V F CORP
For the period ended Mar 28, 2026. Filed May 20, 2026.
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FY2026 · Filed May 20, 2026
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OTE Other Current Assets
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) · WeightedAverageAmortizationPeriod · AmortizationMethod · Cost · AccumulatedAmortization · NetCarryingAmount | ||||||
|---|---|---|---|---|---|---|
| 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) · WeightedAverageAmortizationPeriod · AmortizationMethod · Cost · AccumulatedAmortization · NetCarryingAmount | ||||||
|---|---|---|---|---|---|---|
| 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
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 didnot 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 segmentand the“All Other” categoryas 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. The Dickies reporting unit goodwill was fully impaired as of the third quarter of Fiscal 2024 and waspreviously 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 related 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 related 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 result 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
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 hadone 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
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
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, theaccounts payable line item in VF's Consolidated Balance Sheets included total outstanding obligations of $466.0 million and $481.7 million, respectively, due to suppliers that areeligible 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 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 hadno 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
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 aggregate 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 thethree 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 withintwo 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
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 |
| 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
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
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 recorded $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 millionin 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
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 assets 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
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 PlanAssets · Fair Value Measurements | ||||
|---|---|---|---|---|
| (In thousands) · Level 1 · Level 2 · Level 3 | ||||
| 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
| Total PlanAssets · Fair Value Measurements | ||||
|---|---|---|---|---|
| (In thousands) · Level 1 · Level 2 · Level 3 | ||||
| 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 the 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 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 inthe 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 didnot 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 wereno 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 | DefinedBenefitPension Plans | DerivativeFinancialInstruments | 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
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 OtherComprehensive 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
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 March 2026, there were 29,096,405 shares 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 exercisableone year from the date of grant. All options haveten-year terms. There wereno 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, asno 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
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 orone 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 aone-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 afive-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 thefive-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 athree-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, the financial targets are based on the average, for thethree years of the performance cycle, of the annual levels of achievement of VF's total revenue, weighted 50%, and the average, for thethree 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 thethree-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 thethree-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 thethree-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 toone share of VF Common Stock. The
VF Corporation Fiscal 2026 Form 10-K F-39 employee nonperformance-based RSUs generally vest over periods of up tofour 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 Stockone 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 AverageGrant DateFair 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 was $50.4 million. Awards earned and vested for thethree-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 was $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 tofour 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 wereno 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 wereno 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
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
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
| 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 |
Incometax expense includes 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 audit 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
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
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) | UnrecognizedIncome TaxBenefits | AccruedInterestand Penalties | UnrecognizedIncome TaxBenefitsIncluding Interestand 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
| (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
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®(through 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 theoperating 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
Financial information for VF’s segments was as follows:
| (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 theother income (expense), net line item in the Consolidated Statement of Operations for theyear ended March 2026. Refer to Note 3 for additional information regarding the divestiture. In addition, a pension settlement charge 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 theyear 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 impact for the DDTL, which totaled$31.1 million for the year ended March 2025, were allocated to discontinued operations due to the requirement 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
| 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 impact for the DDTL, which totaled$59.1 million for the year ended March 2024, were allocated to discontinued operations due to the requirement 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
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 single customer accounted for 10% or more of the Company’s total revenues in the years ended 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, andno 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, andno 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.
F-50 VF Corporation Fiscal 2026 Form 10-K
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.
VF Corporation Fiscal 2026 Form 10-K F-51
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 FairValue · Fair Value Measurement Using (a) | ||||||
|---|---|---|---|---|---|---|
| (In thousands) · Level 1 · Level 2 · Level 3 | ||||||
| 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 FairValue · Fair Value Measurement Using (a) | ||||||
| (In thousands) | Level 1 | Level 2 | Level 3 | |||
| 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 were 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 upto $146.0 million, which includes $71.0 million of fixed fees and $75.0 million of contingent fees tied to increases in VF's stock price. The contingent fees are accounted for under ASC Topic 718— Stock Compensationas a liability award to a non-
F-52 VF Corporation Fiscal 2026 Form 10-K 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&Aexpenses 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 was $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 long-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 of 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 SG&Aexpenses 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 wereno impairments of equity investments in the years ended March 2026 or 2024.
The Company recorded $30.7 million, $89.2 millionand $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 wasnot 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
VF Corporation Fiscal 2026 Form 10-K F-53 profitability projections throughout the forecast period that reflects the long-term strategy for the business;
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 werenot 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;
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.
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 on 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 considered 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.
F-54 VF Corporation Fiscal 2026 Form 10-K
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 animpairment 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 wasnot 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;
Royalty rate based on market data as well as active license agreements for other VF brands; and
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
VF Corporation Fiscal 2026 Form 10-K F-55 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 wasnot 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 forearnings before interest, taxes, depreciation and amortization (“EBITDA”) used in the projections, combined witha 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 werenot impaired. For goodwill, the estimated fair value of the reporting unit exceeded the carrying value bya significant amount. The estimated fair value of the indefinite-lived trademark intangible asset also exceeded its carrying value bya 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;
Royalty rate based on market data as well as active license agreements for other VF brands; and
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.
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 fair value. The long-term revenue growth rates used in the testing were 2.0%.
F-56 VF Corporation Fiscal 2026 Form 10-K
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 wasnot 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;
Royalty rates based on market data as well as active license agreements for the brand and similar VF brands; and
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 werenot 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
VF Corporation Fiscal 2026 Form 10-K F-57 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 wasnot 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;
Royalty rates based on market data as well as active license agreements for the brand and similar VF brands; and
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 wasnot 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;
Royalty rates based on market data as well as active license agreements for similar VF brands; and
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
F-58 VF Corporation Fiscal 2026 Form 10-K 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;
Royalty rate assumption consistent with that used in the Timberland reporting unit analysis; and
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, ora 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 werenot 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 bya 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;
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
VF Corporation Fiscal 2026 Form 10-K F-59 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 werenot impaired. For goodwill, the estimated fair value of the reporting unit exceeded the carrying value bya significant amount. The estimated fair value of the indefinite-lived trademark intangible asset also exceeded its carrying value bya 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;
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.
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
F-60 VF Corporation Fiscal 2026 Form 10-K 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 were $3.1 billion atboth 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. These derivative contracts have maturities up to 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 Derivativeswith Unrealized Gains | Fair Value of Derivativeswith 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) |
VF Corporation Fiscal 2026 Form 10-K F-61
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) | DerivativeAsset | DerivativeLiability | DerivativeAsset | DerivativeLiability |
| 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 Comprehensive Income (Loss) and 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 | |
F-62 VF Corporation Fiscal 2026 Form 10-K
Derivative Contracts Not Designated as Hedges
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 andinterest 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. During 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 of $11.0 million from the foreign currency remeasurement related to the spot component of the derivative and a loss of $3.1 million from the amortization of the excluded component 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.
VF Corporation Fiscal 2026 Form 10-K F-63
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 transformation 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. Cash 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 Operationsfor 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 Operationsfor 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 | ||||
F-64 VF Corporation Fiscal 2026 Form 10-K
Other Restructuring Charges by reportable segmentand 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 restructuring 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.
VF Corporation Fiscal 2026 Form 10-K F-65
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.