0000014693-11-000113.txt : 20111117 0000014693-11-000113.hdr.sgml : 20111117 20111117132340 ACCESSION NUMBER: 0000014693-11-000113 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20111116 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111117 DATE AS OF CHANGE: 20111117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BROWN FORMAN CORP CENTRAL INDEX KEY: 0000014693 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 610143150 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-26821 FILM NUMBER: 111212539 BUSINESS ADDRESS: STREET 1: 850 DIXIE HWY CITY: LOUISVILLE STATE: KY ZIP: 40210 BUSINESS PHONE: 5025851100 MAIL ADDRESS: STREET 1: P O BOX 1080 CITY: LOUISVILLE STATE: KY ZIP: 40201 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN INC DATE OF NAME CHANGE: 19870816 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN DISTILLERS CORP DATE OF NAME CHANGE: 19840807 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN DISTILLERY CO DATE OF NAME CHANGE: 19670730 8-K 1 form8-k.htm BROWN-FORMAN CORP FORM 8-K 11-17-2011 form8-k.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
November 16, 2011

 
Brown-Forman Corporation

 
(Exact name of registrant as specified in its charter)
         
Delaware
  
002-26821
  
61-0143150
         
(State or other jurisdiction
  
(Commission File Number)
  
(I.R.S. Employer
of incorporation)
      
Identification No.)

     
850 Dixie Highway, Louisville, Kentucky
  
40210
     
(Address of principal executive offices)
  
(Zip Code)

Registrant’s telephone number, including area code: (502) 585-1100

Not Applicable
(Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 



 
 
 

Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On November 16, 2011, Brown-Forman Corporation (the “Company”) issued a press release, a copy of which is attached hereto as Exibit 99.1 and incorporated by reference herein, announcing that Joan C. Lordi Amble has been elected to the Company’s Board of Directors, effective November 16, 2011.  In addition, Ms. Amble has been appointed to the Audit Committee of the Board.  Neither Ms. Amble nor any member of her immediate family is a party to any past or curently proposed transaction with the Company that is reportable under Item 404(a) of Regulation S-K.  A summary of the compensation the Company provides its non-employee Directors is set forth in Item 5.02 of the Form 8-K filed by the Company on July 29,2011.

Item 7.01.  Regulation FD Disclosure.

On November 17, 2011, the Company issued a press release announcing that its Board of Directors increased its regular quarterly cash dividend on its Class A and Class B Common Stock to $0.35 per share.  Stockholders of record on December 6, 2011 will receive the quarterly cash dividend on December 27, 2011.  A copy of the press release is furnished herewith as Exibit 99.2. The information furnished pursuant to this Item 7.01 (and the related information in Exhibit 99.2) shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as shall be expressly set forth by specific reference in such filing.


Item 9.01  Financial Statements and Exhibits

(d)           Exhibits

99.1           Brown-Forman Corporation Press Release dated November 16, 2011
99.2           Brown-Forman Corporation Press Release dated November 17, 2011

 
 
 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Brown-Forman Corporation                                                                           
(Registrant)


November 17, 2011                                           /s/  Nelea A. Absher                                                                           
(Date)
Nelea A. Absher
 
Vice President, Associate General Counsel and Assistant Corporate Secretary




Exhibit Index

Exhibit
Number                      Description

99.1                      Brown-Forman Corporation Press Release dated November 16, 2011
99.2                      Brown-Forman Corporation Press Release dated November 17, 2011

 EX-99.1 2 ex99-1.htm PRESS RELEASE 11-16-2011 ex99-1.htm
Exhibit 99.1
 
 
NEWS RELEASE
FOR FURTHER INFORMATION:
                  
PHIL LYNCH
VICE PRESIDENT
DIRECTOR CORPORATE COMMUNICATIONS
AND PUBLIC RELATIONS
502-774-7928
 
MARK STEGEMAN
VICE PRESIDENT
ASSISTANT TREASURER,
INTERIM DIRECTOR INVESTOR RELATIONS
502-774-7325








FOR IMMEDIATE RELEASE


JOAN C. AMBLE ELECTED TO BROWN-FORMAN BOARD

Louisville, KY, November 16, 2011 – Brown-Forman Corporation (NYSE: BFA, BFB) announced today that Joan C. Amble has been elected to the company’s Board of Directors, effective today.

Amble is executive vice president, finance, of the American Express Company, where she has worked since 2004. Previously she served as executive vice president and comptroller.  She is retiring from American Express at the end of 2011.

Brown-Forman Board Chairman Geo. Garvin Brown IV stated, “Joan Amble is a very accomplished executive with extensive business experience, particularly in the financial arena. We’re delighted to welcome her to the board and believe she will provide significant contributions to the future success of Brown-Forman.”

Prior to her career at American Express, Amble was chief financial officer and chief operating officer of GE Capital Markets, part of General Electric Company. She served in a variety of financial positions during her 14-year tenure at GE. Prior to joining GE, Amble worked at the Financial Accounting Standard Board and as a certified public accountant at Ernst & Young.  In 2008, Amble was honored by CFO magazine as one of the 25 Women to Watch in Finance.
 
Amble currently serves on the Sirius XM Radio board of directors, where she chairs the audit committee. She received a bachelor of science in Accounting from The Pennsylvania State University and is a certified public accountant.  A long-time supporter of her alma mater, she serves on the Board of Visitors at the Penn State Smeal College of Business.
 
For 140 years, Brown-Forman Corporation has enriched the experience of life by responsibly building fine quality beverage alcohol brands, including Jack Daniel's Tennessee Whiskey, Southern Comfort, Finlandia, Jack Daniel's & Cola, Canadian Mist, Korbel, Gentleman Jack, el Jimador, Herradura, Sonoma-Cutrer, Chambord, New Mix, Tuaca, and Woodford Reserve.  Brown-Forman's brands are supported by nearly 3,900 employees and sold in approximately 135 countries worldwide. For more information about the company, please visit http://www.brown-forman.com.
 

 

 

 

 
# # #
 



          BROWN-FORMAN CORPORATION  850 DIXIE HIGHWAY, LOUISVILLE, KY  40210  E-MAIL: BROWN-FORMAN@B-F.COM  WWW.BROWN-FORMAN.COM

 
 
 

EX-99.2 3 ex99-2.htm PRESS RELEASE 11-17-2011 ex99-2.htm
Exhibit 99.2
 
 
NEWS RELEASE
 
 
FOR FURTHER INFORMATION:

PHIL LYNCH
VICE PRESIDENT
DIRECTOR CORPORATE COMMUNICATIONS
AND PUBLIC RELATIONS
502-774-7928
 
MARK STEGEMAN
VICE PRESIDENT
ASSISTANT TREASURER,
INTERIM DIRECTOR INVESTOR RELATIONS
502-774-7325





FOR IMMEDIATE RELEASE
 
BROWN-FORMAN INCREASES CASH DIVIDEND 9.4%
 

LOUISVILLE, KY, November 17, 2011 – Brown-Forman Corporation (NYSE: BFA) (NYSE: BFB) announced today that its Board of Directors increased its quarterly cash dividend on its Class A and Class B Common Stock by 9.4% to $0.35 per share from the prior quarter’s $0.32 per share.  As a result, the indicated annual cash dividend will rise from $1.28 to $1.40 per share.

Stockholders of record on December 6, 2011 will receive their quarterly cash dividend on December 27, 2011.

This marks Brown-Forman’s 66th consecutive year of quarterly dividends and the 28th consecutive year it has increased the annualized dividend.  Brown-Forman is part of the prestigious Standard & Poor’s 500 Dividend Aristocrats Index which is comprised of an elite list of only 42 companies that have consistently increased their cash dividend every year for over 25 years.
 
Paul Varga, Chief Executive Officer commented, “We are pleased to once again increase our dividend, which is an important component of our shareholders’ long-term total return and indicative of the excellent overall financial health of our company.”

For 140 years, Brown-Forman Corporation has enriched the experience of life by responsibly building fine quality beverage alcohol brands, including Jack Daniel's Tennessee Whiskey, Southern Comfort, Finlandia, Jack Daniel's & Cola, Canadian Mist, Korbel, Gentleman Jack, el Jimador, Herradura, Sonoma-Cutrer, Chambord, New Mix, Tuaca, and Woodford Reserve. Brown-Forman's brands are supported by nearly 3,900 employees and sold in approximately 135 countries worldwide. For more information about the company, please visit http://www.brown-forman.com.

# # #




          BROWN-FORMAN CORPORATION  850 DIXIE HIGHWAY, LOUISVILLE, KY  40210  E-MAIL: BROWN-FORMAN@B-F.COM  WWW.BROWN-FORMAN.COM