2,209,465 1,841,198 375,925 4,426,588
Royalty 19,221 24,002 23,850 67,073
Total $ 5,230,287 $ 3,327,612 $ 1,357,779 $ 9,915,678
Geographic revenues
Americas $ 2,387,085 $ 1,963,872 $ 821,801 $ 5,172,758
Europe 1,953,782 950,526 435,348 3,339,656
Asia-Pacific 889,420 413,214 100,630 1,403,264
Total $ 5,230,287 $ 3,327,612 $ 1,357,779 $ 9,915,678
(a) In the first quarter of Fiscal 2026 , VF realigned its reportable segments. The years ended March 2025 and 2024 have been recast to reflect this change. Refer to Note 21 for additional information regarding the Company's reportable segments.
(b) “ All Other” is included for purposes of reconciliation of revenues, but it is not considered a reportable segment. “ All Other” includes the following brands: Dickies ® (through the date of sale), Altra ® , Smartwool ® , Napapijri ® and Icebreaker ® .
F-20 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 3 — DIVESTITURE AND DISCONTINUED OPERATIONS
The Company continuously assesses the composition of its portfolio to ensure it is aligned with its strategic objectives and positioned to maximize growth and return to shareholders.
Divestiture
Dickies
On September 15, 2025, VF entered into a definitive agreement with Bluestar Alliance LLC to sell Dickies for $ 600.0 million in cash, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses. On November 12, 2025, VF completed the sale of Dickies and received proceeds of $ 600.5 million, net of cash sold. VF recorded a final pre-tax gain of $ 127.2 million in the year ended March 2026, which included a reduction to the gain to reflect final working capital adjustments of $ 11.9 million in the fourth quarter of Fiscal 2026, which will be paid in Fiscal 2027. The pre-tax gain is included in the other income (expense), net line item in the Consolidated Statement of Operations for the year ended March 2026 .
The Company determined that the sale of Dickies did not represent a strategic shift that would have a major effect on the
Company's operations and financial results, and therefore did not qualify for presentation as a discontinued operation. The results of operations for Dickies through the date of sale are included within the “All Other” category in Note 21 , Reportable Segment Information.
Under the terms of a transition services agreement, the Company is providing certain post-closing accounting, tax, treasury, digital technology, supply chain, legal, customer service and human resource services on a transitional basis for periods generally up to 12 months from the closing date of the transaction, with the option to extend certain services for up to two six-month extension periods.
Discontinued Operations
Supreme
On July 16, 2024, VF entered into a Purchase Agreement with EssilorLuxottica S.A. to sell Supreme for an aggregate base purchase price of $ 1.500 billion, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses as more fully set forth in the Purchase Agreement. On October 1, 2024, VF completed the sale of Supreme. VF received proceeds of $ 1.506 billion, net of cash sold, resulting in a final after-tax loss on sale of $ 126.6 million, which is included in the income (loss) from discontinued operations, net of tax line item in the Consolidated Statement of Operations for the year ended March 2025. 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, and to repay $ 450.0 million of commercial paper borrowings upon maturity during the third quarter of Fiscal 2025.
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 Financial Statements, 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 a loss of $ 259.0 million (including a final after-tax loss on sale of $ 126.6 million and goodwill and intangible asset impairment charges of $ 145.0 million) and income of $ 49.6 million for the years ended March 2025 and 2024, 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.
Under the terms of a transition services agreement, the Company provided certain post-closing accounting, tax, treasury, digital technology, supply chain and human resource services on a transitional basis for periods generally up to 12 months from the closing date of the transaction.
Certain corporate overhead costs and segment costs previously allocated to the Supreme brand for segment reporting purposes did not qualify for classification within discontinued operations and have been allocated to continuing operations. In addition, interest expense and the related interest rate swap impact for the DDTL 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.
VF Corporation Fiscal 2026 Form 10-K F-21
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
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:
Year Ended March
(In thousands) 2026 (a)
2025 2024
Revenues $ — $ 244,524 $ 538,989
Cost of goods sold — 95,529 214,067
SG&A expenses — 109,641 215,049
Impairment of goodwill and intangible assets — 145,000 —
Interest expense, net (b)
— ( 30,767 ) ( 57,729 )
Other income (expense), net — ( 17 ) ( 908 )
Income (loss) from discontinued operations before income taxes — ( 136,430 ) 51,236
Loss on the sale of discontinued operations before income taxes — ( 134,225 ) —
Total income (loss) from discontinued operations before income taxes — ( 270,655 ) 51,236
Income tax expense (benefit) — ( 11,615 ) 1,641
Income (loss) from discontinued operations, net of tax $ — $ ( 259,040 ) $ 49,595
(a) There was no activity during the year ended March 2026.
(b) As noted above, interest expense and the related interest rate swap impact for the DDTL were allocated to discontinued operations.
NOTE 4 — ACCOUNTS RECEIVABLE
(In thousands) March 2026 March 2025
Trade $ 1,223,591 $ 1,278,382
IEEPA tariff refund receivable (Note 1) 149,691 —
Other (including royalty) 78,639 75,134
Total accounts receivable 1,451,921 1,353,516
Less allowance for doubtful accounts 23,964 31,853
Accounts receivable, net $ 1,427,957 $ 1,321,663
NOTE 5 — INVENTORIES
(In thousands) March 2026 March 2025
Finished products $ 1,337,168 $ 1,588,124
Work-in-process 34,106 38,808
Raw materials — 93
Total inventories $ 1,371,274 $ 1,627,025
F-22 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 6 — OTHER CURRENT ASSETS
(In thousands) March 2026 March 2025
Prepaid income taxes $ 150,278 $ 171,597
Prepaid expenses 104,611 104,124
Right of return assets 42,844 47,815
Other taxes 19,552 28,106
Derivative financial instruments (Note 25) 17,800 32,290
Investments held for deferred compensation plans (Note 17) 12,210 11,900
Qualified replacement plan asset (Note 17) 11,942 —
Assets held-for-sale 5,524 —
Other 21,579 12,196
Other current assets $ 386,340 $ 408,028
NOTE 7 — PROPERTY, PLANT AND EQUIPMENT
(In thousands) March 2026 March 2025
Land and improvements $ 59,476 $ 61,735
Buildings and improvements 810,543 817,379
Machinery and equipment 965,357 1,006,909
Property, plant and equipment, at cost 1,835,376 1,886,023
Less accumulated depreciation and amortization 1,160,868 1,165,144
Property, plant and equipment, net $ 674,508 $ 720,879
NOTE 8 — INTANGIBLE ASSETS
(In thousands) Weighted
Average
Amortization
Period Amortization
Method Cost Accumulated
Amortization Net
Carrying
Amount
March 2026
Amortizable intangible assets:
Customer relationships and other 20 years Accelerated $ 249,218 $ 203,394 $ 45,824
Indefinite-lived intangible assets:
Trademarks and trade names 1,421,718
Intangible assets, net $ 1,467,542
(In thousands) Weighted
Average
Amortization
Period Amortization
Method Cost Accumulated
Amortization Net
Carrying
Amount
March 2025
Amortizable intangible assets:
Customer relationships and other 19 years Accelerated $ 262,882 $ 201,060 $ 61,822
Indefinite-lived intangible assets:
Trademarks and trade names 1,648,885
Intangible assets, net $ 1,710,707
VF Corporation Fiscal 2026 Form 10-K F-23
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
During the year ended March 2026 , the Company completed the sale of Dickies, at which time intangible assets of $ 243.8 million were removed from the Consolidated Balance Sheet. Refer to Note 3 for additional information regarding the divestiture.
VF did not record any intangible asset impairment charges in the years ended March 2026 or March 2024. During the year ended March 2025, VF recorded an impairment charge of $ 51.0 million related to the Dickies indefinite-lived trademark intangible asset
as a result of a triggering event during the third quarter of Fiscal 2025. Refer to Note 24 for additional information on fair value measurements.
Amortization expense for the years ended March 2026, 2025 and 2024 was $ 11.4 million, $ 13.2 million and $ 13.8 million, respectively. Estimated amortization expense for the next five fiscal years is $ 10.6 million, $ 9.9 million, $ 9.0 million, $ 7.0 million and $ 5.4 million, respectively .
NOTE 9 — GOODWILL
Changes in goodwill are summarized by reportable segment and the “ All Other” category as follows:
(In thousands) Outdoor Active All Other (a)
Total
Balance, March 2024 $ 102,181 $ 330,464 $ 212,711 $ 645,356
Impairment charge — — ( 38,242 ) ( 38,242 )
Foreign currency translation ( 35 ) ( 2,015 ) ( 1,678 ) ( 3,728 )
Balance, March 2025 102,146 328,449 172,791 603,386
Impairment charge — — ( 30,716 ) ( 30,716 )
Foreign currency translation 331 10,285 4,419 15,035
Balance, March 2026 $ 102,477 $ 338,734 $ 146,494 $ 587,705
(a) “All Other” is included for purposes of reconciliation of goodwill, but it is not considered a reportable segment.
In connection with the realignment of the Company's segment reporting structure, the Company allocated goodwill related to Timberland PRO to the Timberland reporting unit as of the first day of the first quarter of Fiscal 2026. As a result of the change in reportable segments, the Company performed impairment assessments both before and after the segment change became effective, and no impairment of goodwill was identified. Balances as of March 2025 and 2024 have been retrospectively adjusted to reflect the reallocation. Refer to Note 21 for additional information regarding the Company's reportable segments.
During the year ended March 2026 , the Company completed the sale of Dickies. Th e Dickies reporting unit goodwill was fully impaired as of the third quarter of Fiscal 2024 and was previously included in the “ All Other” category. Accumulated impairment charges related to the Dickies reporting unit were $ 61.8 million. Refer to Note 3 for additional information regarding the divestiture.
During the year ended March 2026 , VF recorded an impairment charge of $ 30.7 million rel ated to the Napapijri reporting unit, which is part of the “ All Other” category. The impairment charge was a result of a triggering event during the third quarter of Fiscal 2026. Refer to Note 24 for additional information on fair value measurements.
During the year ended March 2025 , VF recorded an impairment charge of $ 38.2 million rel ated to the Icebreaker reporting unit,
which is part of the “ All Other” category. The impairment charge was a result of VF's annual impairment testing of goodwill as of the beginning of the fourth quarter of Fiscal 2025 .
During the year ended March 2024 , VF recorded impairment charges of $ 507.6 million related to the Timberland, Dickies and Icebreaker reporting units. During the fourth quarter of Fiscal 2024, VF performed an impairment analysis of the Timberland reporting unit as a result of a triggering event and recorded an impairment charge of $ 211.7 million. As a result of VF's annual impairment testing of goodwill as of the beginning of the fourth quarter of Fiscal 2024 , VF recorded an impairment charge of $ 38.8 million related to the Icebreaker reporting unit. During the third quarter of Fiscal 2024, VF performed interim impairment analyses of the Timberland and Dickies reporting units as a r esult of triggering events and recorded impairment charges of $ 195.3 million and $ 61.8 million, respectively . The Timberland reporting unit is part of the Outdoor segment and the Icebreaker reporting unit is part of the “ All Other” category. The Dickies reporting unit was previously included in the “ All Other” category.
Accumulated impairment charges for the Outdoor segment were $ 730.2 million as of March 2026 and 2025. Accumulated impairment charges for the “All Other ” category were $ 107.7 million and $ 138.8 million as of March 2026 and 2025, respectively.
F-24 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 10 — LEASES
The Company leases certain retail locations, office space, distribution facilities, machinery and equipment, and vehicles. All of these leases are operating leases. VF previously had one finance lease for a distribution center that was sold in Fiscal 2026 as part of the Dickies divestiture.
The assets and liabilities related to operating and finance leases were as follows:
(In thousands) Location in Consolidated Balance Sheet March 2026 March 2025
Assets:
Operating lease assets Operating lease right-of-use assets $ 1,320,733 $ 1,262,319
Finance lease assets Property, plant and equipment, net — 10,584
Total lease assets $ 1,320,733 $ 1,272,903
Liabilities:
Current
Operating lease liabilities Current portion of operating lease liabilities $ 333,469 $ 308,741
Finance lease liabilities Current portion of long-term debt — 1,011
Noncurrent
Operating lease liabilities Long-term portion of operating lease liabilities 1,119,876 1,079,182
Finance lease liabilities Long-term debt — 14,039
Total lease liabilities $ 1,453,345 $ 1,402,973
The components of lease costs were as follows:
Year Ended March
(In thousands) 2026 2025 2024
Operating lease cost $ 411,339 $ 403,734 $ 410,427
Finance lease cost – amortization of right-of-use assets 370 917 917
Finance lease cost – interest on lease liabilities 233 428 457
Short-term lease cost 21,868 19,014 25,227
Variable lease cost 127,077 135,721 132,453
Impairment 5,095 — 12,958
Gain recognized from sale-leaseback transaction — ( 17,434 ) —
Total lease cost $ 565,982 $ 542,380 $ 582,439
Supplemental cash flow information related to leases was as follows:
Year Ended March
(In thousands) 2026 2025 2024
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows – operating leases $ 420,411 $ 420,156 $ 424,646
Operating cash flows – finance leases 233 428 457
Financing cash flows – finance leases 663 1,109 1,079
Right-of-use assets obtained in exchange for lease liabilities:
Operating leases 393,824 374,707 337,980
VF Corporation Fiscal 2026 Form 10-K F-25
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Lease terms and discount rates were as follows:
March 2026 March 2025 March 2024
Weighted average remaining lease term:
Operating leases 6.25 years 6.01 years 6.20 years
Finance leases N/A 11.51 years 12.51 years
Weighted average discount rate:
Operating leases 4.22 % 3.72 % 3.34 %
Finance leases N/A 2.71 % 2.71 %
Maturities of operating lease liabilities for the next five fiscal years and thereafter as of March 2026 were as follows:
(In thousands) Operating Leases
2027 $ 385,808
2028 317,664
2029 229,933
2030 178,417
2031 136,392
Thereafter 407,194
Total lease payments 1,655,408
Less: present value adjustment 202,063
Present value of lease liabilities $ 1,453,345
The Company excluded approximately $ 103.4 million of leases (undiscounted basis) that have not yet commenced. These leases will commence primarily in Fiscal 2027 with lease terms of 2 to 12 years.
NOTE 11 — OTHER ASSETS
(In thousands) March 2026 March 2025
Deferred income taxes (Note 20)
$ 626,320 $ 575,546
Computer software, net of accumulated amortization of: March 2026 - $ 248,797 ; March 2025 - $ 376,716
219,555 254,286
Income taxes receivable and prepaid income taxes 81,022 78,934
Qualified replacement plan asset (Note 17)
71,640 —
Investments held for deferred compensation plans (Note 17)
61,171 67,744
Other investments 43,897 38,486
Partnership stores and shop-in-shop costs, net of accumulated amortization of: March 2026 - $ 106,192 ; March 2025 - $ 93,689
36,848 30,966
Deposits 36,397 33,624
Derivative financial instruments (Note 25)
11,114 2,081
Pension assets (Note 17)
2,005 179,596
Other 40,206 32,884
Other assets $ 1,230,175 $ 1,294,147
F-26 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 12 — SUPPLY CHAIN FINANCING PROGRAM
VF facilitates a voluntary supply chain finance ( “ SCF ” ) program that enables a significant portion of our inventory suppliers to leverage VF's credit rating to receive payment from participating financial institutions prior to the payment date specified in the terms between VF and the supplier. The SCF program is administered through third-party platforms that allow participating suppliers to track payments from VF and elect which receivables, if any, to sell to the financial institutions. The 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 March 2026 and 2025, the accounts payable line item in VF's C onsolidated Balance Sheets included total outstanding obligations of $ 466.0 million and $ 481.7 million, respectively, due to suppliers that are eligible to participate in the SCF program.
The following table presents rollforwards of total outstanding obligations due to suppliers that are eligible to participate in the SCF program:
Year Ended March
(In thousands) 2026 2025
Balance, beginning of year $ 481,652 $ 484,983
Invoices confirmed during the year 3,053,653 3,117,901
Confirmed invoices paid during the year ( 3,070,860 ) ( 3,121,334 )
Impact of foreign currency 1,508 102
Balance, end of year $ 465,953 $ 481,652
NOTE 13 — SHORT-TERM BORROWINGS
(In thousands) March 2026 March 2025
International borrowing arrangements $ 10,139 $ 11,916
Short-term borrowings $ 10,139 $ 11,916
On August 26, 2025, VF entered into a credit agreement that provides the Company with a $ 1.5 billion senior secured asset based revolving credit facility (the “ ABL Credit Facility ” ), subject to a borrowing base that is composed of eligible credit card receivables, eligible wholesale receivables, eligible inventory and eligible in-transit inventory. The ABL Credit Facility includes up to a $ 100.0 million letter of credit subfacility and a $ 100.0 million swing-line subfacility. The ABL Credit Facility includes up to a $ 400.0 million subfacility for borrowings by borrowers formed in Switzerland and Germany, with the German sublimit capped at $ 75.0 million, subject to a borrowing base composed of eligible wholesale receivables, eligible inventory, and eligible in-transit inventory for the Swiss borrowings and composed of eligible wholesale receivables for the German borrowings.
The Agent, as defined in the credit agreement, has discretion to establish various reserves against the borrowing base, as outlined in the credit agreement, including a requirement for a Debt Maturity Reserve to be established beginning 90-days prior to the maturity of any Material Indebtedness, as defined in the credit agreement.
The ABL Credit Facility has a stated maturity date of August 26, 2030 and replaces VF's previous $ 2.25 billion senior unsecured revolving line of credit, dated November 24, 2021 (as amended, the “ Terminated Agreement ” ).
The ABL Credit Facility includes an uncommitted accordion feature that allows the Company, under certain circumstances, to increase the size of the facility up to a maximum of $ 2.0 billion, subject to the terms and conditions of the credit agreement. Borrowings under the ABL Credit Facility may be used (i) to refinance the Company’s existing indebtedness owed under the Terminated Agreement, (ii) to fund fees and expenses associated with the ABL Credit Facility, and (iii) for working capital and general corporate purposes. Multicurrency borrowings are available under the credit agreement, including borrowings in U.S. dollars, Canadian dollars, euros, sterling, and Swiss francs (subject to certain limitations as set forth in the credit agreement). Borrowings under the credit agreement bear interest at a rate per annum based on the currency borrowed and borrowing type (swing loan, base rate loan or benchmark/term rate loan), plus the applicable margin (ranging from 0.50 % to 2.00 % based on borrowing type and average Global Excess Availability, as set forth in the credit agreement). The applicable margin is subject to a one-time permanent 0.25 % reduction if VF achieves a Leverage Ratio (as defined in the credit agreement) of less than 4.00 to 1.00 for any period of four consecutive fiscal quarter periods ending after the closing date. In addition to paying interest on the outstanding principal, the Company is required to pay a commitment fee on the unutilized commitments under the ABL Credit Facility. The commitment fee is between 0.25 % and 0.375 % depending on the usage of the ABL Credit Facility relative to the maximum principal amount. VF
VF Corporation Fiscal 2026 Form 10-K F-27
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
is also required to pay letter of credit fees, as detailed in the credit agreement.
The ABL Credit Facility contains various customary affirmative and negative covenants, which include, among other things, required financial reporting, limitations on indebtedness and granting certain liens, restrictions on fundamental changes to the business, restrictions on disposal of assets, restrictions on changes to the nature of the business, restrictions on prepayment of certain indebtedness, restricted payment limitations, along with other restrictions and limitations similar to those typical for credit facilities of this type. Certain actions restricted by the negative covenants are permitted so long as Payment Conditions, as defined in the credit agreement, are satisfied.
The ABL Credit Facility includes a financial covenant that requires VF to maintain a Fixed Charge Coverage Ratio of at least 1.00 to 1.00 for the 12 -month period ending on the last day of any applicable fiscal quarter. However, the financial covenant only applies if at any time Global Excess Availability (as defined in the credit agreement) is less than the greater of (i) 10.0 % of the Global Line Cap (as defined in the credit agreement), and (ii) $ 100.0 million, and ceases to apply when Global Excess Availability has equaled or exceeded the greater of (i) 10.0 % of the Global Line Cap, and (ii) $ 100.0 million for 30 consecutive days. As of March 2026, specified availability under the ABL Credit Facility exceeded the required threshold and, as a result, the financial covenant was not applicable.
The Company was in compliance with all applicable debt covenants as of March 2026.
As of March 2026, the Company had no outstanding borrowings under the ABL Credit Facility. Reserves for outstanding, unfunded letters of credit under the ABL Credit Facility were $ 0.3 million as of March 2026. Availability under the ABL Credit Facility was $ 977.2 million as of March 2026, after giving effect to the borrowing base, outstanding borrowings and outstanding letters of credit.
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 Terminated Agreement. The U.S. commercial paper borrowing program was terminated as of May 2025 and the euro commercial paper borrowing program was terminated as of January 2025.
VF has $ 72.5 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 $ 10.1 million and $ 11.9 million at March 2026 and 2025, respectively. Borrowings under these arrangements had a weighted average interest rate of 46.3 % and 43.8 % at March 2026 and 2025, respectively, related to borrowings in certain highly inflationary economies.
NOTE 14 — ACCRUED LIABILITIES
(In thousands) March 2026 March 2025
Customer discounts and allowances $ 229,712 $ 239,980
Compensation 156,061 161,811
Other taxes 131,053 135,361
Income taxes 94,264 96,040
Contract liabilities (Note 2)
76,923 78,421
Derivative financial instruments (Note 25)
46,231 19,810
Interest 46,194 37,297
Freight, duties and postage 40,546 36,150
Restructuring (Note 27)
28,899 64,852
Insurance 15,279 13,556
Advertising 14,724 11,335
Product warranty claims (Note 16)
13,414 12,928
Deferred compensation (Note 17)
12,210 11,900
Pension liabilities (Note 17)
6,281 6,899
Other 99,426 120,707
Accrued liabilities $ 1,011,217 $ 1,047,047
F-28 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 15 — LONG-TERM DEBT
(In thousands) March 2026 March 2025
4.125 % notes, due March 2026 ( “ 2026 notes ” )
$ — $ 539,568
2.800 % notes, due April 2027 ( “ 2027 notes ” )
499,190 498,465
0.250 % notes, due February 2028 ( “ 2028 notes ” )
573,814 538,345
4.250 % notes, due March 2029 ( “ 2029 notes ” )
572,540 537,115
2.950 % notes, due April 2030 ( “ 2030 notes ” )
746,534 745,748
0.625 % notes, due February 2032 ( “ 2032 notes ” )
569,542 534,261
6.000 % notes, due October 2033 ( “ 2033 notes ” )
273,069 272,650
6.450 % notes, due November 2037 ( “ 2037 notes ” )
285,181 285,027
Finance leases — 15,050
Total long-term debt 3,519,870 3,966,229
Less current portion — 540,579
Long-term debt, due beyond one year $ 3,519,870 $ 3,425,650
Senior Notes
Redemption
In February 2026, VF completed an early redemption of € 500.0 million ($ 582.2 million) in agg regate principal amount of its outstanding 2026 Notes. The redemption price was equal to 100 % of the principal amount of the Notes to be redeemed.
In March 2025, VF completed an early redemption of $ 750.0 million in aggregate principal amount of its outstanding 2.400 % Senior Notes due in April 2025. The redemption price was equal to 100 % of the principal amount of the Notes to be redeemed.
Other Information
All notes, along with any amounts outstanding under the ABL Credit Facility (Note 13), rank equally as senior unsecured obligations of VF. All notes contain customary covenants and events of default, including limitations on liens and sale-leaseback transactions and a cross-acceleration event of default. The cross-acceleration provision of the 2033 notes is triggered if more than $ 50.0 million of other debt is in default and has been accelerated by the lenders. For the other notes, the cross-acceleration trigger is $ 100.0 million. If VF fails in the performance of any covenant under the indentures that govern the respective notes, the trustee or lenders may declare the principal due and payable immediately. As of March 2026, VF was in compliance with all covenants. None of the long-term debt agreements contain acceleration of maturity clauses based solely on changes in credit ratings. However, if there were a change in control of VF and, as a result of the change in control, the notes were rated below investment grade by recognized rating agencies, then VF would be obligated to repurchase those notes at 101 % of the aggregate principal amount plus any accrued interest. The change of control provision applies to all notes, except for the 2033 notes.
VF may redeem its notes, in whole or in part, at a price equal to the greater of (i) 100 % of the principal amount, plus accrued
interest to the redemption date, or (ii) the sum of the present value of the remaining scheduled payments of principal and interest discounted to the redemption date at an adjusted treasury rate, as defined, plus 15 basis points for the 2028, 2032 and 2033 notes, 25 basis points for the 2037 notes, 30 basis points for the 2029 notes and 40 basis points for the 2027 and 2030 notes, plus accrued interest to the redemption date. In addition, the 2029, 2030 and 2032 notes can be redeemed at 100 % of the principal amount plus accrued interest to the redemption date within the three months prior to maturity, the 2027 and 2028 notes can be redeemed at 100 % of the principal amount plus accrued interest to the redemption date within two months prior to maturity.
The 2027 and 2030 notes have a principal balance of $ 500.0 million and $ 750.0 million, respectively, and are recorded net of unamortized original issue discounts and debt issuance costs. Interest expense on the 2027 and 2030 notes is recorded at an effective annual interest rate of 2.953 % and 3.071 %, respectively.
The 2028, 2029 and 2032 notes each have a principal balance of € 500.0 million and are recorded net of unamortized original issue discounts and debt issuance costs. Interest expense on the 2028, 2029 and 2032 notes is recorded at an effective annual interest rate of 0.388 %, 4.409 % and 0.789 %, respectively. The Company has designated these notes as a net investment hedge of VF's investment in certain foreign operations. Refer to Note 25 for additional information.
The 2033 and 2037 notes have a principal balance of $ 277.0 million and $ 286.9 million, respectively, and are recorded net of unamortized original issue discounts and debt issuance costs. Interest expense on the 2033 and 2037 notes is recorded at an effective annual interest rate of 6.19 % and 6.57 % respectively.
Interest payments are due annually on the 2028, 2029 and 2032 notes and semiannually on all other notes.
VF Corporation Fiscal 2026 Form 10-K F-29
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
The scheduled payments of long-term debt at the end of Fiscal 2026 for the next five fiscal years and thereafter are summarized as follows:
(In thousands) Notes and Other
2027 $ —
2028 1,075,679
2029 575,650
2030 —
2031 750,000
Thereafter 1,139,576
3,540,905
Less unamortized debt discount 10,094
Less unamortized debt issuance costs 10,941
Total long-term debt 3,519,870
Less current portion —
Long-term debt, due beyond one year $ 3,519,870
NOTE 16 — OTHER LIABILITIES
(In thousands) March 2026 March 2025
Income taxes $ 355,902 $ 417,186
Pension liabilities (Note 17)
72,989 77,688
Deferred compensation (Note 17)
56,716 63,007
Product warranty claims 48,231 49,885
Deferred income taxes (Note 20)
21,057 14,551
Derivative financial instruments (Note 25)
2,492 10,193
Other 61,994 54,982
Other liabilities $ 619,381 $ 687,492
VF accrues warranty costs, as cost of goods sold, at the time revenue is recognized. Product warranty costs are estimated based on historical experience and specific identification of the product requirements, which may fluctuate based on product mix. Activity relating to accrued product warranty claims is summarized as follows:
Year Ended March
(In thousands) 2026 2025 2024
Balance, beginning of year $ 62,813 $ 61,266 $ 52,419
Accrual for products sold during the year 11,259 14,053 22,555
Repair or replacement costs incurred and other ( 12,816 ) ( 12,516 ) ( 13,658 )
Currency translation 389 10 ( 50 )
Balance, end of year 61,645 62,813 61,266
Less current portion (Note 14)
13,414 12,928 12,893
Long-term portion $ 48,231 $ 49,885 $ 48,373
F-30 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 17 — RETIREMENT AND SAVINGS BENEFIT PLANS
VF has various retirement and savings benefit plans covering eligible employees. VF retains the right to curtail or discontinue any of the plans, subject to local regulations.
U.S. Qualified Pension Plan Termination
In May 2025, VF executed a resolution to terminate the U.S. qualified plan, which was previously frozen and no longer accruing benefits. In February 2026, the Company completed the termination of the plan through a combination of lump-sum payments to eligible participants and the purchase of group annuity contracts to settle the remaining benefit obligations.
In the third quarter of Fiscal 2026, VF offered participants the option to elect lump-sum payouts in exchange for future benefit obligations. VF recorded a $ 34.0 million non-cash settlement charge in the other income (expense), net line item in the Consolidated Statement of Operations for the year ended March 2026 to recognize the related deferred actuarial losses in accumulated OCL resulting from lump-sum payments of retirement benefits. Actuarial assumptions used in the interim valuation were reviewed and revised as appropriate.
In the fourth quarter of Fiscal 2026, VF purchased a group annuity contract to transfer the remaining benefit obligation to an insurance company. The purchase of the group annuity contract was fully funded directly by plan assets. As a result, VF recorded a $ 158.1 million non-cash settlement charge in the other income (expense), net line item in the Consolidated Statement of Operations for the year ended March 2026 to recognize the remaining deferred actuarial losses in OCL.
In the fourth quarter of Fiscal 2026, VF transferred approximately $ 83.5 million of funds from plan assets to a
qualified replacement plan managed by the Company which will be used to fund future incremental annual Company contributions to VF's U.S. 401(k) program. As of March 2026, $ 11.9 million was recorded in other current assets (Note 6) and $ 71.6 million was recorded in other assets (Note 11). The remaining plan assets reverted to the Company as part of the final termination process. As a result, approximately $ 125.4 million reverted to the Company resulting in $ 25.1 million of excise tax being paid and recorded in the other income (expense), net line item in the Consolidated Statement of Operations for the year ended March 2026.
Defined Benefit Pension Plans
Defined benefit plans provide pension benefits based on participant compensation and years of service. VF sponsors an unfunded supplemental defined benefit pension plan that provides benefits in excess of limitations imposed by income tax regulations (the “U.S. nonqualified plan”) and various non-U.S. defined benefit pension plans. As of December 31, 2018, the U.S. nonqualified plan was frozen for all future benefit accruals.
VF was in a net underfunded status at the end of Fiscal 2026 primarily due to the unfunded U.S. nonqualified plan and differences in actuarial assumptions and plan classification relative to local statutory accounting standards, which generally result in higher reported benefit obligations under U.S. GAAP. A March 31 measurement date is used to value plan assets and obligations for all pension plans.
The amounts reported in these disclosures have not been segregated between continuing and discontinued operations.
The components of pension cost for VF’s defined benefit plans were as follows:
Year Ended March
(In thousands) 2026 2025 2024
Service cost — benefits earned during the period $ 10,073 $ 9,796 $ 8,924
Interest cost on projected benefit obligations 40,496 46,789 47,079
Expected return on plan assets ( 53,399 ) ( 61,225 ) ( 63,569 )
Settlement charges 193,199 — 3,538
Divestiture ( 718 ) — —
Curtailments ( 1,520 ) ( 936 ) —
Amortization of deferred amounts:
Net deferred actuarial losses 18,236 20,205 16,656
Deferred prior service credits ( 339 ) ( 589 ) ( 541 )
Net periodic pension cost $ 206,028 $ 14,040 $ 12,087
Weighted average actuarial assumptions used to determine pension cost:
Discount rate in effect for determining service cost 1.99 % 2.05 % 2.50 %
Discount rate in effect for determining interest cost 4.75 % 4.59 % 4.85 %
Expected long-term return on plan assets 4.03 % 5.90 % 5.99 %
Rate of compensation increase (a)
2.00 % 2.15 % 2.19 %
(a) Rate of compensation increase is calculated as the weighted average rate of compensation increase for active plans. Frozen plans are excluded from the calculation.
VF Corporation Fiscal 2026 Form 10-K F-31
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
In addition to the settlement charges totaling $ 192.1 million related to the termination of the U.S. qualified plan in the year ended March 2026, as discussed above, VF also recor ded $ 1.1 million and $ 3.5 million of settlement charges in the other income (expense), net line item in the Consolidated Statements of Operations for the years ended March 2026 and 2024, respectively. These settlement charges related to the recognition of deferred actuarial losses resulting from lump-
sum payments of retirement benefits in the U.S. nonqualified plan.
VF recorded $ 1.5 million and $ 0.9 million in curtailment gains in the other income (expense), net line item in the Consolidated Statements of Operations for the years ended March 2026 and 2025, respectively, primarily related to employee exits from an international plan resulting from restructuring.
The following provides a reconciliation of the changes in fair value of VF’s defined benefit plan assets and projected benefit obligations for each period, and the funded status at the end of each period:
(In thousands) March 2026 March 2025
Fair value of plan assets, beginning of period $ 1,077,015 $ 1,085,242
Actual return on plan assets 44,190 33,976
VF contributions 19,325 15,478
Participant contributions 5,657 5,469
Settlement ( 701,053 ) —
Benefits paid ( 58,034 ) ( 66,132 )
Reversion of plan assets ( 208,955 ) —
Divestiture ( 1,409 ) —
Currency translation 11,534 2,982
Fair value of plan assets, end of period 188,270 1,077,015
Projected benefit obligations, beginning of period 982,006 995,357
Service cost 10,073 9,796
Interest cost 40,496 46,789
Participant contributions 5,657 5,469
Actuarial gain ( 21,903 ) ( 12,184 )
Settlement ( 701,053 ) —
Benefits paid ( 58,034 ) ( 66,132 )
Plan amendments 276 129
Curtailments ( 4,745 ) ( 781 )
Divestiture ( 2,127 ) —
Currency translation 14,889 3,563
Projected benefit obligations, end of period
265,535 982,006
Funded status, end of period $ ( 77,265 ) $ 95,009
F-32 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Pension benefits are reported in the Consolidated Balance Sheets as a net asset or liability based on the overfunded or underfunded status of the defined benefit plans, assessed on a plan-by-plan basis.
(In thousands) March 2026 March 2025
Amounts included in Consolidated Balance Sheets:
Other assets (Note 11)
$ 2,005 $ 179,596
Accrued liabilities (Note 14)
( 6,281 ) ( 6,899 )
Other liabilities (Note 16)
( 72,989 ) ( 77,688 )
Funded status $ ( 77,265 ) $ 95,009
Accumulated other comprehensive loss, pretax:
Net deferred actuarial losses $ 28,848 $ 256,027
Net deferred prior service credits ( 3,151 ) ( 3,666 )
Total accumulated other comprehensive loss, pretax $ 25,697 $ 252,361
Accumulated benefit obligations $ 247,149 $ 963,373
Weighted average actuarial assumptions used to determine pension obligations:
Discount rate 3.27 % 5.05 %
Rate of compensation increase (a)
1.90 % 1.98 %
(a) Rate of compensation increase is calculated as the weighted average rate of compensation increase for active plans. Frozen plans are excluded from the calculation.
The actuarial model utilizes discount rates, which are used to estimate the present value of future cash outflows necessary to meet the projected benefit obligations for VF's defined benefit plans. The discount rates reflect the estimated interest rate that VF could use to settle its projected benefit obligations at the valuation date. The discount rate assumption is based on current market interest rates. VF selects a discount rate for each defined benefit pension plan by matching high quality corporate bond yields to the timing of the projected benefit payments to participants in each plan. VF uses the spot rate approach to measure the projected benefit obligations and service and interest costs. Under the spot rate approach, the full yield curve is applied separately to cash flows for each projected benefit obligation, service cost, and interest cost for a more precise calculation.
Accumulated benefit obligations at any measurement date are the present value of vested and unvested pension benefits
earned, without considering projected future compensation increases. Projected benefit obligations are the present value of vested and unvested pension benefits earned, considering projected future compensation increases.
Deferred actuarial gains and losses are changes in the amount of either the benefit obligation or the value of plan assets resulting from differences between expected amounts for a year using actuarial assumptions and the actual results for that year. These amounts are deferred as a component of accumulated OCL and amortized to pension cost in future years.
Deferred prior service credits related to plan amendments are also recorded in accumulated OCL and amortized to pension cost on a straight-line basis over the average remaining years of service for active employees.
The following provides information for VF's defined benefit plans with projected benefit obligations and accumulated benefit obligations in excess of plan assets:
(In thousands) March 2026 March 2025
Projected benefit obligations $ 194,044 $ 190,404
Accumulated benefit obligations 175,647 171,771
Fair value of plan assets 114,774 105,817
The net amount of projected benefit obligations and plan ass ets for underfunded defined benefit plans was $ 79.3 million and $ 84.6 million as of March 2026 and 2025, respectively, and was reported in accrued liabilities and other liabilities in the Consolidated Balance Sheets.
Management’s investment objectives are to invest plan assets in a diversified portfolio of securities to provide long-term growth, minimize the volatility of the value of plan assets relative to plan liabilities, and to ensure plan assets are sufficient to pay the benefit obligations. Investment strategies focus on diversification among multiple asset classes, a balance of long-term investment return at an acceptable level of risk and
liquidity to meet benefit payments. The primary objective of the investment strategies is to more closely align plan assets with plan liabilities by utilizing dynamic asset allocation targets dependent upon changes in the plan’s funded ratio, capital market expectations and risk tolerance.
VF Corporation Fiscal 2026 Form 10-K F-33
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Plan assets, across all plans, are primarily composed of common collective trust funds that invest in liquid securities diversified across equity, fixed-income and other asset classes. Fund assets are allocated among independent investment managers who have full discretion to manage their portion of the fund’s assets, subject to strategy and risk guidelines established with each manager. The overall strategy, the resulting allocations of plan assets and the performance of funds and individual investment managers are continually monitored. Derivative financial instruments may be used by investment managers for hedging purposes. There are no direct
investments in VF debt or equity securities and no significant concentrations of security risk.
The expected long-term rate of return on plan assets was based on an evaluation of the weighted average expected returns for the major asset classes in which the plans have invested. Expected returns by asset class were developed through analysis of historical market returns, current market conditions, inflation expectations and equity and credit risks. Inputs from various investment advisors on long-term capital market returns and other variables were also considered where appropriate.
The fair value of investments held by VF’s defined benefit plans at March 2026 and March 2025, by asset class, is summarized below. Refer to Note 24 for a description of the three levels of the fair value measurement hierarchy.
Total Plan
Assets Fair Value Measurements
(In thousands) Level 1 Level 2 Level 3
March 2026
Plan assets
Cash equivalents $ 5,021 $ 5,021 $ — $ —
Fixed income securities:
U.S. Treasury and government agencies 2 — 2 —
Insurance contracts 122,053 — 122,053 —
Total plan assets in the fair value hierarchy 127,076 $ 5,021 $ 122,055 $ —
Plan assets measured at net asset value
Cash equivalents 14,251
Equity securities:
International 26,471
Fixed income securities:
Corporate and international bonds 13,888
Alternative investments 6,584
Total plan assets measured at net asset value 61,194
Total plan assets $ 188,270
F-34 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Total Plan
Assets Fair Value Measurements
(In thousands) Level 1 Level 2 Level 3
March 2025
Plan assets
Cash equivalents $ 16,716 $ 16,716 $ — $ —
Fixed income securities:
U.S. Treasury and government agencies 2 — 2 —
Insurance contracts 111,992 — 111,992 —
Futures contracts 1,900 1,900 — —
Total plan assets in the fair value hierarchy 130,610 $ 18,616 $ 111,994 $ —
Plan assets measured at net asset value
Cash equivalents 121,450
Equity securities:
Domestic 5,109
International 27,324
Fixed income securities:
Corporate and international bonds 784,724
Alternative investments 7,798
Total plan assets measured at net asset value 946,405
Total plan assets $ 1,077,015
Cash equivalents include cash held by individual investment managers of other asset classes for liquidity purposes (Level 1). The fair values of insurance contracts are provided by the insurance companies and are primarily based on accumulated contributions plus returns guaranteed by the insurers (Level 2). Equity and fixed-income securities generally represent institutional funds measured at their daily net asset value derived from quoted prices of the underlying investments. As of both March 2026 and 2025, alternative investments are primarily investments in gold, insurance-linked securities and derivatives.
VF makes contributions to its defined benefit plans sufficient to meet minimum funding requirements under applicable laws, plus discretionary amounts as determined by management. VF intends to make approximately $ 16.1 million of contributions to its defined benefit plans during Fiscal 2027. The estimated future benefit payments for all of VF’s defined benefit plans, are approximately $ 29.7 million in Fiscal 2027, $ 16.5 million in Fiscal 2028, $ 15.8 million in Fiscal 2029, $ 16.1 million in Fiscal 2030, $ 16.4 million in Fiscal 2031 and $ 85.3 million for Fiscal 2032 through 2036.
Other Retirement and Savings Plans
VF sponsors a nonqualified retirement savings plan for employees whose contributions to a 401(k) plan would be limited by provisions of the Internal Revenue Code. This plan allows participants to defer a portion of their compensation and to receive matching contributions for a portion of the deferred amounts. Participants earn a return on their deferred compensation based on their selection of a hypothetical portfolio of publicly traded mutual funds. Changes in the fair value of the participants’ hypothetical investments are recorded as an adjustment to deferred compensation liabilities and compensation expense. Expense under this plan was $ 0.6
million, $ 0.3 million and $ 0.4 million in th e years ended March 2026, 2025 and 2024, respectively. Deferred compensation, including accumulated earnings, is distributable in cash at participant-specified dates upon retirement, death, disability or termination of employment. VF sponsors a similar nonqualified plan that permits non-employee members of the Board of Directors to defer their Board compensation. VF also has remaining obligations under other deferred compensation plans, primarily related to acquired companies. At March 2026, VF’s liability to participants under all deferred compensation plans was $ 68.9 million, of which $ 12.2 million was recorded in accrued liabilities (Note 14) and $ 56.7 million was recorded in other liabilities (Note 16).
VF has purchased (i) publicly traded mutual funds in the same amounts as most of the participant-directed hypothetical investments underlying the deferred compensation liabilities, and (ii) variable life insurance contracts that invest in institutional funds that are substantially the same as the participant-directed hypothetical investments. These investment securities and earnings thereon are intended to provide a source of funds to meet the deferred compensation obligations, and serve as an economic hedge of the financial impact of changes in deferred compensation liabilities. They are held in an irrevocable trust but are subject to claims of creditors in the event of VF’s insolvency. VF also has assets related to deferred compensation plans of acquired companies, which are primarily invested in life insurance contracts. At March 2026, the value of investments held for all deferred compensation plans was $ 73.4 million, of which $ 12.2 million was recorded in other current assets (Note 6) and $ 61.2 million was recorded in other assets (Note 11). Realized and unrealized gains and losses on these deferred compensation assets are recorded in compensation expense in the Consolidated Statements of Operations and substantially
VF Corporation Fiscal 2026 Form 10-K F-35
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
offset losses and gains resulting from changes in deferred compensation liabilities to participants.
VF sponsors 401(k) plans as well as other domestic and foreign retirement and savings plans. Expense for these plans totaled
$ 38.5 million, $ 40.8 million and $ 42.2 million in the years ended March 2026, 2025 and 2024, respectively.
NOTE 18 — CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS
Common Stock
During the years ended March 2026, 2025 and 2024, the Company did not purchase shares of Common Stock in open market transactions under its share repurchase program authorized by VF’s Board of Directors. These are treated as treasury stock transactions when shares are repurchased.
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 March 2026, 2025 or 2024. 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).
Accumulated Other Comprehensive Loss
Comprehensive income (loss) consists of net income (loss) and specified components of other comprehensive income (loss), which relate to changes in assets and liabilities that are not included in net income (loss) under GAAP but are instead deferred and accumulated within a separate component of stockholders’ equity in the balance sheet. VF’s comprehensive income (loss) is presented in the Consolidated Statements of Comprehensive Income (Loss). The deferred components of other comprehensive income (loss) are reported, net of related income taxes, in accumulated OCL in stockholders’ equity, as follows:
(In thousands) March 2026 March 2025
Foreign currency translation and other $ ( 767,111 ) $ ( 821,189 )
Defined benefit pension plans ( 11,126 ) ( 180,047 )
Derivative financial instruments ( 28,814 ) 23,496
Accumulated other comprehensive loss $ ( 807,051 ) $ ( 977,740 )
The changes in accumulated OCL, net of related taxes, were as follows:
(In thousands) Foreign Currency Translation and Other Defined
Benefit
Pension Plans Derivative
Financial
Instruments Total
Balance, March 2023 $ ( 859,651 ) $ ( 167,692 ) $ 7,825 $ ( 1,019,518 )
Other comprehensive income (loss) before reclassifications ( 8,788 ) ( 28,939 ) ( 6,443 ) ( 44,170 )
Amounts reclassified from accumulated other comprehensive loss — 14,298 ( 14,941 ) ( 643 )
Net other comprehensive income (loss) ( 8,788 ) ( 14,641 ) ( 21,384 ) ( 44,813 )
Balance, March 2024 ( 868,439 ) ( 182,333 ) ( 13,559 ) ( 1,064,331 )
Other comprehensive income (loss) before reclassifications ( 28,043 ) ( 11,630 ) 10,028 ( 29,645 )
Amounts reclassified from accumulated other comprehensive loss 75,293 13,916 27,027 116,236
Net other comprehensive income (loss) 47,250 2,286 37,055 86,591
Balance, March 2025 ( 821,189 ) ( 180,047 ) 23,496 ( 977,740 )
Other comprehensive income (loss) before reclassifications 53,696 12,395 ( 77,776 ) ( 11,685 )
Amounts reclassified from accumulated other comprehensive loss 382 156,526 25,466 182,374
Net other comprehensive income (loss) 54,078 168,921 ( 52,310 ) 170,689
Balance, March 2026 $ ( 767,111 ) $ ( 11,126 ) $ ( 28,814 ) $ ( 807,051 )
F-36 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Reclassifications out of accumulated OCL were as follows:
(In thousands) Affected Line Item in the Consolidated Statements of Operations Year Ended March
Details About Accumulated Other
Comprehensive Loss Components
2026 2025 2024
Losses on foreign currency translation and other:
Sale of Dickies Other income (expense), net $ ( 382 ) $ — $ —
Sale of Supreme Income (loss) from discontinued operations, net of tax (a)
— ( 75,293 ) —
Total before tax ( 382 ) ( 75,293 ) —
Income tax effect — — —
Net of tax ( 382 ) ( 75,293 ) —
Amortization of defined benefit pension plans:
Net deferred actuarial losses Other income (expense), net ( 18,236 ) ( 20,205 ) ( 16,656 )
Deferred prior service credits Other income (expense), net 339 589 541
Pension settlement charges Other income (expense), net ( 193,199 ) — ( 3,538 )
Pension curtailment gains Other income (expense), net 1,520 936 —
Total before tax ( 209,576 ) ( 18,680 ) ( 19,653 )
Income tax effect 53,050 4,764 5,355
Net of tax ( 156,526 ) ( 13,916 ) ( 14,298 )
Gains (losses) on derivative financial instruments:
Foreign exchange contracts Revenues 2,425 ( 29,941 ) ( 5,004 )
Foreign exchange contracts Cost of goods sold ( 25,986 ) ( 3,192 ) 15,703
Foreign exchange contracts SG&A expenses ( 303 ) ( 518 ) 3,437
Foreign exchange contracts Other income (expense), net 4,305 ( 1,688 ) ( 253 )
Interest rate contracts Interest expense 108 445 108
Interest rate contracts Income (loss) from discontinued operations, net of tax — 2,299 4,130
Total before tax ( 19,451 ) ( 32,595 ) 18,121
Income tax effect ( 6,015 ) 5,568 ( 3,180 )
Net of tax ( 25,466 ) ( 27,027 ) 14,941
Total reclassifications for the period, net of tax $ ( 182,374 ) $ ( 116,236 ) $ 643
(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 year ended March 2025 and offset against the derecognition of the previously recorded allowance on the disposal group.
NOTE 19 — STOCK-BASED COMPENSATION
Pursuant to the amended and restated 1996 Stock Compensation Plan approved by stockholders, VF is authorized to grant nonqualified stock options, restricted stock units (“RSUs”), stock units and restricted stock to officers, key employees and non-employee members of VF’s Board of Directors. Substantially all stock-based compensation awards are classified as equity awards, which are accounted for in stockholders’ equity in the Consolidated Balance Sheets. On a limited basis, cash-settled
stock appreciation rights and RSUs are granted to employees in certain international jurisdictions. These awards are accounted for as liabilities in the Consolidated Balance Sheets and remeasured to fair value each reporting period until the awards are settled. Compensation cost for all awards expected to vest is recognized over the shorter of the requisite service period or the vesting period, including accelerated recognition for retirement-eligible employees. Awards that do not vest are forfeited.
VF Corporation Fiscal 2026 Form 10-K F-37
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Total stock-based compensation cost and the associated income tax benefits recognized in the Consolidated Statements of Operations, on a continuing operations basis, were as follows:
Year Ended March
(In thousands) 2026 2025 2024
Stock-based compensation cost $ 76,954 $ 73,247 $ 57,829
Income tax benefits 17,729 16,299 12,849
At the end of March 2026, there was $ 63.3 million of total unrecognized compensation cost, net of estimated forfeitures, related to all stock-based compensation arrangements that will be recognized over a weighted average period of 1.4 years.
At the end of Marc h 2026, th ere were 29,096,405 shar es available for future grants of stock options and stock awards under the 1996 Stock Compensation Plan. Shares for option exercises are issued from VF’s authorized but unissued Common Stock.
Stock Options
Stock options are granted with an exercise price equal to the fair market value of VF Common Stock on the date of grant. Employee stock options typically vest and become exercisable in equal annual installments over three years , and compensation cost is recognized ratably over the shorter of the requisite
service period or the vesting period. Stock options granted to non-employee members of VF’s Board of Directors vest upon grant and become exercisable one year from the date of grant. All options have ten-year terms. There were no options granted during the year ended March 2026.
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:
Year Ended March
2026 (a)
2025 2024
Expected volatility N/A
37 % to 53 %
33 % to 54 %
Weighted average expected volatility N/A 47 % 42 %
Expected term (in years) N/A
5.5 to 7.3
5.9 to 7.8
Weighted average dividend yield N/A 2.2 % 3.7 %
Risk-free interest rate N/A
3.80 % to 5.43 %
3.80 % to 5.50 %
Weighted average fair value at date of grant N/A $ 5.31 $ 5.74
(a) Not applicable, as no options were granted during the year ended March 2026.
Expected volatility over the contractual term of an option was based on a combination of the implied volatility from publicly traded options on VF Common Stock and the historical volatility of VF Common Stock. The expected term represents the period of time over which vested options are expected to be outstanding before exercise. VF used historical data to estimate option exercise behaviors and to estimate the number of options that would vest. Groups of employees that have historically exhibited
similar option exercise behaviors were considered separately in estimating the expected term for each employee group. Dividend yield represents expected dividends on VF Common Stock for the contractual life of the options. Risk-free interest rates for the periods during the contractual life of the option were the implied yields at the date of grant from the U.S. Treasury zero coupon yield curve.
F-38 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Stock option activity for the year ended March 2026 is summarized as follows:
Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value
(In thousands)
Outstanding, March 2025 17,080,438 $ 32.80
Granted — —
Exercised ( 536,970 ) 15.60
Forfeited/cancelled ( 3,616,393 ) 54.38
Outstanding, March 2026 12,927,075 $ 27.48 6.8 $ 18,772
Exercisable, March 2026 8,288,760 $ 34.63 6.2 $ 7,619
The total fair value of stock options that vested during the years ended March 2026, 2025 and 2024 was $ 26.0 million, $ 22.9 million and $ 21.8 million, respectively . The total intrinsic value of stock options exercised during the years ended March 2026, 2025 and 2024, was $ 1.9 million, $ 0.9 million and $ 0.0 million, respectively.
Restricted Stock Units and Stock Units
During the year ended March 2026, VF granted 516,605 performance-based RSUs with a market condition to the Chief Executive Officer (“CEO”) that enables him to receive shares of VF Common Stock at the end of a performance cycle that goes through Fiscal 2028. Each performance-based RSU has a potential final payout of either zero or one share of VF Common Stock. The number of shares earned by the CEO, if any, is based on achievement of an operating income percentage for Fiscal 2028 and a VF stock price target during the performance period. The targets for both were set by the Talent and Compensation Committee of the Board of Directors. Shares will be issued to the CEO following the conclusion of the performance period, subject to completion of a one-year holding period. The grant date fair value of the award incorporated achievement of the stock price target using a Monte Carlo simulation technique that incorporates option-pricing model inputs and was $ 5.10 per share. The grant date fair value is being recognized over the service period so long as achievement of the operating income percentage target is probable.
During the year ended March 2026, VF granted 1,474,178 RSUs to executives that enable them to receive shares of VF Common Stock over a five-year vesting period. These units vest 25 % on the second, third, fourth and fifth anniversaries of the grant date. The number of units paid for the portion of the RSUs that vest on the fifth anniversary of the grant date are subject to relative total shareholder return (“TSR”) targets set by the Talent and Compensation Committee of the Board of Directors, and will be paid in full or decreased to zero, based on how VF's TSR over the five-year period compares to the TSR for companies included in the Standard & Poor's 600 Consumer Discretionary Sector Index. The grant date fair value of the TSR-based adjustment related to the RSU grants was determined using a Monte Carlo simulation technique that incorporates option-pricing model inputs, and was $ 9.09 per share.
During Fiscal 2025 and 2024, VF granted performance-based RSUs that enable employees to receive shares of VF Common Stock at the end of a three-year performance cycle. Each performance-based RSU has a potential final payout ranging from zero to two and one-quarter shares of VF Common Stock. The number of shares earned by participants, if any, is based on
the achievement of financial targets and TSR targets set by the Talent and Compensation Committee of the Board of Directors. Shares are issued to participants in the year following the conclusion of each three-year performance period.
For performance-based RSUs granted in Fiscal 2025, t he financial targets are based on the average, for the three years of the performance cycle, of the annual levels of achievement of VF's total revenue, weighted 50 %, and the average, for the three years of the performance cycle, of the annual levels of achievement of VF's gross margin, weighted 50 %. Furthermore, the actual number of shares earned may be adjusted upward or downward by 25 % of the target award, based on how VF's TSR over the three-year period compares to the TSR for companies included in the Standard & Poor's 600 Consumer Discretionary Sector Index, resulting in a maximum payout of 225 % of the target award. The grant date fair value of the TSR-based adjustment related to the performance-based RSU grants was determined using a Monte Carlo simulation technique that incorporates option-pricing model inputs, and was $ 2.05 per share.
For performance-based RSUs granted in Fiscal 2024, the financial targets include 50 % weighting based on VF's revenue growth and 50 % weighting based on VF's gross margin performance over the three-year period compared to financial targets. Furthermore, the actual number of shares earned may be adjusted upward or downward by 25 % of the target award, based on how VF's TSR over the three-year period compares to the TSR for companies included in the Standard & Poor's 500 Consumer Discretionary Index, resulting in a maximum payout of 225 % of the target award. The grant date fair value of the TSR-based adjustment related to the performance-based RSU grants was determined using a Monte Carlo simulation technique that incorporates option-pricing model inputs, and was $ 0.35 per share.
VF also grants nonperformance-based RSUs to employees as part of its stock compensation program and nonperformance-based stock units to non-employee members of the Board of Directors. Each nonperformance-based RSU or stock unit entitles the holder to one share of VF Common Stock. The
VF Corporation Fiscal 2026 Form 10-K F-39
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
employee nonperformance-based RSUs generally vest over periods of up to four years from the date of grant. The stock units granted to non-employee members of the Board of Directors vest upon grant and are settled in shares of VF Common Stock one year from the date of grant, unless a director has elected to defer receipt of VF Common Stock.
Dividend equivalents on the RSUs and stock units accrue without compounding and are payable in additional shares of VF Common Stock when the RSUs vest or stock units are settled. Dividend equivalents are subject to the same risk of forfeiture as the RSUs.
RSU and stock unit activity for the year ended March 2026 is summarized as follows:
Performance-based (a)
Nonperformance-based (b)
Number Outstanding (c)
Weighted Average
Grant Date
Fair Value Number Outstanding Weighted Average
Grant Date
Fair Value
Outstanding, March 2025 2,401,772 $ 19.60 6,011,850 $ 18.70
Granted 885,143 6.76 5,967,873 12.74
Issued as Common Stock — — ( 1,763,562 ) 20.91
Forfeited/cancelled ( 213,153 ) 45.15 ( 862,869 ) 15.56
Outstanding, March 2026 3,073,762 $ 14.13 9,353,292 $ 14.77
Vested, March 2026 1,079,163 $ 17.50 483,422 $ 16.49
(a) Includes the portion of RSUs granted to executives in Fiscal 2026 that are subject to TSR targets, described in more detail above.
(b) Includes the portion of RSUs granted to executives in Fiscal 2026 that are not subject to TSR targets, described in more detail above.
(c) Reflects activity at target level of awards and has not been adjusted for performance and market conditions, except for awards issued during the period.
The weighted average fair value of performance-based RSUs granted during the year ended March 2026 was $ 6.76 based on the stock price target and TSR-based adjustment related to the RSU grants, as further described above. The weighted average fair value of performance-based RSUs granted during the years ended March 2025 and 2024 was $ 16.61 and $ 18.29 per share, respectively, based on the fair market value of the underlying VF Common Stock on each grant date. The total market value of awards outstanding at the end of March 2026 wa s $ 50.4 million . Awards earned and vested for the three-year performance period ended in March 2025 and distributed in early Fiscal 2026 totaled zero shares of VF Common Stock having a value of $ 0.0
million. Similarly, zero shares of VF Common Stock having a value of $ 0.0 million were earned for the performance period ended in March 2024 and distributed in early Fiscal 2025.
The weighted average fair value of nonperformance-based RSUs and stock units granted during the years ended March 2026, 2025 and 2024 was $ 12.74 , $ 17.13 and $ 17.09 per share, respectively, which was equal to the fair market value of the underlying VF Common Stock on each grant date. The total market value of awards outstanding at the end of March 2026 wa s $ 153.4 million.
Restricted Stock
VF granted restricted shares of VF Common Stock to certain members of management. The fair value of the restricted shares, equal to the fair market value of VF Common Stock at the grant date, was recognized ratably over the vesting period. Restricted shares vested over periods of up to four years from
the date of grant. Dividends accumulated in the form of additional restricted shares and are subjected to the same risk of forfeiture as the restricted stock. There were no restricted shares granted in the year ended March 2026 and all restricted shares were vested in the year ended March 2026.
Restricted stock activity for the year ended March 2026 is summarized below:
Nonvested Shares Outstanding Weighted Average Grant Date Fair Value
Nonvested shares, March 2025 11,613 $ 71.43
Granted — —
Dividend equivalents — —
Vested ( 11,613 ) 71.43
Forfeited — —
Nonvested shares, March 2026 — $ —
There were no nonvested shares of restricted stock at the end of March 2026. The market value of the shares that vested during the years ended March 2026, 2025 and 2024 was $ 0.1 million, $ 4.0 million and $ 4.7 million, respectively.
F-40 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 20 — INCOME TAXES
The provision for income taxes was computed based on the following amounts of income (loss) from continuing operations before income taxes:
Year Ended March
(In thousands) 2026 2025 2024
Domestic $ ( 416,404 ) $ ( 633,126 ) $ ( 948,501 )
Foreign 757,622 778,287 663,580
Income (loss) from continuing operations before income taxes $ 341,218 $ 145,161 $ ( 284,921 )
The provision for income taxes consisted of:
Year Ended March
(In thousands) 2026 2025 2024
Current:
Federal $ 13,048 $ 11,355 $ 235,262
Foreign 176,140 141,175 747,859
State ( 60,641 ) 11,851 134,351
128,547 164,381 1,117,472
Deferred:
Federal and state ( 80,798 ) ( 65,807 ) ( 305,058 )
Foreign 38,549 ( 22,737 ) ( 78,858 )
( 42,249 ) ( 88,544 ) ( 383,916 )
Income tax expense $ 86,298 $ 75,837 $ 733,556
VF Corporation Fiscal 2026 Form 10-K F-41
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
The differences between income taxes computed by applying the statutory federal income tax rate and income tax expense reported in the consolidated financial statements were as follows:
Year Ended March 2026
(Dollars in thousands) Amount Percent
U.S. federal statutory tax rate $ 71,656 21.0 %
State and local income taxes, net of federal tax effect (a)
( 9,655 ) ( 2.8 %)
Foreign tax effects
China
Foreign withholding taxes 8,691 2.5 %
Other 7,835 2.3 %
Singapore
Statutory tax rate difference between Singapore and United States ( 13,275 ) ( 3.9 %)
Other ( 5,022 ) ( 1.5 %)
Switzerland
Changes in valuation allowance 171,541 50.3 %
Investment impairments ( 163,164 ) ( 47.8 %)
Statutory tax rate difference between Switzerland and United States ( 23,677 ) ( 6.9 %)
Cantonal taxes 22,752 6.7 %
Other 5,598 1.6 %
Other foreign jurisdictions 39,409 11.5 %
Effect of cross-border tax laws
Global intangible low-taxed income, net of foreign tax credits 38,719 11.3 %
Foreign tax credits ( 8,857 ) ( 2.6 %)
Other 45 0.0 %
Tax credits ( 2,987 ) ( 0.9 %)
Changes in valuation allowances ( 31,387 ) ( 9.2 %)
Nontaxable or nondeductible items
Share-based payment awards 10,135 3.0 %
Nondeductible excise tax 5,266 1.5 %
Other 1,036 0.3 %
Changes in unrecognized tax benefits ( 39,302 ) ( 11.5 %)
Other adjustments 941 0.3 %
Effective tax rate $ 86,298 25.3 %
(a) State taxes in California, Florida, Maryland, New Jersey, New York, Pennsylvania, Tennessee and Texas represent the majority (greater than 50%) of the tax effect in this category.
F-42 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Year Ended March
(In thousands) 2025 2024
Tax at federal statutory rate $ 30,484 $ ( 59,834 )
State income taxes, net of federal tax benefit ( 5,075 ) ( 27,734 )
Foreign rate differences 51,422 64,134
Tax litigation ( 7,901 ) 691,053
Goodwill impairment 1,154 55,076
Stock compensation 4,230 3,908
Interest on tax receivable — 11,972
Other 1,523 ( 5,019 )
Income tax expense $ 75,837 $ 733,556
Income tax expense includ es tax benefits of $ 93.9 million, $ 16.5 million and $ 34.7 million in the years ended March 2026, 2025 and 2024, respectively, from other favorable a udit outcomes on certain tax matters and from expiration of statutes of limitations.
VF was granted a ruling which lowered the effective income tax rate on taxable earnings for years 2010 through 2014 under Belgium’s excess profit tax regime. During 2015, the European Union Commission ( “ EU ” ) investigated and announced its decision that these rulings were illegal and ordered the tax benefits to be collected from affected companies, including VF. During 2017 and 2018, VF was assessed and paid € 35.0 million in tax and interest, which was recorded as an income tax receivable and was included in the other current assets line item in VF's Consolidated Balance Sheets, based on the expected
success of the requests for annulment. After subsequent annulments and appeals, the General Court confirmed the decision of the EU on September 20, 2023. As a result, VF wrote off the related income tax receivable and recorded a benefit for the associated foreign tax credit, resulting in $ 26.1 million of net income tax expense in the second quarter of Fiscal 2024.
In addition, VF was granted a lower effective income tax rate on taxable earnings in one foreign jurisdiction that expired at the end of March 2025. This lower rate, when compared with the jurisdiction's statutory rate, resulted in income tax reductions of $ 48.5 million ($ 0.12 per diluted share) in the year ended March 2025 and $ 44.2 million ($ 0.11 per diluted share) in the year ended March 2024.
VF Corporation Fiscal 2026 Form 10-K F-43
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Deferred income tax assets and liabilities consisted of the following:
(In thousands) March 2026 March 2025
Deferred income tax assets:
Inventories $ 25,777 $ 46,180
Depreciation and capitalized research and development 55,504 31,539
Deferred compensation 14,786 16,985
Other employee benefits 37,758 —
Stock compensation 24,121 25,403
Operating lease liabilities 341,537 332,825
Other accrued expenses 138,994 125,387
Interest expense limitation carryforward 184,692 186,258
Capital loss carryforwards 216,016 266,865
Operating loss and credit carryforwards 719,275 432,049
Gross deferred income tax assets 1,758,460 1,463,491
Valuation allowances ( 771,253 ) ( 531,028 )
Net deferred income tax assets 987,207 932,463
Deferred income tax liabilities:
Intangible assets 28,985 27,456
Operating lease right-of-use assets 310,222 301,672
Other employee benefits — 5,691
Outside basis difference in subsidiaries 39,257 35,432
Other deferred tax liabilities 3,480 1,217
Deferred income tax liabilities 381,944 371,468
Net deferred income tax assets (liabilities) $ 605,263 $ 560,995
Amounts included in the Consolidated Balance Sheets:
Other assets (Note 11)
$ 626,320 $ 575,546
Other liabilities (Note 16)
( 21,057 ) ( 14,551 )
$ 605,263 $ 560,995
At the end of Fiscal 2026, the Company is not asserting indefinite reinvestment with regards to short-term liquid assets of its foreign subsidiaries. All other foreign earnings, including basis differences of certain foreign subsidiaries, continue to be considered indefinitely reinvested. The Company has not determined the deferred tax liability associated with these undistributed earnings and basis differences, as such determination is not practicable.
VF has potential tax benefits totaling $ 567.6 million for foreign operating loss carryforwards, of which $ 85.1 million have an unlimited carryforward life. There are $ 216.0 million of potential tax benefits for capital loss carryforwards that begin to expire in 2027 and $ 64.8 million of foreign tax credit carryforwards that begin to expire in 2030 and $ 12.6 million of general business credit carryforwards that begin to expire in 2044. Additionally, there are $ 74.3 million of potential tax benefits for state operating loss and credit carryforwards that expire between 2027 and 2056.
A valuation allowance has been provided where it is more likely than not that the deferred tax assets related to those operating loss carryforwards will not be realized. Valuation allowances totaled $ 489.9 million for available foreign operating loss carryforwards, $ 188.6 million for available capital loss carryforwards, $ 64.8 million for foreign tax credit carryforwards, and $ 27.8 million for available state operating loss and credit carryforwards. During Fiscal 2026, VF had a net decrease in valuation allowances of $ 49.6 million related to capital loss carryforwards, a net increase of $ 9.7 million related to foreign tax credit carryforwards, a net increase of $ 5.5 million related to state operating loss and credit carryforwards and an increase of $ 274.6 million related to foreign operating loss carryforwards and other foreign deferred tax assets, inclusive of foreign currency effects.
F-44 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
A summary of cash paid for income taxes, net of refunds, in the year ended March 2026 was as follows:
(In thousands) Year Ended March 2026
Federal $ —
State 5,400
Foreign:
Switzerland 40,540
China 20,742
Singapore 20,712
Mexico 11,363
Czech Republic 9,225
Other foreign jurisdictions 63,793
Income taxes paid $ 171,775
A reconciliation of the change in the accrual for unrecognized income tax benefits was as follows:
(In thousands) Unrecognized
Income Tax
Benefits Accrued
Interest
and Penalties Unrecognized
Income Tax
Benefits
Including Interest
and Penalties
Balance, March 2023 $ 348,170 $ 84,607 $ 432,777
Additions for current year tax positions 15,982 — 15,982
Additions for prior year tax positions (a)
165,426 78,133 243,559
Reductions for prior year tax positions ( 36,943 ) ( 3,809 ) ( 40,752 )
Reductions due to statute expirations ( 1,436 ) ( 383 ) ( 1,819 )
Payments in settlement (b)
( 210,874 ) ( 74,659 ) ( 285,533 )
Currency translation ( 11 ) ( 4 ) ( 15 )
Balance, March 2024 280,314 83,885 364,199
Additions for current year tax positions 17,978 — 17,978
Additions for prior year tax positions 36,190 27,372 63,562
Reductions for prior year tax positions ( 15,135 ) ( 755 ) ( 15,890 )
Reductions due to statute expirations ( 530 ) ( 520 ) ( 1,050 )
Payments in settlement ( 914 ) ( 91 ) ( 1,005 )
Decrease due to divestiture ( 472 ) ( 72 ) ( 544 )
Currency translation ( 21 ) ( 16 ) ( 37 )
Balance, March 2025 317,410 109,803 427,213
Additions for current year tax positions 5,119 — 5,119
Additions for prior year tax positions 54,502 12,946 67,448
Reductions for prior year tax positions ( 77,531 ) ( 37,706 ) ( 115,237 )
Payments in settlement ( 17,261 ) ( 344 ) ( 17,605 )
Currency translation ( 9 ) 42 33
Balance, March 2026 $ 282,230 $ 84,741 $ 366,971
(a) The year ended March 2024 includes an increase due to uncertainty in the application of court decisions upheld upon appeal.
(b) The year ended March 2024 includes a settlement with the tax authorities related to intellectual property transfers completed in a prior period.
VF Corporation Fiscal 2026 Form 10-K F-45
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
(In thousands) March 2026 March 2025
Amounts included in the Consolidated Balance Sheets (a) :
Unrecognized income tax benefits, including interest and penalties $ 366,971 $ 427,213
Less deferred tax benefits 98,250 101,618
Total unrecognized tax benefits $ 268,721 $ 325,595
(a) Included in the accrued liabilities and other liabilities line items in the Consolidated Balance Sheets.
The unrecognized tax benefits of $ 268.7 million at the end of Fiscal 2026, if recognized, would reduce the annual effective tax rate.
VF files a consolidated U.S. federal income tax return, as well as separate and combined income tax returns in numerous state and international jurisdictions. In the U.S., the IRS examinations for tax years through 2018 have been effectively settled.
As previously reported, VF petitioned the U.S. Tax Court (the "Tax Court") to resolve an IRS dispute regarding the timing of income inclusion associated with VF’s acquisition of The Timberland Company in September 2011. While the IRS argued that all such income should have been immediately included in 2011, VF reported periodic income inclusions in subsequent tax years. In Fiscal 2023, the Tax Court issued its final decision in favor of the IRS, which was appealed by VF. On October 19, 2022, VF paid $ 875.7 million related to the 2011 taxes and interest being disputed, which was recorded as an income tax receivable and began to accrue interest income. These amounts were included in the other assets line item in VF's Consolidated Balance Sheet, based on our assessment of the position under the more-likely-than-not standard of the accounting literature. On September 8, 2023, the U.S. Court of Appeals for the First Circuit (“Appeals Court”) upheld the Tax Court’s decision in favor of the IRS. As a result of the Appeals Court decision, VF determined that its position no longer met the more-likely-than-not threshold, and thus wrote off the related income tax receivable and associated interest and recorded $ 690.0 million of income tax expense in
the second quarter of Fiscal 2024. This amount included the reversal of $ 19.6 million of interest income, of which $ 7.5 million was recorded in the first quarter of Fiscal 2024. This amount reflects the total estimated net impact to VF’s tax expense, which includes the expected reduction in taxes paid on the periodic inclusions that VF has reported, release of related deferred tax liabilities, and consideration of indirect tax effects resulting from the decision. The estimated impact is subject to future adjustments based on finalization with tax authorities.
On July 4, 2025, the U.S. signed into law the One Big Beautiful Bill Act, which included various provisions specific to businesses. The legislation has multiple effective dates, with certain provisions effective in Fiscal 2026 and others implemented in subsequent years. The Company has reflected the impact of the enacted provisions in its financial statements for the year ended March 2026, which were determined to be immaterial.
In addition, VF is currently subject to examination by various state and international tax authorities. Management regularly assesses the potential outcomes of both ongoing and future examinations for the current and prior years and has concluded that VF’s provision for income taxes is adequate. The outcome of any one examination is not expected to have a material impact on VF’s consolidated financial statements. Management believes that some of these audits and negotiations will conclude during the next 12 months.
NOTE 21 — REPORTABLE SEGMENT INFORMATION
VF's President and CEO is the Company's CODM. The Company's individual global brands, or in certain cases the combination of global brands, have been determined to be operating segments. The operating segments have been evaluated and aggregated into reportable segments because they meet the similar economic characteristics and qualitative aggregation criteria set forth in the relevant accounting guidance. 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 CODM'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 following brands: Dickies ® (through the date of sale), Altra ® , Smartwool ® , Napapijri ® and Icebreaker ® . Results for the “All Other” category are included as a reconciling item between the Company's reportable segments and its consolidated results of operations and assets.
Reportable segment results for all prior periods have been recast to reflect the change in reportable segments. These changes had no impact on previously reported consolidated results of operations.
The results of Dickies have been included in the “All Other” category through the November 12, 2025 date of sale.
F-46 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Below is a description of VF's reportable segments and the brands included within each:
REPORTABLE SEGMENT BRANDS
Outdoor - Outdoor apparel, footwear and equipment
The North Face ®
Timberland ®
Active - Active apparel, footwear and accessories
Vans ®
Kipling ®
Eastpak ®
JanSport ®
All Other - included in the tables below for purposes of reconciliation of revenues, profit and assets, but it is not considered a reportable segment. “All Other” includes the following brands: Dickies ® (thro ugh the date of sale) , Altra ® , Smartwool ® , Napapijri ® and Icebreaker ® .
The Company continuously assesses the composition of its portfolio to ensure it is aligned with its strategic objectives and positioned to maximize growth and return to shareholders. In doing so, it evaluates whether changes may need to be made to our internal reporting structure to better support and assess the operations of our business going forward. If changes are made, we will assess the resulting effect, if any, on our reportable segments, operating segments and reporting units.
The primary financial measures used by the CODM to assess performance and allocate resources to VF's segments are segment revenues and segment profit. Segment profit comprises the operating income and other income (expense), net line items of each segment. Segment revenues and segment profit are regularly reviewed by the CODM and compared against historical results, forecast and budget information in order to make decisions about how to allocate capital and other resources to each segment.
Accounting policies used for internal management reporting at the individual segments are consistent with those in Note 1. Corporate costs (other than common costs allocated to the segments), goodwill and indefinite-lived intangible asset impairment charges and net interest expense are not controlled by segment management and therefore are excluded from the measurement of segment profit. Common costs such as information systems processing, retirement benefits and insurance are allocated from corporate costs to the segments
based on appropriate metrics such as usage or employment. Corporate costs that are not allocated to the segments consist of corporate headquarters expenses (including compensation and benefits of corporate management and staff, certain legal and professional fees and administrative and general costs), costs of corporate programs or corporate-managed decisions, and other expenses which include a portion of defined benefit pension costs, development costs for management information systems, costs of registering, maintaining and enforcing certain of VF’s trademarks and miscellaneous consolidated costs. Defined benefit pension plans in the U.S. are centrally managed. The current year service cost component of pension cost is allocated to the segments, while the remaining pension cost components are reported in corporate and other expenses.
Segment assets are those used directly in or resulting from the operations of each business, which are accounts receivable and inventories. Segment assets included in the “All Other” category represent accounts receivable and inventory balances related to the brands included within the “All Other” category as noted above and segment assets included in the “Corporate and other” category represent receivable balances primarily related to corporate activities, and both are provided for purposes of reconciliation as they are not considered reportable segments. Total expenditures for additions to long-lived assets are not disclosed as this information is not regularly provided to the CODM at the segment level.
VF Corporation Fiscal 2026 Form 10-K F-47
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Financial information for VF’s segments was as follows:
Year Ended March 2026
(In thousands) Outdoor Active Total
Reportable segment revenues $ 5,741,792 $ 2,720,967 $ 8,462,759
“All Other” revenues
1,142,448
Total revenues 9,605,207
Less:
Cost of goods sold
2,616,156 1,170,484
Marketing expenses 479,790 242,317
Other SG&A expenses
1,811,678 1,206,473
Other segment items (a)
7,032 1,350
Segment profit 841,200 103,043 944,243
Impairment of goodwill ( 30,716 )
Corporate and other expenses (b)
( 511,815 )
Interest expense, net ( 148,743 )
“All Other” profit
88,249
Income from continuing operations before income taxes $ 341,218
(a) For each reportable segment, 'Other segment items' include certain foreign currency and hedging gains and losses and other miscellaneous non-operating income and expenses, which are reported in the other income (expense), net line item in the Consolidated Statement of Operations.
(b) A final pre-tax gain on the sale of Dickies of $ 127.2 million was recorded in t he other income (expense), net line item in the Consolidated Statement of Operations for the year ended March 2026. Refer to Note 3 for additional information regarding the divestiture. In addition, a pension settlement ch arge of $ 192.1 million and excise taxes of $ 25.1 million related to the termination of the U.S. qualified plan were recorded in the other income (expense), net line item in the Consolidated Statement of Operations for the year ended March 2026. Refer to Note 17 for additional information regarding the settlement charge and excise taxes.
Year Ended March 2025
(In thousands) Outdoor Active
Total
Reportable segment revenues $ 5,311,061 $ 2,914,307 $ 8,225,368
“All Other” revenues
1,279,323
Total revenues 9,504,691
Less:
Cost of goods sold 2,522,731 1,229,016
Marketing expenses 416,066 292,395
Other SG&A expenses 1,676,753 1,259,995
Other segment items (a)
13,041 1,095
Segment profit 708,552 133,996 842,548
Impairment of goodwill and indefinite-lived intangible assets ( 89,242 )
Corporate and other expenses ( 546,740 )
Interest expense, net (b)
( 149,243 )
“All Other” profit
87,838
Income from continuing operations before income taxes $ 145,161
(a) For each reportable segment, 'Other segment items' includes insurance recoveries, certain foreign currency and hedging gains and losses and other miscellaneous non-operating income and expenses, which are reported in the other income (expense), net line item in the Consolidated Statement of Operations.
(b) Interest expense and the related interest rate swap im pact for the DDTL, which totaled $ 31.1 million for the year ended March 2025, were allocated 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.
F-48 VF Corporation Fiscal 2026 Form 10-K
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Year Ended March 2024
(In thousands) Outdoor Active Total
Reportable segment revenues $ 5,230,287 $ 3,327,612 $ 8,557,899
“All Other” revenues 1,357,779
Total revenues 9,915,678
Less:
Cost of goods sold 2,594,411 1,436,021
Marketing expenses 421,401 291,925
Other SG&A expenses 1,607,562 1,414,074
Other segment items (a)
592 28,925
Segment profit 607,505 214,517 822,022
Impairment of goodwill ( 507,566 )
Corporate and other expenses ( 469,560 )
Interest expense, net (b)
( 165,679 )
“All Other” profit
35,862
Loss from continuing operations before income taxes $ ( 284,921 )
(a) For each reportable segment, 'Other segment items' includes certain foreign currency and hedging gains and losses and other miscellaneous non-operating income and expenses. For the Active reportable segment, 'Other segment items' also includes legal settlement gains of $ 29.1 million. These are all reported in the other income (expense), net line item in the Consolidated Statement of Operation
(b) Interest expense and the related interest rate swap im pact for the DDTL, which totaled $ 59.1 million for the year ended March 2024, were allocated 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.
(In thousands) March 2026 March 2025 March 2024
Segment assets:
Outdoor $ 1,634,714 $ 1,552,908 $ 1,512,217
Active 800,316 860,128 879,406
All Other 306,730 507,223 560,660
Corporate and other 57,471 28,429 8,869
Total segment assets 2,799,231 2,948,688 2,961,152
Cash and cash equivalents 823,943 429,382 656,376
Property, plant and equipment, net 674,508 720,879 788,992
Goodwill and intangible assets, net 2,055,247 2,314,093 2,421,838
Operating lease right-of-use assets 1,320,733 1,262,319 1,255,074
Other assets 1,616,515 1,702,175 1,703,664
Assets of discontinued operations — — 1,825,867
Consolidated assets $ 9,290,177 $ 9,377,536 $ 11,612,963
Year Ended March
(In thousands) 2026 2025 2024
Depreciation, amortization and other asset write-downs:
Outdoor $ 105,660 $ 103,411 $ 99,004
Active 61,218 58,460 78,017
All Other 18,261 21,671 22,096
Corporate and other 95,390 76,074 108,411
$ 280,529 $ 259,616 $ 307,528
VF Corporation Fiscal 2026 Form 10-K F-49
Table of Contents
VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
Supplemental information (with revenues by geographic area primarily based on the origin of the shipment) was as follows:
Year Ended March
(In thousands) 2026 2025 2024
Total revenues:
U.S. $ 4,231,822 $ 4,257,971 $ 4,550,988
Foreign 5,373,385 5,246,720 5,364,690
$ 9,605,207 $ 9,504,691 $ 9,915,678
Property, plant and equipment:
U.S. $ 462,716 $ 513,627
Foreign 211,792 207,252
$ 674,508 $ 720,879
No sin gle customer accounted for 10% or more of the Company’s total revenues in the years en ded March 2026, 2025 and 2024.
NOTE 22 — COMMITMENTS AND CONTINGENCIES
Commitments
VF is obligated under noncancelable operating leases. Refer to Note 10 for additional information related to future lease payments.
In the ordinary course of business, VF has entered into purchase commitments for finished products and raw materials. Total payments required under these agreements, which primarily relate to finished products, are $ 1.9 billion, $ 7.5 million, $ 5.0 million and $ 1.8 million for Fiscal 2027 through 2030, respectively, and no commitments thereafter.
VF has entered into commitments for (i) capital spending, (ii) service and maintenance agreements related to its management information systems, and (iii) other obligations. Future payments under these agreements are $ 112.3 million, $ 67.6 million, $ 31.7 million, $ 27.0 million and $ 0.1 million for Fiscal 2027 through 2031, respectively, and no commitments thereafter.
Surety bonds, customs bonds, unfunded letters of credit and international bank guarantees, all of which represent contingent guarantees of performance under self-insurance and other programs, totaled $ 125.7 million as of March 2026. These commitments would only be drawn upon if VF were to fail to meet its claims or other obligations.
Contingencies
On September 12, 2025 and November 6, 2025, putative securities class action complaints naming VF and certain of its current and former directors and officers were filed in the U.S. District Court for the District of Colorado (the “Court”). The Court consolidated the cases into one action (the “Consolidated Action”). An amended complaint in the Consolidated Action was filed on February 23, 2026, also naming as defendants VF and certain of its current and former directors and officers. The amended complaint asserts claims under Section 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, purportedly on behalf of a putative class of all persons and entities who purchased or otherwise acquired VF securities between September 28, 2022 and May 20, 2025, inclusive. It contends that certain statements made by VF and certain of its officers and directors were allegedly false or misleading and seeks unspecified damages on behalf of the putative class. VF filed a motion to dismiss the amended complaint on April 24, 2026. VF believes the allegations in the Consolidated Action are entirely without merit and VF will be vigorously defending against them. At this time, the outcome of this matter remains uncertain.
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NOTE 23 — EARNINGS (LOSS) PER SHARE
Year Ended March
(In thousands, except per share amounts) 2026 2025 2024
Earnings (loss) per share — basic:
Income (loss) from continuing operations $ 254,920 $ 69,324 $ ( 1,018,477 )
Weighted average common shares outstanding 390,739 389,152 388,360
Earnings (loss) per share from continuing operations $ 0.65 $ 0.18 $ ( 2.62 )
Earnings (loss) per share — diluted:
Income (loss) from continuing operations $ 254,920 $ 69,324 $ ( 1,018,477 )
Weighted average common shares outstanding 390,739 389,152 388,360
Incremental shares from stock options and other dilutive securities 5,136 3,419 —
Adjusted weighted average common shares outstanding 395,875 392,571 388,360
Earnings (loss) per share from continuing operations $ 0.64 $ 0.18 $ ( 2.62 )
Outstanding stock options and other dilutive securities of 11.7 million and 11.8 million shares were excluded from the calculations of diluted earnings per share for the years ended March 2026 and 2025, respectively, because the effect of their inclusion would have been anti-dilutive to those years. In addition, 2.1 million and 1.9 million shares of performance-based RSUs and RSUs with a TSR component were excluded from the calculations of diluted earnings per share for the years ended March 2026 and 2025, respectively, because these units were not considered to be contingent outstanding shares in those years.
In the year ended March 2024, the dilutive impacts of all outstanding stock options and other dilutive securities were excluded from dilutive shares as a result of the Company's loss from continuing operations for the period and, as such, their inclusion would have been anti-dilutive. As a result, a total of 19.0 million potentially dilutive shares related to stock options and other dilutive securities were excluded from the diluted loss per share calculation for the year ended March 2024.
NOTE 24 — FAIR VALUE MEASUREMENTS
Financial assets and financial liabilities measured and reported at fair value are classified in a three-level hierarchy that prioritizes the inputs used in the valuation process. A financial instrument’s categorization within the valuation hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The hierarchy is based on the observability and objectivity of the pricing inputs, as follows:
• Level 1 — Quoted prices in active markets for identical assets or liabilities.
• Level 2 — Significant directly observable data (other than Level 1 quoted prices) or significant indirectly observable
data through corroboration with observable market data. Inputs would normally be (i) quoted prices in active markets for similar assets or liabilities, (ii) quoted prices in inactive markets for identical or similar assets or liabilities, or (iii) information derived from or corroborated by observable market data.
• Level 3 — Prices or valuation techniques that require significant unobservable data inputs. These inputs would normally be VF’s own data and judgments about assumptions that market participants would use in pricing the asset or liability.
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March 2026
RECURRING FAIR VALUE MEASUREMENTS
The following table summarizes financial assets and financial liabilities that are measured and recorded in the consolidated financial statements at fair value on a recurring basis:
Total Fair
Value Fair Value Measurement Using (a)
(In thousands) Level 1 Level 2 Level 3
March 2026
Financial assets:
Cash equivalents:
Money market funds $ 220,135 $ 220,135 $ — $ —
Time deposits 74,648 74,648 — —
Derivative financial instruments 28,914 — 28,914 —
Deferred compensation and other 72,814 72,814 — —
Financial liabilities:
Derivative financial instruments 48,723 — 48,723 —
Deferred compensation 69,043 — 69,043 —
Contingent consulting fees 6,534 — — 6,534
Total Fair
Value Fair Value Measurement Using (a)
(In thousands) Level 1 Level 2 Level 3
March 2025
Financial assets:
Cash equivalents:
Money market funds $ 79,485 $ 79,485 $ — $ —
Time deposits 12,280 12,280 — —
Derivative financial instruments 34,371 — 34,371 —
Deferred compensation and other 78,769 78,769 — —
Financial liabilities:
Derivative financial instruments 30,003 — 30,003 —
Deferred compensation 75,046 — 75,046 —
Contingent consulting fees 23,900 — — 23,900
(a) There we re no tran sfers among the levels within the fair value hierarchy during the years ended March 2026 or 2025.
The following table presents the activity related to the contingent consulting fees designated as Level 3:
(In thousands) Contingent Consulting Fees
Balance, March 2025 $ 23,900
Cash payments ( 20,000 )
Change in fair value 2,634
Balance, March 2026 $ 6,534
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, is determined based on observable market inputs (Level 2), including spot and forward exchange rates for foreign currencies, 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 (Note 17). 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 second quarter of Fiscal 2025, VF entered into a contract with a consulting firm to support Reinvent, VF's transformation program. Fees related to this contract could be up to $ 146.0 million, which includes $ 71.0 million of fixed fees and $ 75.0 million of contingent fees tied to increa ses in VF's stock price. The contingent fees are accounted for under ASC Topic 718 — Stock Compensation as a liability award to a non-
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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. 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, which concluded in the third quarter of Fiscal 2026. Accordingly, future changes in fair value will be recognized immediately in the SG&A expenses line item in the Consolidated Statements of Operations. 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. During the year ended March 2026 , $ 20.0 million of contingent fees were paid to the consulting firm. As of March 2026 , the total fair value of the remaining contingent fees wa s $ 6.5 million, with $ 2.6 million recognized in the year
ended March 2026 . As of March 2025 , the total fair value of the remaining contingent fees was $ 27.8 million, with $ 23.9 million recognized in the year ended March 2025 .
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 March 2026 and 2025, their carrying values approximated their fair values. Additionally, at March 2026 and 2025, the carrying values of VF’s long-term debt, including the current portion, were $ 3,519.9 million and $ 3,966.2 million, respectively, compared with fair values of $ 3,262.5 million and $ 3,628.8 million at those respective dates. Fair value for lo ng-term debt is a Level 2 estimate based on quoted market prices or values of comparable borrowings.
NONRECURRING FAIR VALUE MEASUREMENTS
Certain non-financial assets, primarily property, plant and equipment, goodwill and intangible assets, and operating lease right-of-use assets, are not required to be measured at fair value on a recurring basis and are reported at carrying value. However, these assets are required to be assessed for impairment whenever events or circumstances indicate their carrying value may not be fully recoverable, and at least annually for goodwill and indefinite-lived intangible assets. In the event an impairment is required, the asset is adjusted to its estimated fair value, using market-based assumptions.
The Company recorded $ 6.7 million, $ 10.4 million and $ 39.4 million o f impairments in the years ended March 2026, 2025 and 2024, respectively, related to retail store assets, lease right-of-use assets and other fixed assets. These impairments were recorded in the S G&A expenses line item in the Consolidated Statements of Operations.
In addition, VF has certain equity investments included within the other assets line item in VF's Consolidated Balance Sheets . During the year ended March 2025, the Company recorded $ 15.6 million of impairments related to these investments. These impairm ents were recorded in the other income (expense), net line item in the Consolidated Statement of Operations. There were no impairments of equity investments in the years ended March 2026 or 2024.
The Company record ed $ 30.7 million, $ 89.2 million a nd $ 507.6 million of impairments in the years ended March 2026, 2025 and 2024, respectively, related to goodwill and indefinite-lived trademark intangible assets. Refer to additional discussion of management's goodwill and indefinite-lived intangible asset impairment testing below.
Fiscal 2026 Goodwill and Intangible Asset Impairment Testing
Napapijri Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
During the third quarter of Fiscal 2026, management determined that a recent downward revision in the Napapijri forward-looking financial projections was a triggering event that required management to perform a quantitative impairment analysis of both the Napapijri reporting unit goodwill and indefinite-lived trademark intangible asset. Recent leadership changes within the brand have resulted in strategic actions that are projected to deliver short- to medium-term revenue and profit reductions to support long-term growth of the brand. The carrying values of the goodwill and indefinite-lived trademark intangible asset at the September 28, 2025 testing date were $ 62.3 million and $ 32.4 million , respectively. As a result of the impairment testing performed, VF recorded a goodwill impairment charge of $ 30.7 million in the Consolidated Statement of Operations for the year ended March 2026 to write down the Napapijri reporting unit carrying value to its estimated fair value. Based on the analysis, management concluded that the indefinite-lived trademark
intangible asset was not impaired and the estimated fair value exceeded its carrying value by a significant amount.
The Napapijri reporting unit is included in the “ All Other ” category.
Management’s revenue and profitability forecasts used in the Napapijri reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Napapijri reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows, including the current year that considered actual results lower than previous internal forecasts, with revenue growth and
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profitability projections throughout the forecast period that reflects the long-term strategy for the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rates based on market data as well as active license agreements for other VF brands; and
• Market-based discount rates.
The valuation model used by management in the impairment testing assumes recovery from the recent downturn in the brand’s operating results and the return to revenue growth and improved profitability over the projection period. If the brand is unable to achieve the financial projections, an impairment on the indefinite-lived trademark intangible asset or additional impairment on the reporting unit goodwill could occur in the future.
Vans Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2026 , management performed a quantitative impairment analysis of the Vans reporting unit goodwill and indefinite-lived trademark intangible asset. The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on recent declines in revenue and profits and forward looking financial projections. Based on the analysis, management concluded the Vans reporting unit goodwill and indefinite-lived trademark intangible asset were not impaired. For goodwill, the estimated fair value of the reporting unit exceeded the carrying amount by a significant amount. The estimated fair value of the indefinite-lived trademark intangible asset also exceeded its carrying value by a significant amount. The carrying values of the Vans reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 166.9 million and $ 158.5 million, respectively .
The Vans reporting unit is included in the Active reportable segment.
Management's revenue and profitability forecasts used in the Vans reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Vans reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows, including the current year that considered recent actual results, with revenue and profitability projections throughout the forecast period that reflects the long-term strategy for the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rates based on market data as well as active license agreements for other VF brands; and
• Market-based discount rates.
The valuation model used by management in the impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth and improved profitability over the projection period. If the brand is unable to achieve the financial projections, an impairment on the reporting unit goodwill or indefinite-lived trademark intangible asset could occur in the future.
Indefinite-Lived Intangible Assets - Significant Assumptions
The impairment testing of the Napapijri and Vans indefinite-lived trademark intangible assets during Fiscal 2026 used significant unobservable inputs to estimate fair values. The discount rates used in the testing ranged from 12.5 % to 16.0 %, with a weighted average of 15.6 % based o n relative fair value. The royalty rates used in the testing ranged from 2.0 % to 4.0 %, with a weighted average of 2.2 % based on relative fair value. The long-term revenue growth rates used in the testing were 2.0 %.
Other Reporting Units and Indefinite-Lived Intangible Assets - Qualitative Impairment Analysis
For the remaining reporting units and indefinite-lived intangible assets, VF elected to perform a qualitative assessment during the annual goodwill and indefinite-lived intangible asset impairment testing, as of the beginning of the fourth quarter of Fiscal 2026, to determine whether it was more likely than not that the goodwill and indefinite-lived trademark intangible assets in those reporting units were impaired. The carrying values of the reporting unit goodwill and indefinite-lived trademark intangible assets subject to qualitative assessment at the testing date were $ 424.9 million and $ 1.3 billion, respectively. In this qualitative assessment, VF conside red relevant events and circumstances for each reporting unit, including (i) current year results and performance versus management's plans, (ii) financial outlook based on the latest internal financial plan, (iii) changes in the reporting unit carrying value since prior year and the amounts relative to the size of the respective business, (iv) industry and market conditions in which the reporting unit operates, (v) macroeconomic conditions, including discount rate and foreign exchange rate changes, and (vi) changes in products or services offered by the reporting unit. If applicable, performance in recent years was compared to forecasts included in prior valuations. Based on the results of the qualitative assessment, VF concluded it was more likely than not that the carrying values of the goodwill and indefinite-lived trademark intangible assets were less than their fair values, and that further quantitative testing was not necessary.
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March 2026
Fiscal 2025 Goodwill and Intangible Asset Impairment Testing
Dickies Indefinite-Lived Intangible Asset Impairment Analysis
During the third quarter of Fiscal 2025, 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 was previously included in the “ All Other ” category.
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; and
• Market-based discount rate.
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.
On November 12, 2025, VF completed the sale of Dickies. Refer to Note 3 for additional information regarding the divestiture.
Icebreaker Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2025 , management performed a quantitative impairment analysis of the Icebreaker reporting unit goodwill and indefinite-lived trademark intangible asset. The
decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on results from management's prior testing, combined with a downward revision to the latest Fiscal 2025 forecast and forward-looking financial projections. The carrying values of the Icebreaker reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 38.2 million and $ 59.1 million , respectively. As a result of the annual impairment testing, VF concluded that the Icebreaker reporting unit goodwill was fully impaired and thus recorded an impairment charge of $ 38.2 million in the Consolidated Statement of Operations for the year ended March 2025 . Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by a significant amount.
The Icebreaker reporting unit is included in the “ All Other ” category .
Management's revenue and profitability forecasts used in the Icebreaker reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Icebreaker reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, slower recovery from the recent downturn, with moderate revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rate based on market data as well as active license agreements for other VF brands; and
• Market-based discount rates.
The valuation model used by management in the impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth and improved profitability over the projection period. If the brand is unable to achieve the financial projections, impairment of the indefinite-lived trademark intangible asset could occur in the future.
Timberland PRO Reporting Unit Impairment Analysis
In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2025 , management performed a quantitative impairment analysis of the Timberland PRO
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March 2026
reporting unit goodwill. The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on results from management's prior testing, combined with recent actual financial results lower than previous internal forecasts and a downward revision to forward-looking financial projections. Based on the analysis, management concluded the Timberland PRO reporting unit goodwill was not impaired. The estimated fair value of the reporting unit exceeded the carrying value by 18 %. The carrying value of the Timberland PRO reporting unit goodwill at the testing date was $ 51.5 million.
The Timberland PRO reporting unit is included in the Outdoor reportable segment. VF began managing its Timberland ® and Timberland PRO ® brands as one operating segment during the first quarter of Fiscal 2026.
Management's revenue and profitability forecasts used in the Timberland PRO reporting unit valuation considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuation were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Timberland PRO reporting unit include:
• Financial projections and future cash flows, including the current year that considered actual results lower than previous internal forecasts, with consistent revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business and is in-line with historical financial results, and terminal growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates;
• Royalty rate assumption consistent with that used in prior Timberland reporting unit analyses; and
• Market-based discount rate.
The valuation model used by management in the impairment testing assumes a return to consistent revenue growth and improved profitability over the projection period in line with historical results. If the brand is unable to achieve the financial projections, an impairment of the reporting unit goodwill could occur in the future.
Management performed a sensitivity analysis on the impairment model used to test the Timberland PRO reporting unit goodwill. In doing so, management determined that a 20 % reduction in the annual growth assumption for earnings before interest, taxes, depreciation and amortization ( “ EBITDA ” ) used in the projections, combined with a 50 basis point increase in the discount rate used in the discounted cash flow model resulted in the estimated fair value of the reporting unit to be below its carrying value, which would result in goodwill impairment.
Smartwool Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the
fourth quarter of Fiscal 2025 , management performed a quantitative impairment analysis of the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset. The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on the current year decline in revenue and a downward revision to the profit margins included in the forward-looking financial projections. Based on the analysis, management concluded the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset were not impaired. For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by a significant amount . The estimated fair value of the indefinite-lived trademark intangible asset also exceeded its carrying value by a significant amount . The carrying values of the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 53.5 million and $ 75.4 million , respectively.
The Smartwool reporting unit is included in the “ All Other ” category .
Management's revenue and profitability forecasts used in the Smartwool reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Smartwool reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows, including a base year that considered recent actual results, moderate revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rate based on market data as well as active license agreements for other VF brands; and
• Market-based discount rates.
The valuation model used by management in the impairment testing assumes a return to consistent revenue growth and improved profitability over the projection period. If the brand is unable to achieve the financial projections, an impairment of the reporting unit goodwill or indefinite-lived trademark intangible asset could occur in the future.
Indefinite-Lived Intangible Assets - Significant Assumptions
The impairment testing of indefinite-lived trademark intangible assets during Fiscal 2025 used significant unobservable inputs to estimate fair values. The discount rates used in the testing ranged from 12.5 % to 15.5 %, with a weighted average of 14.2 % based on relative fair value. The royalty rates used in the testing ranged from 4.0 % to 5.0 %, with a weighted average of 4.3 % based on relative f air value. The long-term revenue growth rates used in the testing were 2.0 %.
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Fiscal 2024 Goodwill and Intangible Asset Impairment Testing
Timberland Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
During the third quarter of Fiscal 2024, management determined that the recent downturn in the Timberland financial results, combined with a downward revision to the latest Fiscal 2024 forecast and forward-looking financial projections, was a triggering event that required management to perform a quantitative impairment analysis of both the Timberland reporting unit goodwill, which includes the Timberland ® brand, and the Timberland indefinite-lived trademark intangible asset, which includes both the Timberland ® and Timberland PRO ® brands. The carrying values of the goodwill and indefinite-lived trademark intangible asset at the testing date were $ 407.9 million and $ 999.5 million , respectively. As a result of the impairment testing performed, VF recorded a goodwill impairment charge of $ 195.3 million in the third quarter of Fiscal 2024 to write down the Timberland reporting unit carrying value to its estimated fair value. No impairment charge was recorded on the indefinite-lived trademark intangible asset. The estimated fair value of the indefinite-lived trademark intangible asset exceeded its carrying value by a significant amount.
During the fourth quarter of Fiscal 2024, management determined that the continued downturn in Timberland financial results and weakness in the wholesale channel, combined with expectations of a slower recovery, was a triggering event that required management to perform a quantitative impairment analysis of both the Timberland reporting unit goodwill and indefinite-lived trademark intangible asset. The carrying values of the goodwill and indefinite-lived trademark intangible asset at the testing date were $ 211.7 million and $ 999.5 million , respectively. As a result of the impairment testing performed, management concluded that the Timberland reporting unit goodwill was fully impaired and thus recorded an additional impairment charge of $ 211.7 million in the Consolidated Statement of Operations for the year ended March 2024. Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by 14 % .
The Timberland reporting unit is included in the Outdoor reportable segment.
Management's revenue and profitability forecasts used in the Timberland reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Timberland reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows that considered recent actual results lower than previous internal forecasts, slower recovery from the recent downturn, with moderate revenue growth and profitability improvement throughout the forecast period that reflects the long-term strategy for the business, and terminal
growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rates based on market data as well as active license agreements for the brand and similar VF brands; and
• Market-based discount rates.
The valuation model used by management in the indefinite-lived trademark intangible asset impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth over the projection period. If the brand is unable to achieve the financial projections, an impairment of the indefinite-lived trademark intangible asset could occur in the future.
Management performed a sensitivity analysis on the impairment model used to test the Timberland indefinite-lived trademark intangible asset. In doing so, management determined that a 40 % decrease in the annual growth rate assumption for revenues used in the projections, combined with a 100 basis point increase in the discount rate used in the relief-from-royalty model resulted in the estimated fair value of the indefinite-lived trademark intangible asset to be below its carrying value, which would result in impairment.
Dickies Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
During the second quarter of Fiscal 2024, management determined that the recent downturn in the Dickies historical financial results, combined with a downward revision to the latest Fiscal 2024 forecast, was a triggering event that required management to perform a quantitative impairment analysis of both the Dickies reporting unit goodwill and the Dickies indefinite-lived trademark intangible asset. Based on the analysis, management concluded that both the goodwill and indefinite-lived intangible asset were not impaired. For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by 8 % . The estimated fair value of the indefinite-lived trademark intangible asset exceeded its carrying value by a significant amount. The carrying values of the goodwill and indefinite-lived trademark intangible asset at the testing date were $ 61.2 million and $ 290.0 million , respectively.
During the third quarter of Fiscal 2024, management determined that the continued downturn in the Dickies financial results, weakness in certain key U.S. wholesale customer accounts, including lost product placement, and weakness in certain international markets, combined with expectations of a slower recovery, which have resulted in further reductions to the financial projections, was a triggering event that required management to perform a quantitative impairment analysis of both the Dickies reporting unit goodwill and the Dickies indefinite-lived trademark intangible asset. The carrying values of the goodwill and indefinite-lived trademark intangible asset at the testing date were $ 61.8 million and $ 290.0 million , respectively. Based on the analysis, management concluded that
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March 2026
the Dickies reporting unit goodwill was fully impaired and thus recorded an impairment charge of $ 61.8 million in the third quarter of Fiscal 2024. Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by a significant amount.
During the fourth quarter of Fiscal 2024, management determined that the overall weakness in the Dickies business and financial results, was a triggering event that required management to perform a quantitative impairment analysis of the Dickies indefinite-lived trademark intangible asset. The carrying value of the indefinite-lived trademark intangible asset at the testing date was $ 290.0 million . Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by 16 % .
The Dickies reporting unit was previously included in the “ All Other ” category.
Management's revenue and profitability forecasts used in the Dickies reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Dickies reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, continued weakness in certain key accounts and markets, slower recovery from the recent downturn, with moderate revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rates based on market data as well as active license agreements for the brand and similar VF brands; and
• Market-based discount rates.
The valuation model used by management in the indefinite-lived trademark intangible asset impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth over the projection period.
Management performed a sensitivity analysis on the impairment model used to test the Dickies indefinite-lived trademark intangible asset. In doing so, management determined that a 50 % decrease in the annual growth rate assumption for revenues used in the projections, combined with a 200 basis point increase in the discount rate used in the relief-from-royalty model resulted in the estimated fair value of the
indefinite-lived trademark intangible asset to be below its carrying value, which would result in impairment.
On November 12, 2025, VF completed the sale of Dickies. Refer to Note 3 for additional information regarding the divestiture.
Icebreaker Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a quantitative impairment analysis of the Icebreaker reporting unit goodwill and indefinite-lived trademark intangible asset. The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on results from management's prior testing, combined with a downward revision to the latest Fiscal 2024 forecast and forward-looking financial projections. The carrying values of the Icebreaker reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 81.2 million and $ 62.1 million , respectively. As a result of the annual impairment testing, VF recorded a goodwill impairment charge of $ 38.8 million in the Consolidated Statement of Operations for the year ended March 2024. Based on the analysis, management concluded that the indefinite-lived trademark intangible asset was not impaired and the estimated fair value exceeded its carrying value by a significant amount.
The Icebreaker reporting unit is included in the “ All Other ” category .
Management's revenue and profitability forecasts used in the Icebreaker reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Icebreaker reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, slower recovery from the recent downturn, with moderate revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rates based on market data as well as active license agreements for similar VF brands; and
• Market-based discount rates.
The valuation model used by management in the impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth and improved profitability over the projection period. If the brand is
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March 2026
unable to achieve the financial projections, additional impairment of the reporting unit goodwill or impairment of the indefinite-lived trademark intangible asset could occur in the future.
Timberland PRO Reporting Unit Impairment Analysis
In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a quantitative impairment analysis of the Timberland PRO reporting unit goodwill. The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on current year declines in revenue and segment profit and reductions to recent financial projections. Based on the analysis, management concluded the Timberland PRO reporting unit goodwill was not impaired. For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by 17 % . The carrying value of the Timberland PRO reporting unit goodwill at the testing date was $ 51.5 million.
The Timberland PRO reporting unit is included in the Outdoor reportable segment. VF began managing its Timberland ® and Timberland PRO ® brands as one operating segment during the first quarter of Fiscal 2026.
Management's revenue and profitability forecasts used in the Timberland PRO reporting unit valuation considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuation were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Timberland PRO reporting unit include:
• Financial projections and future cash flows, including the current year that considered actual results lower than previous internal forecasts, with recovery expected to begin next fiscal year driven by revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business and is in-line with historical financial results, and terminal growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rate assumption consistent with that used in the Timberland reporting unit analysis; and
• Market-based discount rates.
The valuation model used by management in the impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth and improved profitability over the projection period. If the brand is unable to achieve the financial projections, an impairment of the reporting unit goodwill could occur in the future.
Management performed a sensitivity analysis on the impairment model used to test the Timberland PRO reporting unit goodwill.
In doing so, management determined that individual changes of either a 20 % reduction in the annual growth assumption for EBITDA used in the projections, or a 200 basis point increase in the discount rate used in the discounted cash flow model resulted in the estimated fair value of the reporting unit to be below its carrying value, which would result in goodwill impairment.
Altra Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a quantitative impairment analysis of the Altra reporting unit goodwill and indefinite-lived trademark intangible asset. The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on results from management's prior testing, combined with recent actual segment profit margins lower than previous internal forecasts. Based on the analysis, management concluded the Altra reporting unit goodwill and indefinite-lived trademark intangible asset were not impaired. For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by 15 % . The estimated fair value of the indefinite-lived trademark intangible asset exceeded its carrying value by a significant amount . The carrying values of the Altra reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 61.7 million and $ 46.4 million , respectively.
The Altra reporting unit is included in the “ All Other ” category .
Management's revenue and profitability forecasts used in the Altra reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Altra reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, with consistent revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rates based on market data as well as active license agreements for other VF brands; and
• Market-based discount rates.
The valuation model used by management in the impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth and improved profitability over the projection period. If the brand is
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Notes to Consolidated Financial Statements
March 2026
unable to achieve the financial projections, an impairment of the reporting unit goodwill or indefinite-lived trademark intangible asset could occur in the future.
Management performed a sensitivity analysis on the impairment model used to test the Altra reporting unit goodwill. In doing so, management determined that individual changes of either a 10 % reduction in the annual growth assumption for EBITDA used in the projections, or a 200 basis point increase in the discount rate used in the discounted cash flow model resulted in the estimated fair value of the reporting unit to be below its carrying value, which would result in goodwill impairment.
Smartwool Reporting Unit and Indefinite-Lived Intangible Asset Impairment Analysis
In conjunction with VF's annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of Fiscal 2024, management performed a quantitative impairment analysis of the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset. The decision to bypass the optional qualitative impairment assessment and proceed directly to a quantitative impairment analysis was based on current year declines in revenue and segment profit and reductions to recent financial projections, combined with recent actual segment profit margins lower than previous internal forecasts. Based on the analysis, management concluded the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset were not impaired. For goodwill, the estimated fair value of the reporting unit exceeded the carrying value by a significant amount . The estimated fair value of the indefinite-lived trademark intangible asset also exceeded its carrying value by a significant amount . The carrying values of the Smartwool reporting unit goodwill and indefinite-lived trademark intangible asset at the testing date were $ 53.5 million and $ 75.4 million , respectively.
The Smartwool reporting unit is included in the “ All Other ” category .
Management's revenue and profitability forecasts used in the Smartwool reporting unit and indefinite-lived trademark intangible asset valuations considered recent and historical performance, strategic initiatives, industry trends and
macroeconomic factors. Assumptions used in the valuations were similar to those that would be used by market participants performing independent valuations of the business.
Key assumptions developed by management and used in the quantitative analysis of the Smartwool reporting unit and indefinite-lived trademark intangible asset include:
• Financial projections and future cash flows, including a base year that considered recent actual results lower than previous internal forecasts, continued near-term weakness in the wholesale channel, moderate revenue growth and improved profitability throughout the forecast period that reflects the long-term strategy for the business, and terminal growth rates based on the expected long-term growth rate of the business;
• Tax rates based on the statutory rates for the countries in which the brand operates and the related intellectual property is domiciled;
• Royalty rates based on market data as well as active license agreements for other VF brands; and
• Market-based discount rates.
The valuation model used by management in the impairment testing assumes recovery from the recent downturn in the brand's operating results and the return to revenue growth and improved profitability over the projection period. If the brand is unable to achieve the financial projections, an impairment of the reporting unit goodwill or indefinite-lived trademark intangible asset could occur in the future.
Indefinite-Lived Intangible Assets - Significant Assumptions
The impairment testing of indefinite-lived trademark intangible assets during Fiscal 2024 used significant unobservable inputs to estimate fair values. The discount rates used in the testing ranged from 13.0 % to 18.5 %, with a weighted average of 14.8 % based on relative fair value. The royalty rates used in the testing ranged from 4.0 % to 7.0 %, with a weighted average of 6.3 % based on relative fair value. The long-term revenue growth rates used in the testing were 2.0 %.
Methodology and Management's Use of Estimates and Assumptions
Our impairment testing of goodwill and indefinite-lived trademark intangible assets utilizes significant unobservable inputs (Level 3) to determine fair value.
The fair value of reporting units for goodwill impairment testing is determined using a combination of two valuation methods: an income approach and a market approach. The income approach is based on projected future (debt-free) cash flows that are discounted to present value. The appropriate discount rate is based on the reporting unit’s weighted average cost of capital (“WACC”) that takes market participant assumptions into consideration. For the market approach, management uses both the guideline company and similar transaction methods. The guideline company method analyzes market multiples of revenues and EBITDA for a group of comparable public companies. The market multiples used in the valuation are
based on the relative strengths and weaknesses of the reporting unit compared to the selected guideline companies. Under the similar transactions method, valuation multiples are calculated utilizing actual transaction prices and revenue/EBITDA data from target companies deemed similar to the reporting unit. Management typically assigns more weight to the income-based valuation method.
Management uses the relief-from-royalty method to value indefinite-lived trademark intangible assets. Under this method, revenues expected to be generated by the trademark are multiplied by a selected royalty rate. The royalty rate is selected based on consideration of (i) royalty rates included in active license agreements, if applicable, (ii) royalty rates received by market participants in the apparel or footwear industry, and (iii) the current performance of the reporting unit. The estimated
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Notes to Consolidated Financial Statements
March 2026
after-tax royalty revenue stream is then discounted to present value using the reporting unit’s WACC adjusted, as appropriate, to factor in the risk of the intangible asset.
Management’s revenue and profitability forecasts used in the reporting unit and intangible asset valuations were developed in conjunction with management’s forecast and budget review, which includes management's overall assessment of events and circumstances, including macroeconomic conditions and industry and market considerations, and the resulting outlook for the businesses, considering recent performance, trends and strategic initiatives. Assumptions used in the valuations are similar to those that would be used by market participants performing independent valuations of these businesses.
Management's Use of Estimates and Assumptions
Management made its estimates based on information available as of the date of our assessments, using assumptions we believe market participants would use in performing an independent valuation of the business. Although management believes the estimates and assumptions used in the impairment testing are reasonable and appropriate, it is possible that VF's assumptions and conclusions regarding impairment or recoverability of
goodwill or indefinite-lived trademark intangible assets in any reporting unit could change in future periods. There can be no assurance the estimates and assumptions, particularly our long-term financial projections, used in our goodwill and indefinite-lived intangible asset impairment testing will prove to be accurate predictions of the future, if, for example, (i) the businesses do not perform as projected, (ii) overall economic conditions in Fiscal 2027 or future years vary from current assumptions (including changes in discount rates, royalty rates, foreign currency exchange rates and tariffs), (iii) business conditions or strategies change from current assumptions, including loss of major customers or channels, (iv) investors require higher rates of return on equity investments in the marketplace, or (v) enterprise values of comparable publicly traded companies, or actual sales transactions of comparable companies, were to decline, resulting in lower multiples of revenues and EBITDA.
Changes in these estimates and assumptions could result in a future impairment charge of goodwill or indefinite-lived intangible assets and such charges could have a material effect on VF’s consolidated financial position and results of operations.
NOTE 25 — DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES
Summary of Derivative Financial Instruments
All of VF’s outstanding derivative financial instruments at March 2026 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 wer e $ 3.1 billion at both March 2026 and March 2025, consisting primarily of contracts hedging
exposures to the euro, British pound, Canadian dollar, Chinese renminbi, Mexican peso, Swiss franc, Taiwan dollar, Swedish krona, Polish zloty, South Korean won and Japanese yen. Th ese derivative contracts have maturities up t o 20 months.
During the year ended March 2025, 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 following table presents outstanding derivatives on an individual contract basis:
Fair Value of Derivatives
with Unrealized Gains Fair Value of Derivatives
with Unrealized Losses
(In thousands) March 2026 March 2025 March 2026 March 2025
Derivatives Designated as Hedging Instruments:
Cash flow foreign exchange contracts $ 28,122 $ 32,608 $ ( 48,711 ) $ ( 29,847 )
Derivatives Not Designated as Hedging Instruments:
Foreign exchange contracts 792 1,763 ( 12 ) ( 156 )
Total derivatives $ 28,914 $ 34,371 $ ( 48,723 ) $ ( 30,003 )
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
VF records and presents the fair values of all of its derivative assets and liabilities in the Consolidated Balance Sheets on a gross basis, even though they are subject to master netting agreements. 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 as of March 2026 and 2025 would be adjusted from the current gross presentation to the net amounts as detailed in the following table:
March 2026 March 2025
(In thousands) Derivative
Asset Derivative
Liability Derivative
Asset Derivative
Liability
Gross amounts presented in the Consolidated Balance Sheets $ 28,914 $ ( 48,723 ) $ 34,371 $ ( 30,003 )
Gross amounts not offset in the Consolidated Balance Sheets ( 12,453 ) 12,453 ( 13,592 ) 13,592
Net amounts $ 16,461 $ ( 36,270 ) $ 20,779 $ ( 16,411 )
Derivatives are classified as current or noncurrent based on maturity dates, as follows:
(In thousands) March 2026 March 2025
Derivative Instruments Balance Sheet Location
Foreign exchange contracts Other current assets (Note 6) $ 17,800 $ 32,290
Foreign exchange contracts Accrued liabilities (Note 14) ( 46,231 ) ( 19,810 )
Foreign exchange contracts Other assets (Note 11) 11,114 2,081
Foreign exchange contracts Other liabilities (Note 16) ( 2,492 ) ( 10,193 )
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 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 Comprehensi ve Income (Loss) an d Consolidated Statements of Operations are summarized as follows:
(In thousands)
Cash Flow Hedging Relationships
Gain (Loss) on Derivatives Recognized in Accumulated OCL
Year Ended March
2026 2025 2024
Foreign exchange contracts $ ( 85,191 ) $ 15,810 $ ( 15,538 )
Interest rate contracts — 301 7,605
Total $ ( 85,191 ) $ 16,111 $ ( 7,933 )
Gain (Loss) Reclassified from Accumulated OCL into Net Income (Loss)
(In thousands) Year Ended March
Cash Flow Hedging Relationships Location of Gain (Loss) 2026 2025 2024
Foreign exchange contracts Revenues $ 2,425 $ ( 29,941 ) $ ( 5,004 )
Foreign exchange contracts Cost of goods sold ( 25,986 ) ( 3,192 ) 15,703
Foreign exchange contracts SG&A expenses ( 303 ) ( 518 ) 3,437
Foreign exchange contracts Other income (expense), net 4,305 ( 1,688 ) ( 253 )
Interest rate contracts Interest expense 108 445 108
Interest rate contracts Income (loss) from discontinued operations, net of tax — 2,299 4,130
Total $ ( 19,451 ) $ ( 32,595 ) $ 18,121
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Notes to Consolidated Financial Statements
March 2026
Derivative Contracts Not Designated as Hedge s
VF uses foreign currency exchange contracts to manage foreign currency exchange risk on third-party and intercompany accounts receivable and payable, as well as third-party and intercompany borrowings and interest payments. These contracts are not designated as hedges, and are recorded at fair value in the Consolidated Balance Sheets. Changes in the fair values of these instruments are recognized directly in earnings. Gains or losses on these contracts largely offset the net transaction losses or gains on the related assets and liabilities. 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. D uring the year ended March 2024, certain derivative contracts were de-designated as the related hedged forecasted transactions were no longer deemed probable of occurring. Accordingly, the Company reclassified amounts from accumulated OCL and recognized an $ 8.8 million loss in cost of goods sold during the year ended March 2024. There were no material reclassifications in the other periods presented. The changes in the fair value of derivative contracts not designated as hedges, recognized as gains or losses in VF's Consolidated Statements of Operations were not material for the years ended March 2026, 2025 and 2024.
Other Derivative Information
At March 2026, accumulated OCL incl uded $ 53.0 million of pre-tax net deferred losses 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 € 1.5 billion in aggregate principal as of March 2026 , as a net investment hedge of VF’s investment in
certain foreign operations. In the year ended March 2026, VF de-designated the aggregate principal of its € 500.0 million euro-denominated fixed-rate notes due 2026, that were redeemed in February 2026, and entered into a fair value hedging relationship as discussed in the “Fair Value Hedge ” section below. As a result of the de-designation, VF recognized $ 7.7 million of expense in the other income (expense), net line item in the Consolidated Statement of Operations for the year ended March 2026.
Because this debt qualified as a non-derivative hedging instrument, foreign currency transaction gains or losses of the debt are deferred in the foreign currency translation and other component of accumulated OCL as an offset to the foreign currency translation adjustments on the hedged investments. During the years ended March 2026, 2025 and 2024, the Company recognized an after-tax loss of $ 108.6 million, an after-tax loss of $ 4.6 million and an after-tax gain of $ 21.6 million, respectively, in other comprehensive income (loss) related to the net investment hedge transaction. Any amounts deferred in accumulated OCL will remain until the hedged investment is sold or substantially liquidated.
Fair Value Hedge
The Company has designated a € 500.0 million foreign currency exchange forward contract as a fair value hedge of the principal value of euro-denominated fixed-rate notes due 2026, through its redemption in February 2026. Gains and losses related to the spot component of the hedge are recognized in other income (expense), net with offsetting gains and losses on the hedged recognized liability. Gains and losses related to hedge components excluded from the effectiveness assessment (forward points) are amortized under a systematic and rational method to other income (expense) over the life of the hedge. The revaluation of the excluded component is reported in other comprehensive income (loss). As of March 2026, the company recognized a gain o f $ 11.0 million fro m the foreign currency remeasurement related to the spot component of the derivative and a lo ss of $ 3.1 million from the amortization of the excluded componen t in other income (expense).
NOTE 26 — SUPPLEMENTAL CASH FLOW INFORMATION
Year Ended March
(In thousands) 2026 2025 2024
Income taxes paid, net of refunds (a)
$ 171,775 $ 162,562 $ 349,978
Interest paid, net of amounts capitalized 145,110 162,918 175,822
Noncash transactions:
Property, plant and equipment expenditures included in accounts payable or accrued liabilities
25,026 19,568 15,903
Computer software costs included in accounts payable or accrued liabilities
11,751 18,229 17,080
(a) Includes both continuing and discontinued operations.
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VF CORPORATION
Notes to Consolidated Financial Statements
March 2026
NOTE 27 — RESTRUCTURING
The Company incurs restructuring charges related to strategic initiatives and cost optimization of business activities. A description of significant restructuring programs and other restructuring charges is provided below.
Reinvent
On October 30, 2023, VF introduced Reinvent, a transformati on program to enhance focus on brand-building and to improve operating performance and allow VF to achieve its full potential. All actions related to the program were substantially complete at the end of the first quarter of Fiscal 2026. Of the total charges, 72 % related to severance and employee-related benefits and the
remainder primarily related to asset impairments and write-downs. Ca sh payments are generally expected to be paid within one year of charges incurred. During the year ended March 2026 , $ 67.7 million of cash payments related to the Reinvent charges were made.
The type of cost and respective location of restructuring charges related to Reinvent within VF's Consolidated Statements of Operations for the years ended March 2026, 2025 and 2024, and the cumulative charges recorded since the inception of Reinvent were as follows:
Year Ended March Cumulative Charges
(In thousands) 2026 2025 2024
Type of Cost Location
Severance and employee-related benefits SG&A expenses $ 7,216 $ 66,002 $ 64,822 $ 138,040
Severance and employee-related benefits Cost of goods sold 3,820 1,673 4,510 10,003
Contract termination and other SG&A expenses 326 737 — 1,063
Contract termination and other Cost of goods sold — 157 — 157
Asset impairments and write-downs SG&A expenses 2,170 8,783 39,386 50,339
Pension withdrawal SG&A expenses 1,597 3,619 — 5,216
Curtailment gains Other income (expense), net ( 531 ) ( 936 ) — ( 1,467 )
Accelerated depreciation SG&A expenses — 1,317 — 1,317
Accelerated depreciation Cost of goods sold 322 17 — 339
Total Reinvent Restructuring Charges $ 14,920 $ 81,369 $ 108,718 $ 205,007
All restructuring charges related to Reinvent recognized in the years ended March 2026, 2025 and 2024 were reported within 'Corporate and other' expenses in Note 21, 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 within VF's Consolidated Statements of Operations for the years ended March 2026, 2025 and 2024 were as follows:
Year Ended March
(In thousands) 2026 2025 2024
Type of Cost Location
Severance and employee-related benefits SG&A expenses $ 17,169 $ — $ 676
Severance and employee-related benefits Cost of goods sold 6,472 — —
Accelerated depreciation SG&A expenses 455 — —
Contract termination and other SG&A expenses — 591 1,326
Total Other Restructuring Charges $ 24,096 $ 591 $ 2,002
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Notes to Consolidated Financial Statements
March 2026
Other Restructuring Charges b y reportable segment and the “All Other” category were as follows:
Year Ended March
(In thousands) 2026 2025 2024
Outdoor $ 5,183 $ — $ 242
Active 3,366 — —
All Other 622 — 434
Corporate and other 14,925 591 1,326
Total $ 24,096 $ 591 $ 2,002
Consolidated Restructuring Charges
The activity in the restructuring accrual related to Reinvent and Other Restructuring Charges was as follows:
(In thousands) Severance Other Total
Accrual at March 2024 $ 60,160 $ 345 $ 60,505
Restructuring charges 67,675 894 68,569
Cash payments and settlements ( 55,935 ) ( 902 ) ( 56,837 )
Adjustments to accruals ( 6,432 ) — ( 6,432 )
Impact of foreign currency ( 218 ) — ( 218 )
Accrual at March 2025 65,250 337 65,587
Restructuring charges 42,923 — 42,923
Cash payments and settlements ( 69,146 ) — ( 69,146 )
Adjustments to accruals ( 8,607 ) ( 337 ) ( 8,944 )
Impact of foreign currency 622 — 622
Accrual at March 2026 $ 31,042 $ — $ 31,042
Of the total restructuri ng accrual at March 2026, $ 28.9 million is expected to be paid within the next 12 months and is classified within accrued liabilities (Note 14 ). The remaining $ 2.1 million will be paid out beyond the next 12 months and thus is classified within other liabilities. During the year ended March 2026, VF recorded adjustments to prior Reinvent accruals to reflect actual attrition rates that differed from original estimates.
NOTE 28 — SUBSEQUENT EVENT
On May 13, 2026, VF’s Board of Directors declared a quarterly cash dividend of $ 0.09 per share, payable on June 18, 2026 to shareholders of record on June 10, 2026.
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Schedule II — Valuation and Qualifying Accounts
COL. A COL. B COL. C COL. D COL. E
ADDITIONS
Description Balance at
Beginning
of Period (1)
Charged to
Costs and
Expenses (2)
Charged to
Other
Accounts Deductions Balance at
End of
Period
(In thousands)
Year Ended March 2026
Allowance for doubtful accounts $ 31,853 $ 9,480 $ — $ 17,369 (a) $ 23,964
Valuation allowance for deferred income tax assets 531,028 — 240,225 (b) — 771,253
Year Ended March 2025
Allowance for doubtful accounts 26,369 15,377 — 9,893 (a) 31,853
Valuation allowance for deferred income tax assets 436,047 — 94,981 (b) — 531,028
Year Ended March 2024
Allowance for doubtful accounts 28,075 11,170 — 12,876 (a) 26,369
Valuation allowance for deferred income tax assets 424,932 — 11,115 (b) — 436,047
(a) Deductions include accounts written off, net of recoveries, the effects of foreign currency translation and reclassifications.
(b) Additions primarily related to circumstances where it is more likely than not that deferred income tax assets will not be realized and the effects of foreign currency translation.
F-66 VF Corporation Fiscal 2026 Form 10-K