0000950103-19-007185.txt : 20190530 0000950103-19-007185.hdr.sgml : 20190530 20190530204213 ACCESSION NUMBER: 0000950103-19-007185 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190528 FILED AS OF DATE: 20190530 DATE AS OF CHANGE: 20190530 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baxter Scott H CENTRAL INDEX KEY: 0001509765 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05256 FILM NUMBER: 19868289 MAIL ADDRESS: STREET 1: 105 CORPORATE CENTER BOULEVARD CITY: GREENSBORO STATE: NC ZIP: 27408 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: V F CORP CENTRAL INDEX KEY: 0000103379 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 231180120 STATE OF INCORPORATION: PA FISCAL YEAR END: 0330 BUSINESS ADDRESS: STREET 1: 105 CORPORATE CENTER BOULEVARD CITY: GREENSBORO STATE: NC ZIP: 27408 BUSINESS PHONE: (336)424-6000 MAIL ADDRESS: STREET 1: P. O. BOX 21488 CITY: GREENSBORO STATE: NC ZIP: 27420 FORMER COMPANY: FORMER CONFORMED NAME: VF CORPORATION DATE OF NAME CHANGE: 19900621 FORMER COMPANY: FORMER CONFORMED NAME: VANITY FAIR MILLS INC DATE OF NAME CHANGE: 19690520 4 1 dp107659_4-baxter.xml FORM 4 X0306 4 2019-05-28 1 0000103379 V F CORP VFC 0001509765 Baxter Scott H 105 CORPORATE CENTER BLVD GREENSBORO NC 27408 0 1 0 0 VP & Group President Common Stock 2019-05-28 4 D 0 2582.603 D 164221.779 D Common Stock 2019-05-28 4 D 0 41437.602 D 122784.177 D Common Stock 30610 I By 2015 Trust Common Stock 60627 I By Grat Common Stock 2662 I By Son Stock Option (Right to Buy) 75.35 2019-05-28 4 D 0 47389 D 2025-02-17 Common Stock 47389 0 D Stock Option (Right to Buy) 61.29 2019-05-28 4 D 0 55832 D 2026-02-22 Common Stock 55832 0 D Stock Option (Right to Buy) 53.47 2019-05-28 4 D 0 76025 D 2027-02-21 Common Stock 76025 0 D Stock Option (Right to Buy) 74.80 2019-05-28 4 D 0 49127 D 2028-02-20 Common Stock 49127 0 D Numbers measured based on the equity awards held by the Reporting Person as of May 22, 2019. All equity awards held by the Reporting Person were subject to adjustment and conversion following the Distribution (as defined below) subject to the terms of the the Employee Matters Agreement, dated as of March 22, 2019, by and between Kontoor Brands, Inc. and VF Corporation ("EMA"), with such measurement period beginning on May 20, 2019 and ending on the close of trading on May 28, 2019. Represents the conversion of restricted stock units with respect to shares of common stock of VF Corporation ("VF"), without par value and stated capital of $0.25 per share ("VF Common Stock"), to restricted stock units ("Kontoor Brands RSUs") with respect to shares of common stock of Kontoor Brands, Inc. ("Kontoor Brands"), without par value ("Kontoor Brands Common Stock"),held by the Reporting Person as of May 22, 2019, in accordance with the terms of EMA and the anti-dilution adjustment provisions under the VF 1996 Stock Compensation Plan ("VF Stock Plan"), in connection with the prorata spinoff distribution ("Distribution") by VF of all of its shares of Kontoor Brands Common Stock to the holders of record of VF Common Stock on May 10, 2019 ("Record Date"). The Kontoor Brands RSUs were granted pursuant to the Kontoor Brands 2019 Stock Compensation Plan ("Kontoor Brands Stock Plan") in a manner intended to preserve the aggregate intrinsic value of the awards, and are generally subject to the same terms and conditions (including vesting and payment schedules) as applicable to the corresponding VF restricted stock units. Represents the conversion of restricted stock with respect to shares of VF Common Stock to restricted stock with respect to shares of Kontoor Brands Common Stock held by the Reporting Person as of May 22, 2019, in accordance with the terms of the EMA and the anti-dilution adjustment provisions of the VF Stock Plan in connection with the Distribution. The shares of Kontoor Brands restricted stock were granted pursuant to the Kontoor Brands Stock Plan in a manner intended to preserve the aggregate intrinsic value of the awards, and are generally subject to the same terms and conditions (including vesting and payment schedules) as applicable to the corresponding VF restricted stock. Represents the conversion of stock options to purchase VF Common Stock ("VF Options") to stock options to purchase Kontoor Brands Common Stock ("Kontoor Brands Options"), in accordance with the terms of the EMA and the anti-dilution adjustment provisions under the VF Stock Plan, in connection with the Distribution. The Kontoor Brands Options were granted pursuant to the Kontoor Brands Stock Plan in a manner intended to preserve the aggregate intrinsic value of the awards, and are generally subject to the same terms and conditions (including vesting, exercise and expiration schedules) as applicable to the corresponding VF Options. This option vests as follows: 15,800 shares vest on 02/18/2016; 15,799 shares vest on 02/18/2017; and 15,799 shares vest on 02/18/2018. This option vests as follows: 18,611 shares vest on 02/23/2017; 18,611 shares vest on 02/23/2018; and 18,610 shares vest on 02/23/2019. This option vests as follows: 25,342 shares vest on 02/22/2018; 25,342 shares vest on 02/22/2019; and 25,341 shares vest on 02/22/2020. This option vests as follows: 16,376 shares vest on 02/21/2019; 16,376 shares vest on 02/21/2020; and 16,375 shares vest on 02/21/2021. /s/ Mark Townsend, Attorney-in-Fact 2019-05-30