Brown-Forman (BF-B) 10-K risk factor changes: FY2025 vs FY2024

Our business performance depends substantially on the continued health of the Jack [removed: Daniel's] [added: Daniel] family of brands.

Given the importance of Jack [removed: Daniel's] [added: Daniel’s] to our overall success, a significant or sustained decline in [removed: volume or selling price] [added: sales] of our Jack [removed: Daniel's] [added: Daniel’s] products, as a result of negative publicity or otherwise, would have a negative effect on our financial results.

Changes to our route-to-consumer models and consolidation among beverage alcohol producers, distributors, wholesalers, suppliers, and [removed: retailers,] [added: retailers] could hinder the marketing, sale, or distribution of our products.

In our non-U.S. markets, we use a variety of route-to-consumer [removed: models – including,] [added: models, and,] in many markets, [removed: reliance] [added: we rely] on third parties to distribute, market, and sell our products.

[added: Transitioning from a third-party] distribution model to an owned-distribution model involves a significant undertaking, and subjects us to [added: additional operational and execution] risks associated with that geographic region.

Consolidation at any level could hinder the distribution and sale of our products as a result of reduced attention and resources allocated to our brands [removed: both during and after transition periods,] because our brands might represent a smaller portion of the new business portfolio.

As a result, consumers may begin to shift their consumption and purchases [added: away] from our premium and super-premium products, or away from alcoholic beverages entirely.

This shift [added: further] includes consumption at home as a result of various factors, including shifts in social [removed: trends,] [added: trends] and shifts in the channels for the purchases of our products.

Consumers [removed: also] may [added: also] begin to prefer the products of competitors or may generally reduce their demand for brands produced by larger companies.

In addition, we could experience unfavorable business results if we fail to attract consumers from diverse backgrounds and ethnicities in all [removed: markets where we sell] our [removed: products.][added: markets.]

[removed: Product innovation, particularly for our] core brands, is a significant element of our growth strategy; however, there can be no assurance that we will continue to develop and implement successful line extensions, packaging, formulation or flavor changes, or new products.

A catastrophic event causing physical damage, disruption, or failure at any one of our major distillation or bottling [removed: facilities, including] facilities [removed: that support the production of our premium brands such as Woodford Reserve and Old Forester,] could adversely affect our business.

Our ability to make and sell our products depends on the availability of the raw materials, product ingredients, finished products, [removed: wood,] [added: oak barrels,] glass and PET bottles, cans, bottle closures, packaging, and other materials used to produce and package them.

[removed: However, similar] [added: If] supply chain challenges [removed: may] occur in the future, [removed: making] [added: with respect to glass, oak barrels, or other key materials or ingredients that we purchase from suppliers,] it [added: would be] difficult and more expensive to produce and deliver our products.

[removed: If] [added: Likewise, our operations and financial results could suffer if] any of our key suppliers were no longer able to meet our timing, quality, or capacity requirements, ceased doing business with us, or significantly raised prices, and we could not promptly develop alternative cost-effective sources of supply or [removed: production, our operations and financial results could suffer.][added: production.]

Higher costs or insufficient availability of suitable grain, agave, water, molasses, [removed: wood,] [added: oak barrels,] glass, closures, and other input materials, or higher associated labor costs or insufficient availability of labor, [removed: may] [added: could] adversely affect our financial results.

Similarly, when energy costs rise, our transportation, freight, and other operating costs, such as distilling and bottling expenses, also [removed: may] [added: could] increase.

Our freight cost and the timely delivery of our products could be adversely affected by a number of factors, including driver or equipment shortages, higher fuel costs, weather conditions, traffic congestion, ocean freight lane disruptions, shipment container availability, rail shutdowns, [added: customs importation delays, and] increased government [removed: regulation, and other matters that could reduce the profitability of our operations.][added: regulation.]

International or domestic geopolitical or other events, including the imposition of [removed: any] tariffs or quotas by governmental authorities on any raw materials that we use in the production of our products, could adversely affect the supply and cost of these raw materials to us.

[removed: While we do not currently expect our production operations to be directly impacted by conflicts around the world,] [added: Additionally,] changes in global grain and commodity pricing and availability may impact the markets where we operate.

Weather, acute or chronic climate change impacts, [added: floods,] fires, diseases, and other agricultural uncertainties that affect the health, yield, quality, or price of the various raw materials used in our products also present risks for our business, including in some cases potential impairment in the recorded value of our inventory.

If extended droughts become more common or severe, or if our water supply is interrupted for other [removed: reasons,] [added: reasons such as government intervention,] high-quality water could become scarce in some key production regions for our [removed: products,which] [added: products, which] in turn could adversely affect our business and financial results.

We have in the past, and could in the future, incur restructuring charges or record impairment losses on the value of [removed: goodwill or other] intangible assets resulting from previous [removed: acquisitions, or the risk of potential losses on equity investments which may also negatively affect our financial results.][added: acquisitions.]

[removed: The] overhead reductions could temporarily disrupt our other business operations.

Accordingly, a future widespread health epidemic or pandemic could materially and adversely affect our business, [removed: our] operations, [removed: our] cash flows, and [removed: our] financial results.

In particular, a significant deterioration in economic conditions, including economic slowdowns or recessions, increased unemployment levels, inflationary pressures, or disruptions to credit and capital markets could lead to decreased consumer confidence [removed: in certain countries] and consumer [removed: spending more generally,] [added: spending,] thus reducing consumer demand for our [removed: products.][added: products and sales of used barrels.]

Unfavorable economic conditions could also cause governments to increase taxes on beverage alcohol to attempt to raise revenue, reducing [removed: consumers' willingness] [added: consumers’willingness] to make discretionary purchases of beverage alcohol products or pay for premium brands such as ours.

Unfavorable publicity, whether accurate or not, related to our industry or to us or our products, brands, marketing, executive leadership, employees, Board of Directors, family stockholders, operations, current or anticipated business performance, or [removed: environmental] [added: environmental, social,] or [removed: social] [added: governance] efforts could negatively affect our corporate reputation, stock price, ability to attract and retain high-quality talent, or the performance of our brands and business.

Additionally, investor advocacy groups, institutional investors, other market participants, stockholders, employees, consumers, customers, influencers, and policymakers have focused increasingly on the environmental, social, and governance or “sustainability” [added: positions and practices of companies, with particular emphasis on diversity, equity, and inclusion efforts.]

Given changing demographics, immigration laws and policies, [removed: remote working trends,] and demand for talent globally, we may not be able to find the people with the right skills, at the right time, and in the right location, to achieve our business objectives.

In many markets outside the United States, we sell our products and pay for some goods, [added: services, and labor costs primarily in local currencies.]

Changes in laws, regulatory measures, or governmental policies, or the manner in which current ones are [removed: interpreted,] [added: interpreted or enforced,] could subject us to governmental investigations, cause us to incur material additional costs or liabilities, and jeopardize the growth of our business in the affected market.

Specifically, governments could [removed: prohibit, impose,] [added: prohibit] or [added: impose or] increase limitations on advertising and promotional activities, or times or locations where beverage alcohol may be sold or consumed, or adopt other measures that could limit our opportunities to reach consumers or sell our products.

Additional regulation of this nature could substantially reduce consumer awareness of our products in the affected markets and make [removed: the introduction of] [added: introducing] new products more challenging.

New tax rules, accounting standards or pronouncements, and changes in [added: the] interpretation of existing rules, standards, or pronouncements could have a material adverse effect on our business and financial results.

As a multinational company based in the United States, we are more exposed to the impact of changes in U.S. tax legislation and regulations than most of our major competitors, especially changes that affect the [removed: effective] corporate income tax rate.

While we are unable to predict whether any of these changes will ultimately be enacted, if these or similar proposals are enacted into law, they could negatively impact our effective tax rate and [removed: reduce net] earnings.

In December 2021, the OECD issued Pillar Two model [removed: rules] [added: rules,] which would establish a global per-country minimum tax of 15%, and the European Union has approved a directive requiring member states to incorporate similar provisions into their respective domestic laws.

We continue to evaluate the potential impact of the developments on our consolidated financial statements and related [removed: disclosures and based on our preliminary calculations, we do not expect the impact to be material.][added: disclosures.]

[removed: The] [added: We currently do not expect the impact to be material based on available guidance; however, the] adoption of these or other proposals could have a material adverse impact on our net income and cash flows in the future.

As of May 1, 2025, we owned and operated 17 distribution companies in 18 countries.

We are subject to risks from changes to the trade policies, tariffs, and import and export regulations of the U.S. and foreign governments.

Changes in the import and export policies, including trade restrictions, new or increased tariffs or quotas, embargoes, sanctions and countersanctions, safeguards, or customs restrictions by the United States and foreign governments, could require us to change the way we conduct business and negatively affect our business performance, financial condition, results of operations, and our relationships with customers, suppliers, and employees.

Likewise, changes in laws and policies governing foreign trade, manufacturing, development, and investment in the territories or countries where we currently sell our products or conduct our business could adversely affect our business.

The United States has announced and/or implemented significant new tariffs on imports from a wide range of countries, which has prompted retaliatory tariffs by a number of countries and a cycle of retaliatory tariffs by both the United States and other countries.

In early April 2025, actions were taken by the United States and certain other countries to delay the effective date of certain of these tariffs, but as of the date of this report, a number of new tariffs remain in effect.

These actions have, and are expected to continue to, result in retaliatory measures on U.S. goods.

For example, in March 2025, several Canadian provinces removed all American beverage alcohol from store shelves, including Jack Daniel’s, in response to the United States announcing a 25% tariff on goods imported from Canada.

If maintained, the newly announced tariffs and the potential escalation of trade disputes could pose a significant risk to our business, including an increase to the cost of our products and, to the extent we absorb the costs of tariffs and do not pass them through to our customers, higher cost of goods sold and lower gross profit and margins.

The extent and duration of the tariffs and the resulting impact on general economic conditions on our business are uncertain and depend on various factors, including negotiations between the United States and affected countries, the responses of other countries or regions, exemptions or exclusions that may be granted, availability and cost of alternative sources of supply, and demand for our products in affected markets.

Further, actions we take to adapt to new tariffs or trade restrictions may cause us to modify our operations or forgo business opportunities.

Likewise, tariffs and import and export regulations could also limit the availability of our products, prompt consumers to seek alternative products, and provide an opportunity for competitors not subject to such tariffs to establish a presence in markets where we conduct our business.

Product innovation, particularly for our

Inability of our primary glass provider to produce sufficient quantities to meet our needs would increase our cost to produce and constrain supply of some of our products.

Likewise, we recently closed our last remaining barrel-making operation.

As a result, we now source our oak barrels in which we age our North American whiskeys from an external supplier.

The

As of January 2025, the change in U.S. presidential administration and control of U.S. Congress may result in changes to U.S. tax legislation.

In addition, aspects of U.S. tax laws may lead foreign jurisdictions to enact tax legislation that is unfavorable to us.

In fiscal 2025, we have observed excise tax increases in several markets, including Canada, Czechia, France, Türkiye, and the United Kingdom.

We are also subject to regular reviews and audits by both domestic and foreign tax authorities on the direct and indirect taxes we pay.

While we believe our tax positions will be sustained, the final outcome of tax audits and related litigation may differ materially from the tax provisions and accruals recorded in our Consolidated Financial Statements, which could adversely impact our results of operations and cash flows.

jurisdiction lists as potentially associated with cancer or birth defects.

For example, in May 2023, Ireland introduced a Public Health (Alcohol) (Labelling) regulation, which sets unique health labeling requirements for alcohol being sold in the Irish market and relevant provisions will enter into force in 2026.

The regulation mandates that all alcoholic beverages display warnings on product packaging informing consumers about the risk of consuming alcohol when pregnant and the risk of liver disease and fatal cancers from alcohol consumption.

While past cyberattacks and hacking activities have not materially impacted our business or disrupted our operations, increased IT security threats and more sophisticated cybercrimes and

And the difference in voting rights for our common stock

For details on the importance of the Jack Daniel's family of brands to our business, see “Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - Fiscal 2024 Brand Highlights.”

We own and operate distribution companies for 16 international markets.

Transitioning from a third-party

Our long-term plans call for the continued growth of the Jack Daniel's family of brands.

If these plans do not succeed, or if we otherwise fail to develop or implement effective business, portfolio, and brand strategies, our growth, business, or financial results could suffer.

More broadly, if consumers shift away from spirits (particularly brown spirits such as American whiskey and bourbon), our premium-priced brands, or our ready-to-drink products, our financial results could be adversely affected.

During the recent global supply chain challenges, our primary glass provider could not produce sufficient quantities to meet our needs, which increased our cost

to produce, constrained supply of some of our products, and adversely affected our financial results.

In response to these events, we took action to diversify suppliers of our raw materials, including glass.

Our glass supply, as well as global supply chains, have stabilized.

For example, a disruption in the supply of American white oak logs, staves, heading, or steel it could constrain our ability to produce or procure the new charred oak barrels in which we age our whiskeys.

Our financial results may be adversely affected if we cannot pass along energy, freight, or other input cost increases through higher prices to our customers without reducing demand or sales.

For example, since 2021, the United States and the European Union have experienced a rapid increase in inflation levels.

Such heightened inflationary levels may negatively impact consumer disposable income and discretionary spending and, in turn, reduce consumer demand for our premium products and increase our costs.

positions and practices of companies.

Additionally, we may be subject to tariffs imposed on our products by other countries, such as the tariffs imposed in 2018 following the United States tariffs on steel and aluminum.

In response to these U.S. tariffs, a number of countries imposed retaliatory tariffs on U.S. imports, including on American whiskey products, which negatively affected our business until they were removed or suspended in late fiscal 2022 and early fiscal 2023.

The imposition of tariffs, custom duties, or other restrictions or barriers on imports and exports, or the deterioration of economic relations between the United States and other countries, could increase the cost of our products and, to the extent that we absorb the costs of tariffs, result in higher cost of goods sold and lower gross profit and margins.

They could also limit the availability of our products and prompt consumers to seek alternative products.

Our success will depend, in part, on our ability to overcome the challenges we encounter with respect to these risks and other factors affecting U.S. export companies with a global business.

services, and labor costs primarily in local currencies.

For details on how foreign exchange affects our business, see “Item 7A.

Quantitative and Qualitative Disclosures about Market Risk - Foreign currency exchange rate risk.”

For example, in August 2022, the U.S. enacted the Inflation Reduction Act of 2022 which, among other provisions, implemented a 15% minimum tax on book income of certain large corporations.

Additional tax proposals sponsored by the current U.S. presidential administration could lead to U.S. tax changes, including significant increases to the U.S. corporate income tax rate and the minimum tax rate on certain earnings of foreign subsidiaries.

revenue, they may increase taxes on beverage alcohol products.

In fiscal 2024, we have observed excise tax increases in markets that include France, Portugal, Romania and Türkiye.

For example, in February 2021, the European Union published its Europe Beating Cancer Plan.

The European Union is ultimately expected to issue a proposal for mandatory health warnings on beverage alcohol product labels.

Because litigation and other legal proceedings

common stock to every holder of our voting common stock.

| Presentation basis | | | [removed: [29](#i32b1ad656a354d3597ab9b613b3ae3b8_97)] [added: [29](#i71b2d36d277f4284b6b4088cbae246c3_97)] | | |

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| Executive summary | | | [removed: [36](#i32b1ad656a354d3597ab9b613b3ae3b8_109)] [added: [35](#i71b2d36d277f4284b6b4088cbae246c3_109)] | | |

| Results of operations | | | [removed: [38](#i32b1ad656a354d3597ab9b613b3ae3b8_115)] [added: [37](#i71b2d36d277f4284b6b4088cbae246c3_115)] | | |

| Liquidity and capital resources | | | [removed: [44](#i32b1ad656a354d3597ab9b613b3ae3b8_127)] [added: [44](#i71b2d36d277f4284b6b4088cbae246c3_127)] | | |

| Critical accounting policies and estimates | | | [removed: [47](#i32b1ad656a354d3597ab9b613b3ae3b8_148)] [added: [46](#i71b2d36d277f4284b6b4088cbae246c3_151)] | | |

[removed: We] [added: Additionally, we] use some financial measures in this report that are not measures of financial performance under [removed: U.S. generally accepted accounting principles (GAAP).][added: GAAP.]

Other companies may [removed: not] define or calculate these non-GAAP measures [removed: in the same way.][added: differently.]

We use “organic change” for the following [removed: measures of the statements of operations:] [added: measures:] (a) organic net sales; (b) organic cost of sales; (c) organic gross profit; (d) organic advertising expenses; (e) organic selling, general, and administrative (SG&A) expenses; (f) organic other expense (income) net; (g) organic operating expenses1; and (h) organic operating income.

- *“Acquisitions and divestitures.”* This adjustment removes (a) the gain or loss recognized on [added: the] sale of divested [removed: brands,] [added: brands and certain assets,] (b) any non-recurring effects related to our acquisitions and divestitures (e.g., transaction, transition, and integration [removed: costs or income), and] [added: costs),] (c) the effects of operating activity related to acquired and divested brands for periods not comparable year over year (non-comparable [removed: periods).][added: periods), and (d) fair value changes to contingent consideration liabilities.]

During [removed: the third quarter of] fiscal 2023, we acquired Gin Mare Brand, S.L.U. and Mareliquid Vantguard, S.L.U., which owned the Gin Mare brand (Gin Mare).

This adjustment removes [removed: (a)] the [removed: transaction, transition, and integration costs related to the acquisition, (b) operating activity for the non-comparable periods, which is activity in the first and second quarters of fiscal 2024, and (c)] fair value adjustments to Gin Mare’s [removed: earn-out] contingent consideration liability that is payable in cash no [removed: earlier than July 2024 and no] later than July 2027.

During [removed: the third quarter of] fiscal 2024, we sold [removed: the] [added: our] Finlandia vodka business, which resulted in a pre-tax gain of $92 million, and entered into a related transition services agreement (TSA) for this business.

This adjustment removes the (a) transaction costs related to the [removed: divestiture,] [added: divestiture;] (b) the gain on sale of the [removed: Finlandia vodka business,] [added: Sonoma-Cutrer wine business;] (c) operating activity for the [added: non-comparable period,]

[removed: 1 Operating] [added: 2Total operating] expenses include advertising expense, SG&A expense, [added: restructuring] and other [added: charges, and other] expense (income), net.

[removed: non-comparable period,] which is [added: all] activity in [removed: the third and fourth quarters of] fiscal [removed: 2023,] [added: 2024;] and (d) net sales, cost of sales, and operating expenses recognized pursuant to the TSA related to distribution services in certain markets.

During [removed: the fourth quarter of] fiscal 2024, we sold the Sonoma-Cutrer wine business in exchange for an ownership percentage of 21.4% in The Duckhorn Portfolio Inc. (Duckhorn) along with $50 million cash and entered into a related TSA for this business.

During [removed: the second quarter of] fiscal 2024, we recognized a gain of $7 million on the sale of certain fixed [removed: assets.][added: assets related to a divested mill.]

This adjustment removes the [removed: gain] [added: gains] from our other expense (income), net and operating income.

See Notes [removed: 13] [added: 5, 15,] and [removed: 14] [added: 17] to the Consolidated Financial Statements for more information.

During [removed: the third quarter of] fiscal [removed: 2023,] [added: 2025,] we recognized a non-cash impairment charge of [removed: $96] [added: $47] million for the [removed: Finlandia] [added: Gin Mare] brand name.

During [removed: the fourth quarter of] fiscal 2024, we recognized a non-cash impairment charge of $7 million for an immaterial discontinued brand name.

[removed: “*Foundation*.”] [added: “*Foundation*.*”*] During [removed: the fourth quarter of] fiscal 2024, we committed $23 million to the Brown-Forman Foundation and Dendrifund (the Foundation and Dendrifund) to support the communities where our employees live and work.

This adjustment removes the [removed: commitment] [added: expenses related] to [added: charitable contributions to] the Foundation [added: and Dendrifund] from our organic SG&A expenses and organic operating income to present our organic results on a comparable basis.

*“Jack Daniel’s Country Cocktails business model change (JDCC).”* In fiscal 2021, we entered into a partnership with the Pabst Brewing Company for the supply, sales, and distribution of Jack [removed: Daniel's] [added: Daniel’s] Country Cocktails in the United [removed: States] [added: States,] while Brown-Forman continued to produce certain products.

This adjustment removes the non-comparable operating activity related to the sales of Brown-Forman-produced Jack Daniel’s Country Cocktails products [removed: during the fourth quarter of] [added: for] fiscal [removed: 2023] [added: 2024] and [removed: fiscal 2024.][added: 2025.]

(In this report, “dollar” [removed: always] means the U.S. dollar unless stated otherwise.) To eliminate the effect of foreign exchange fluctuations when comparing across periods, we translate current-year results at prior-year rates and remove transactional and hedging foreign exchange gains and losses from current- and prior-year periods.

We use the non-GAAP measure “organic [removed: change”,] [added: change,”] along with other metrics, to: (a) understand our performance from period to period on a consistent basis; (b) compare our performance to that of our competitors; (c) calculate components of management incentive compensation; (d) plan and forecast; and (e) communicate our financial performance to the Board of Directors, stockholders, and [added: the] investment community.

We provide reconciliations of the “organic change” in certain line items of the statements of operations to their nearest GAAP measures in the tables under “Results of Operations - Fiscal [removed: 2024 Highlights”] [added: 2025 Brand Highlights,” “Results of Operations - Fiscal 2025 Market Highlights,”] and “Results of Operations - Year-Over-Year Comparisons.” We have consistently applied the adjustments within our reconciliations in arriving at each non-GAAP measure.

[removed: When we provide guidance for organic change in certain measures of the statements of operations we do not provide guidance for the corresponding GAAP change, as the GAAP] measure will include items that are difficult to quantify or predict with reasonable certainty, such as foreign exchange, which could have a significant impact to our GAAP income statement measures.

In “Results of Operations - Fiscal [removed: 2024] [added: 2025] Market Highlights,” we provide supplemental information for our top markets ranked by percentage of reported net sales.

Our top developed international markets were Germany, Australia, the United Kingdom, France, [removed: Canada,] and [removed: Spain.][added: Canada.]

- [removed: “*Spain”*] [added: *“Brazil”*] includes [removed: Spain] [added: Brazil, Paraguay, Uruguay,] and certain other surrounding territories.

Our top emerging markets were Mexico, Poland, [added: Brazil,] and [removed: Brazil.][added: Türkiye.]

*•“Non-branded and bulk”* includes net sales of used barrels, contract bottling services, and non-branded bulk [removed: whiskey and wine,] [added: whiskey,] regardless of customer location.

In “Results of Operations - Fiscal [removed: 2024] [added: 2025] Brand Highlights,” we provide supplemental information for our top brands ranked by percentage of reported net sales.

The brands included in this category are the Jack Daniel’s family of brands (excluding the “Ready-to-Drink” products defined below), the Woodford Reserve family of brands (Woodford Reserve), the Old Forester family of brands (Old Forester), The Glendronach, [removed: Glenglassaugh,] Benriach, [added: Glenglassaugh, and] Slane Irish [removed: Whiskey, and Coopers’ Craft.][added: Whiskey.]

*•“American whiskey”* includes the Jack Daniel’s family of brands (excluding the “Ready-to-Drink” products defined [removed: below)] [added: below), Woodford Reserve,] and [removed: premium bourbons (defined below).][added: Old Forester.]

*•“Jack Daniel’s RTD/RTP”* products include all RTD line extensions of Jack Daniel’s, such as Jack Daniel’s & [removed: Cola, Jack Daniel’s &] Coca-Cola RTD, Jack Daniel’s [removed: Country Cocktails,] [added: & Cola,] Jack Daniel’s Double Jack, [added: Jack Daniel’s Country Cocktails,] and other malt- and spirit-based Jack Daniel’s RTDs, along with Jack Daniel’s Winter Jack RTP.

- *“Jack Daniel’s & Coca-Cola RTD”* includes all Jack Daniel’s [removed: and] [added: &] Coca-Cola RTD products and Jack Daniel’s bulk whiskey shipments for the production of [removed: this product.][added: these products.]

We report our financial results in accordance with U.S. generally accepted accounting principles (GAAP).

We recognized $43 million in favorable fair value adjustments to Gin Mare’s contingent consideration liability during fiscal 2025.

This adjustment removes the (a) transaction costs related to the divestiture; (b) the gain on sale of the Finlandia vodka business; (c) operating activity for the non-comparable period, which is activity in the first and second quarters of fiscal 2024; and (d) net sales, cost of sales, and operating expenses recognized pursuant to the TSA related to distribution services in certain markets.

1Operating expenses include advertising expense, SG&A expense, restructuring and other charges, and other expense (income), net.

During fiscal 2025, we recognized a gain of $12 million on the sale of the Alabama cooperage.

See “Critical Accounting Policies and Estimates” below and Notes 4 and 17 to the Consolidated Financial Statements for more information.

*“Franchise tax refund.”* During fiscal 2025, we recognized a $13 million franchise tax refund due to a change in franchise tax calculation methodology for the state of Tennessee.

This modification lowered our annual franchise tax obligation and was retroactively applied to franchise taxes paid during fiscal 2020 through fiscal 2023.

This adjustment removes the franchise tax refund from our other expense (income), net and operating income.

*“Restructuring initiative.”* During fiscal 2025, our Board of Directors approved a plan to reduce our structural cost base and realign resources toward future sources of growth.

This included reducing our workforce by approximately 12% and closing the Louisville-based Brown-Forman Cooperage.

We also offered a special, one-time early retirement benefit to qualifying U.S. employees.

Collectively, this adjustment removes the $63 million1 impact from our cost of sales, operating expenses, and operating income from the third and fourth quarters of fiscal 2025.

See Notes 6 and 21 to the Consolidated Financial Statements for more information.

When we provide guidance for organic change in certain measures of the statements of operations, we do not provide guidance for the corresponding GAAP change, as the GAAP

1This adjustment comprises $60 million of costs included in restructuring and other charges and $3 million of restructuring-related inventory charges included in cost of sales.

Beginning in fiscal 2025, we aggregated the “Wine” and “Vodka” product categories with “Rest of Portfolio,” due to the divestitures of Sonoma-Cutrer and Finlandia.

Please refer to the new definition of “Rest of Portfolio” for more information.

The fiscal 2024 “Rest of Portfolio” amounts have been adjusted accordingly for comparison purposes.

- *“Rest of Portfolio”* includes Korbel California Champagnes1, Diplomático, Chambord, Gin Mare, Sonoma-Cutrer (which was divested on April 30, 2024), Finlandia Vodka (which was divested on November 1, 2023), Korbel Brandy1, Fords Gin, and other agency brands (brands we do not own, but sell in certain markets).

1Announced the end of the sales, marketing, and distribution relationship with Korbel Champagne Cellars effective June 30, 2025.

These developments relate to divestitures, Gin Mare impairment and earn-out valuation, the restructuring initiative, innovation, and capital deployment.

Divestitures

The absence of the brand negatively impacted net sales, operating income, and gross margin for fiscal 2025.

On December 24, 2024, Duckhorn was acquired by Butterfly Equity.

We received $350 million in cash in exchange for our 21.4% ownership interest and recognized a $78 million gain on the sale of our investment in Duckhorn.

On May 9, 2025, we announced the end of the sales, marketing, and distribution relationship with Korbel Champagne Cellars, effective June 30, 2025.

Gin Mare Impairment and Earn-out Valuation

During fiscal 2025, we recognized a non-cash impairment charge of $47 million for the Gin Mare brand name, largely reflecting a decline in our financial forecast assumptions due to the more challenging macroeconomic environment in Europe.

Given this, we also lowered the financial forecast assumptions used to estimate the fair value of Gin Mare’s contingent consideration liability, which is remeasured to fair value on a recurring basis.

As a result, we recognized $43 million in favorable fair value adjustments to Gin Mare’s contingent consideration liability during fiscal 2025.

The net impact of these non-cash fair value adjustments and impairment charges negatively impacted our operating expenses and operating income for fiscal 2025.

See Notes 4 and 17 to the Consolidated Financial Statements for more information.

Restructuring Initiative

During fiscal 2025, our Board of Directors approved a plan to reduce our structural cost base and realign resources toward future sources of growth.

This included reducing the company’s workforce by approximately 12% and closing the Louisville-based Brown-Forman Cooperage.

We also offered a special one-time early retirement benefit to qualifying U.S. employees.

These initiatives resulted in charges of $63 million in fiscal 2025.

This comprises $60 million of costs included in restructuring and other charges and $3 million of restructuring-related inventory charges included in cost of sales.

- In fiscal 2025, we launched Woodford Reserve Double Double Oaked across the United States.

During the third quarter of fiscal 2023, we acquired (a) International Rum and Spirits Distributors Unipessoal, Lda., (b) Diplomático Branding Unipessoal Lda., (c) International Bottling Services, S.A., (d) International Rum & Spirits Marketing Solutions, S.L., and (e) certain assets of Destilerias Unidas Corp., which collectively own the Diplomático Rum brand and related assets (Diplomático).

This adjustment removes (a) the transaction, transition, and integration costs related to the acquisition, and (b) operating activity for the non-comparable periods, which is primarily activity in the first three quarters of fiscal 2024.

This adjustment removes the transaction costs related to the divestiture and the gain on sale of the Sonoma-Cutrer wine business.

We believe that these adjustments allow for us to better understand our organic results on a comparable basis.

We believe that these adjustments allow for us to understand our organic results on a comparable basis.

In fiscal 2023, we changed the methodology used to determine average invested capital.

Previously, average invested capital was computed using the average of the most recent 13 month-end balances.

Average invested capital is now calculated using the average of the most recent five quarter-end balances, which are disclosed in the relevant quarterly reports on Form 10-Q and Annual Reports on Form 10-K.

Return on average invested capital computed using the new methodology does not materially differ from the result computed using the previous methodology for fiscal 2023.

The new methodology was consistently applied to return on average invested capital for each period presented.

- *“Brazil”* includes Brazil, Uruguay, Paraguay, and certain other surrounding territories.

In fiscal 2023, we began presenting “Ready-to-Drink” products as a separate aggregation due to its more significant contribution to our growth in recent years and industry-wide category growth trends.

“Whiskey” no longer contains Jack Daniel’s ready-to-drink (RTD) and ready-to-pour (RTP), and “Tequila” no longer includes New Mix.

These brands are now included in the “Ready-to-Drink” brand aggregation.

*•“Premium bourbons”* includes Woodford Reserve, Old Forester, and Coopers’ Craft.

*•“Wine”* includes Korbel California Champagnes and Sonoma-Cutrer wines (which was divested on April 30, 2024).

*•“Vodka”* includes Finlandia, which was divested on November 1, 2023.

- *“Rest of Portfolio”* includes Diplomático, Chambord, Gin Mare, Korbel Brandy, and Fords Gin.

We believe consumer takeaway is a leading indicator of consumer demand trends.

These developments relate to acquisitions and divestitures, Finlandia brand name impairment, tariffs, supply chain disruptions, innovation, and capital deployment.

During the third quarter of fiscal 2023, we acquired the Gin Mare brand and the Diplomático brand and related assets for a combined purchase price of $1.2 billion.

The negative effect on fiscal 2023 reported operating income was largely driven by transaction expenses of $44 million related to the termination of certain distribution contracts (certain post-closing costs and expenses).

In fiscal 2024, these brands positively contributed to our reported net sales growth and reported operating income.

The TSA negatively impacted our reported gross margin during fiscal 2024.

Finlandia Impairment

During the third quarter of fiscal 2023, we recognized a non-cash impairment charge of $96 million for the Finlandia brand name, largely due to macroeconomic conditions including rising interest rates and increasing costs.

Tariffs

The removal of the European Union and United Kingdom tariffs on American whiskey (tariffs) positively affected our results during fiscal 2023.

Tariffs include the combined effect of tariff-related costs, whether arising as a reduction of reported net sales or as an increase in reported cost of sales.

For fiscal 2023, we estimated that lower costs associated with tariffs (a) reduced our reported cost of sales growth by approximately four percentage points, and (b) increased gross margin by approximately one and a half percentage points.

Supply Chain Disruptions

Supply chain disruptions negatively impacted our business during fiscal 2023 due to global logistics and transportation challenges that constrained product movement and increased transportation costs.

We further discuss the effects of these developments on our results where relevant below.

◦In fiscal 2023, we announced our global relationship with The Coca-Cola Company to introduce the Jack Daniel's & Coca-Cola RTD to select markets around the world.

We discuss the impact of the continued product launch on our fiscal 2024 results where relevant below.

◦In fiscal 2023, we launched Jack Daniel's Tennessee Travelers Whiskey in Travel Retail.

*◦*In fiscal 2023 and fiscal 2024, we continued the international launch of Jack Daniel’s Tennessee Apple, expanding to certain developed international and emerging markets.

◦In fiscal 2024, we launched Jack Daniel’s American Single Malt in Travel Retail.

◦During fiscal 2021, our Board of Directors approved a $125 million capital investment to expand our bourbon-making capacity in Kentucky.

We completed this project in fiscal 2024.

Foreign currency exchange rate risk. Foreign currency fluctuations affect our net investments in foreign subsidiaries and [removed: foreign currency-denominated] [added: foreign-currency-denominated] cash flows.

We had outstanding currency derivatives with notional amounts totaling [removed: $747] [added: $566] million and [removed: $566] [added: $463] million at April 30, [removed: 2023] [added: 2024] and [removed: 2024,] [added: 2025,] respectively.

We estimate that a hypothetical 10% weakening of the dollar compared to exchange rates of hedged currencies as of April 30, [removed: 2024,] [added: 2025,] would decrease the fair value of our then-existing foreign currency derivative contracts by approximately [removed: $45] [added: $39] million.

Our most significant commodities exposures include [added: natural gas,] wood, corn, [removed: agave,] malted barley, [removed: rye,] [added: aluminum, agave,] and [removed: natural gas.][added: rye.]

As of April 30, [removed: 2024,] [added: 2025,] our cash and cash equivalents [removed: ($446] [added: ($444] million) and short-term commercial paper borrowings [removed: ($429 million)] [added: ($313 million, at par)] were exposed to interest rate changes.

See [removed: Notes 15 and] [added: Note] 16 to the Consolidated Financial Statements for details on our foreign currency exchange rate risk.

We employ approximately [removed: 5,700] [added: 5,000] people (excluding individuals who work on a part-time or temporary basis) on six continents, including approximately [removed: 2,600] [added: 2,000] people in the United States (approximately [removed: 13%] [added: 7%] of whom are represented by a union) and [removed: 1,100] [added: 800] people in Louisville, Kentucky, USA, home of our world headquarters.

| Jack [removed: Daniel's] [added: Daniel’s] Tennessee Whiskey | | | | | | el Jimador [removed: Tequilas5] [added: Tequilas4] | | |

| Jack [removed: Daniel's RTD3] [added: Daniel’s RTD2] | | | | | | el Jimador New Mix RTD | | |

| Jack [removed: Daniel's] [added: Daniel’s] Tennessee Honey | | | | | | Herradura [removed: Tequilas9] [added: Tequilas6] | | |

| Gentleman Jack Rare Tennessee Whiskey | | | | | | Korbel California [removed: Champagnes6] [added: Champagnes5] | | |

| Jack [removed: Daniel's] [added: Daniel’s] Tennessee Apple | | | | | | Korbel California [removed: Brandy6] [added: Brandy5] | | |

| Jack [removed: Daniel's Single Barrel Collection4] [added: Daniel’s Tennessee Fire] | | | | | | Old Forester Whiskey Row Series | | |

| Jack [removed: Daniel's Bonded Tennessee Whiskey] [added: Daniel’s Single Barrel Collection3] | | | | | | Old Forester Kentucky Straight Bourbon Whisky | | |

| Jack [removed: Daniel's] [added: Daniel’s] Sinatra Select | | | | | | Old Forester [removed: Kentucky] [added: Single Barrel] Straight [removed: Rye] [added: Bourbon] Whisky | | |

| Jack Daniel’s Winter Jack | | | | | | [removed: Finlandia Vodkas8] [added: Chambord Liqueur] | | |

| Jack [removed: Daniel's Tennessee Rye] [added: Daniel’s Triple Mash Blended Straight Whiskey] | | | | | | The Glendronach Single Malt Scotch [removed: Whiskies9] [added: Whiskies6] | | |

| Jack [removed: Daniel's Triple Mash Blended Straight Whiskey] [added: Daniel’s 12 Year Old] | | | | | | Glenglassaugh Single Malt Scotch [removed: Whiskies9] [added: Whiskies6] | | |

| Jack [removed: Daniel's Bottled-in-Bond] [added: Daniel’s American Single Malt] | | | | | | Benriach Single Malt Scotch [removed: Whiskies9] [added: Whiskies6] | | |

| Woodford Reserve Batch Proof | | | | | | [removed: Coopers' Craft Kentucky Bourbon] | | |

| 1IWSR [removed: 2023] [added: 2024] Data. | | | | | |

| [removed: 3Jack Daniel's] [added: 2Jack Daniel’s] RTD includes Jack [removed: Daniel's & Cola, Jack] Daniel’s & Coca-Cola RTD, Jack [removed: Daniel's Country Cocktails,] [added: Daniel’s & Cola,] Jack [removed: Daniel's] [added: Daniel’s] Double Jack, [added: Jack Daniel’s Country Cocktails,] and other malt- and spirit-based Jack Daniel’s RTDs. | | | | | |

| [removed: 4The] [added: 3The] Jack [removed: Daniel's] [added: Daniel’s] Single Barrel Collection includes Jack [removed: Daniel's] [added: Daniel’s] Single Barrel Select, Jack [removed: Daniel's] [added: Daniel’s] Single Barrel Barrel Proof, Jack [removed: Daniel's] [added: Daniel’s] Single Barrel [removed: Rye] [added: -] Barrel [removed: Proof,] [added: Proof Rye,] and other Jack Daniel’s Single Barrel special-release expressions. | | | | | |

| [removed: 5el] [added: 4el] Jimador Tequilas comprise all full-strength expressions of el Jimador. | | | | | |

| [removed: 6Korbel] [added: 5Korbel] is not an owned [removed: brand. We] [added: brand and we] sell Korbel products under contract in the United States and other select markets. [added: On May 9, 2025, the Company announced the end of the sales, marketing, and distribution relationship, effective June 30, 2025.] | | | | | |

| [removed: 9Comprises] [added: 6Comprises] all expressions of this brand. | | | | | |

[removed: Management's] [added: Management’s] Discussion and Analysis of Financial Condition and Results of Operations – Results of Operations – Fiscal [removed: 2024] [added: 2025] Brand Highlights” for brand performance details.

The United States, our most important market, accounted for [removed: 45%] [added: 44%] of our net sales in fiscal [removed: 2024] [added: 2025,] and the other [removed: 55%] [added: 56%] were outside of the United States.

| | | | | | | [removed: 2022] [added: 2023] | | | [removed: 2023] [added: 2024] | | | [removed: 2024] [added: 2025] | | | | | |

| United States | | | | | | | | | [removed: 49] [added: 47] | | % | [removed: 47] [added: 45] | | % | [removed: 45] [added: 44] | | % |

| Mexico | | | | | | | | | [removed: 5] [added: 6] | | % | [removed: 6] [added: 7] | | % | 7 | | % |

| Australia | | | | | | | | | [removed: 6] [added: 5] | | % | 5 | | % | 5 | | % |

| United Kingdom | | | | | | | | | [removed: 6] [added: 5] | | % | [removed: 5] [added: 4] | | % | 4 | | % |

| Other | | | | | | | | | [removed: 28] [added: 31] | | % | [removed: 31] [added: 32] | | % | [removed: 32] [added: 33] | | % |

[removed: Management's] [added: Management’s] Discussion and Analysis of Financial Condition and Results of Operations – Results of Operations – Fiscal [removed: 2024] [added: 2025] Market Highlights.” For details about our reportable segment and for additional geographic information about net sales and long-lived assets, see Note [removed: 19] [added: 20] to the Consolidated Financial Statements in “Item 8.

In the United States, which generally prohibits spirits and wine manufacturers from selling their products directly to consumers, we sell our [removed: brands] [added: products] either to distributors or to state governments (in states that directly control alcohol sales) that then sell to retail customers and consumers.

In fiscal [removed: 2024,] [added: 2025,] our two largest customers accounted for approximately 13% and 11% of consolidated net sales, respectively.

No other customer accounted for 10% or more of our consolidated net sales in fiscal [removed: 2024.][added: 2025.]

Holiday buying makes the fourth calendar quarter [added: (generally our third fiscal quarter)] the peak season for our business.

Approximately [removed: 29%,] 27%, [added: 28%,] and [removed: 28%] [added: 29%] of our reported net sales for fiscal [removed: 2022, fiscal] 2023, [removed: and] fiscal 2024, [added: and fiscal 2025,] respectively, were in the fourth calendar quarter.

According to IWSR, for calendar year [removed: 2023,] [added: 2024,] the ten largest global spirits companies controlled over 20% of the total spirits volume sold around the world.

Our competitors include major global spirits [removed: and wine] companies, such as Bacardi Limited, Becle S.A.B. de C.V., Davide Campari-Milano N.V., Diageo PLC, LVMH Moët Hennessy Louis Vuitton SE, Pernod Ricard SA, Rémy Cointreau, and Suntory Global Spirits.

The principal raw materials used in manufacturing and packaging our distilled spirits, liqueurs, [removed: RTD products,] and [removed: wines1] [added: RTD products] are shown in the table below.

| Principal Raw Materials | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | |]

| Distilled Spirits | | | | | | Liqueurs | | | | | | RTD Products | | | | | | [removed: Wines1 | | | | | |] Packaging | | |

| Agave | | | | | | Flavorings | | | | | | Carbon dioxide | | | | | | [removed: Grapes | | | | | |] Aluminum cans | | |

The most important and iconic brand in our portfolio is Jack Daniel’s Tennessee Whiskey, the #1 selling American whiskey in the world.1 Within the Jack Daniel’s portfolio, our super-premium offerings, Jack Daniel’s Triple Mash Blended Straight Whiskey and Jack Daniel’s 12 Year Old, received World’s Best Awards from the World Whiskey Awards 2025.

Our premium bourbons, Woodford Reserve and Old Forester, were recognized by the San Francisco Spirits Competition in 2025, where Woodford Double Double Oaked won Gold, Old Forester 1920 won Double Gold (the highest honor), and Old Forester 1897 Bottled in Bond won Gold.

| Jack Daniel’s Bonded Tennessee Whiskey | | | | | | Diplomático Rums6 | | |

| Jack Daniel’s Bonded Tennessee Rye | | | | | | Gin Mare6 | | |

| Woodford Reserve Double Double Oaked | | | | | | | | |

Effective May 1, 2025, we launched our own distribution company in Italy.

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

In May 2025, we established our owned-distribution organization in Italy.

1IWSR 2024 Data

Our strategy is to embed inclusion into everything we do.

We prioritize initiatives that help us build a workforce that reflects our global consumers, create a culture of inclusion, retain and expand our consumer base, and be a good neighbor in our communities.

We believe this will make us a better employer, help us build iconic brands, and make us a more sustainable business.

We believe ERGs are instrumental in enriching our company’s culture and our employees’ experience by supporting development and engagement of our diverse workforce; driving cultural awareness and competency across the organization; enabling authentic engagement with our consumers; and creating spaces for our employees and their allies to connect with, support, and advocate for one another.

We encourage employees to participate in philanthropic outreach efforts through company-led volunteer projects and nonprofit board service.

Our partner organizations include AMPED, the

We refresh our external data annually and monitor pay equity at least annually or when positions become open in a given market.

Culture & Inclusion

We believe an inclusive organization can attract stronger talent, generate more innovative thinking, and build brands that resonate with a broad spectrum of consumers, ultimately leading to enhanced business performance.

In fiscal 2025, we evolved our inclusion strategy while reinforcing our commitment to creating an inclusive culture and ensuring our workforce mirrors our global, dynamic consumer base.

To achieve these commitments, we focus our inclusion efforts on four strategic pillars: our colleagues, our culture, our consumers, and our community.

We continue to experience low voluntary turnover among our salaried population.

We will continue to monitor our data carefully to ensure that we identify trends related to attraction, retention, and engagement of our workforce globally.

| Christina M. Graven | | | 54 | | | Executive Vice President, Chief Strategy Office since January 2025. Senior Vice President Director, PSA/Total Rewards/Workplaces from October 2024 to January 2025. Senior Vice President Director People Strategy Analytics and Rewards from May 2023 to October 2024. Vice President Director People Strategy Analytics and Rewards from February 2022 to May 2023. Vice President Director Global Talent Management from May 2019 to February 2022. Vice President Director Global Talent Acquisition and People Development from August 2018 to May 2019. Vice President, Director, People Strategy, Acquisition, and Analytics from July 2016 to August 2018. Vice President, Director People Planning & Analytics from May 2015 to July 2016. Vice President Director Corporate Analytics from May 2012 to May 2015. | | |

| Michael A. Masick | | | 46 | | | Executive Vice President, Americas since January 2025. Executive Vice President, Emerging International from July 2024 to January 2025. Vice President Managing Director, LAR/Africa/Ukraine/CIS/Russia from August 2022 to July 2024. Vice President General Manager, Latin America from August 2020 to August 2022. Vice President Finance Director, Developed Europe and International Strategy from August 2018 to August 2020. Vice President, Director Corporate Strategy and Business Development from February 2015 to August 2018. Vice President, Director Global Business Strategy and Analysis for Jack Daniel’s from January 2013 to February 2015. | | |

The most important and iconic brand in our portfolio is Jack Daniel’s Tennessee Whiskey, the #1 selling American whiskey in the world.1 Jack Daniel’s Tennessee Whiskey was recently named the most valuable spirits brand in the world in the 2023 Interbrand “Best Global Brands” rankings, and the newly released Glenglassaugh Sandend was named the “2023 Whisky of the Year” by *Whisky Advocate*.

Our premium bourbons, Woodford Reserve and Old Forester, were once again selected for the Impact “Hot Brands”2 list, marking eleven and six consecutive years on the list, respectively, as were Jack Daniel's RTDs.

| Jack Daniel's Tennessee Fire | | | | | | Sonoma-Cutrer California Wines7 | | |

| Jack Daniel's American Single Malt | | | | | | Diplomático Rums9 | | |

| Jack Daniel’s 12 Year Old | | | | | | Chambord Liqueur | | |

| Jack Daniel’s 10 Year Old | | | | | | Gin Mare9 | | |

| Woodford Reserve Baccarat Edition | | | | | | | | |

| 2Impact Databank, March 2024. | | | | | |

| 7Sonoma-Cutrer California Wines was divested on April 30, 2024. | | | | | |

| 8Finlandia Vodka was divested on November 1, 2023. | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 1Sonoma-Cutrer California Wines was divested on April 30, 2024. | | | | | |

We call these efforts Living a Spirit of Commitment.

In fiscal 2024, we established our owned-distribution organizations in Japan and Slovakia; and announced plans to distribute our own brands in Italy, effective May 1, 2025.

1 IWSR 2023 Data

Our vision is to create an environment where leveraging diversity and fostering inclusion occurs naturally, giving us a sustainable marketplace advantage.

By 2030, we aspire to have 50% women in professional- and leader-level roles globally, 40% women in senior leadership positions globally, 25% people of color in our United States workforce, and 6% self-identified LGBTQ+ employees in our United States workforce.

Also by 2030, we aspire for 16% of our supplier spend to be with businesses that are woman- or minority-owned in locations such as the United States, the United Kingdom, and Australia.

For more than a decade, we have earned a perfect score in the Corporate Equality Index, a national benchmarking survey and report on corporate policies and practices related to LGBTQ+ workplace equality administered by the Human Rights Campaign Foundation.

We also extended our diversity and inclusion commitment more deeply in our communities, especially our hometown of Louisville, Kentucky.

We believe ERGs are instrumental in enriching our company's culture and our employees experience by:

- supporting development and engagement of our diverse workforce;

- driving cultural awareness and competency across the organization;

- enabling authentic engagement with our consumers; and

- creating spaces for our employees and their allies to connect with, support, and advocate for one another.

For example, in May 2023, we announced a $200 million capital investment to expand our Casa Herradura tequila distillery to meet anticipated consumer demand.

Additionally, during fiscal 2022, we announced a £30 million expansion of our The Glendronach distillery to meet strong demand.

We encourage employees to participate in philanthropic outreach efforts by giving their time and talents to support those non-profit organizations most meaningful to them.

largest investment in its history.

We will continue to refresh our data and monitor pay equity annually.

Diversity & Inclusion

We are continuing to pursue our 2030 Diversity & Inclusion ambitions, as outlined in our Many Spirits, One Brown-Forman strategy.

We remain focused on ensuring our workforce mirrors the consumers and communities we serve.

We regularly monitor our progress with women in senior leadership globally, and people of color and LGBTQ+ salaried employees in the United States.

We track promotion and lateral movement by gender (globally) and ethnicity (in the United States) and, based on that data, we can confirm that our growth opportunities for women and people of color are proportional to our salaried employee population.

To support our culture of inclusion, we have continued to build awareness of the foundations of inclusive leadership and inclusive behaviors.

We also have ten ERGs that help foster an inclusive environment across the organization.

We have historically enjoyed low turnover among our salaried population and continue to track our departures, given the acceleration in the job market in recent years.

We will continue to monitor our data carefully.

For the fiscal year ended April 30, [removed: 2024][added: 2025]

The aggregate market value, as of the last business day of the most recently completed second fiscal quarter, of the voting and nonvoting equity held by nonaffiliates of the registrant was approximately [removed: $19,400,000,000.][added: $14,700,000,000.]

The number of shares outstanding for each of the registrant’s classes of Common Stock on June [removed: 10, 2024,] [added: 9, 2025,] was:

| Class A Common Stock (voting), $0.15 par value | | | [removed: 169,123,305] [added: 169,143,808] | | |

| Class B Common Stock (nonvoting), $0.15 par value | | | [removed: 303,536,661] [added: 303,608,875] | | |

Portions of Registrant’s Proxy Statement for use in connection with the Annual Meeting of Stockholders to be held [added: on or about] July [removed: 25, 2024,] [added: 24, 2025,] are incorporated by reference into Part III of this report.

| Item 1. | | | [removed: [Business](#i32b1ad656a354d3597ab9b613b3ae3b8_16)] [added: [Business](#i71b2d36d277f4284b6b4088cbae246c3_16)] | | | [removed: [4](#i32b1ad656a354d3597ab9b613b3ae3b8_16)] [added: [4](#i71b2d36d277f4284b6b4088cbae246c3_16)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i32b1ad656a354d3597ab9b613b3ae3b8_58)] [added: Factors](#i71b2d36d277f4284b6b4088cbae246c3_58)] | | | [removed: [15](#i32b1ad656a354d3597ab9b613b3ae3b8_58)] [added: [16](#i71b2d36d277f4284b6b4088cbae246c3_58)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i32b1ad656a354d3597ab9b613b3ae3b8_61)] [added: Comments](#i71b2d36d277f4284b6b4088cbae246c3_61)] | | | [removed: [24](#i32b1ad656a354d3597ab9b613b3ae3b8_61)] [added: [25](#i71b2d36d277f4284b6b4088cbae246c3_61)] | | |

| Item 1C. | | | [removed: [Cybersecurity](#i32b1ad656a354d3597ab9b613b3ae3b8_64)] [added: [Cybersecurity](#i71b2d36d277f4284b6b4088cbae246c3_64)] | | | [removed: [24](#i32b1ad656a354d3597ab9b613b3ae3b8_64)] [added: [25](#i71b2d36d277f4284b6b4088cbae246c3_64)] | | |

| Item 2. | | | [removed: [Properties](#i32b1ad656a354d3597ab9b613b3ae3b8_67)] [added: [Properties](#i71b2d36d277f4284b6b4088cbae246c3_67)] | | | [removed: [26](#i32b1ad656a354d3597ab9b613b3ae3b8_67)] [added: [27](#i71b2d36d277f4284b6b4088cbae246c3_67)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i32b1ad656a354d3597ab9b613b3ae3b8_70)] [added: Proceedings](#i71b2d36d277f4284b6b4088cbae246c3_70)] | | | [removed: [27](#i32b1ad656a354d3597ab9b613b3ae3b8_70)] [added: [27](#i71b2d36d277f4284b6b4088cbae246c3_70)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i32b1ad656a354d3597ab9b613b3ae3b8_73)] [added: Disclosures](#i71b2d36d277f4284b6b4088cbae246c3_73)] | | | [removed: [27](#i32b1ad656a354d3597ab9b613b3ae3b8_73)] [added: [27](#i71b2d36d277f4284b6b4088cbae246c3_73)] | | |

| Item 5. | | | [Market for the Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#i32b1ad656a354d3597ab9b613b3ae3b8_79)] [added: Securities](#i71b2d36d277f4284b6b4088cbae246c3_79)] | | | [removed: [28](#i32b1ad656a354d3597ab9b613b3ae3b8_79)] [added: [28](#i71b2d36d277f4284b6b4088cbae246c3_79)] | | |

| Item 6. | | | [removed: [\[Reserved\]](#i32b1ad656a354d3597ab9b613b3ae3b8_88)] [added: [\[Reserved\]](#i71b2d36d277f4284b6b4088cbae246c3_88)] | | | [removed: [28](#i32b1ad656a354d3597ab9b613b3ae3b8_88)] [added: [28](#i71b2d36d277f4284b6b4088cbae246c3_88)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i32b1ad656a354d3597ab9b613b3ae3b8_94)] [added: Operations](#i71b2d36d277f4284b6b4088cbae246c3_94)] | | | [removed: [29](#i32b1ad656a354d3597ab9b613b3ae3b8_94)] [added: [29](#i71b2d36d277f4284b6b4088cbae246c3_94)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#i32b1ad656a354d3597ab9b613b3ae3b8_151)] [added: Risk](#i71b2d36d277f4284b6b4088cbae246c3_169)] | | | [removed: [49](#i32b1ad656a354d3597ab9b613b3ae3b8_151)] [added: [48](#i71b2d36d277f4284b6b4088cbae246c3_169)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i32b1ad656a354d3597ab9b613b3ae3b8_157)] [added: Data](#i71b2d36d277f4284b6b4088cbae246c3_175)] | | | [removed: [50](#i32b1ad656a354d3597ab9b613b3ae3b8_157)] [added: [49](#i71b2d36d277f4284b6b4088cbae246c3_175)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i32b1ad656a354d3597ab9b613b3ae3b8_265)] [added: Disclosure](#i71b2d36d277f4284b6b4088cbae246c3_283)] | | | [removed: [86](#i32b1ad656a354d3597ab9b613b3ae3b8_265)] [added: [85](#i71b2d36d277f4284b6b4088cbae246c3_283)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i32b1ad656a354d3597ab9b613b3ae3b8_268)] [added: Procedures](#i71b2d36d277f4284b6b4088cbae246c3_286)] | | | [removed: [86](#i32b1ad656a354d3597ab9b613b3ae3b8_268)] [added: [85](#i71b2d36d277f4284b6b4088cbae246c3_286)] | | |

| Item 9B. | | | [Other [removed: Information](#i32b1ad656a354d3597ab9b613b3ae3b8_271)] [added: Information](#i71b2d36d277f4284b6b4088cbae246c3_289)] | | | [removed: [86](#i32b1ad656a354d3597ab9b613b3ae3b8_271)] [added: [85](#i71b2d36d277f4284b6b4088cbae246c3_289)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i32b1ad656a354d3597ab9b613b3ae3b8_274)] [added: Inspections](#i71b2d36d277f4284b6b4088cbae246c3_292)] | | | [removed: [86](#i32b1ad656a354d3597ab9b613b3ae3b8_274)] [added: [85](#i71b2d36d277f4284b6b4088cbae246c3_292)] | | |

| Item 10. | | | [Directors, Executive Officers, and Corporate [removed: Governance](#i32b1ad656a354d3597ab9b613b3ae3b8_280)] [added: Governance](#i71b2d36d277f4284b6b4088cbae246c3_298)] | | | [removed: [86](#i32b1ad656a354d3597ab9b613b3ae3b8_280)] [added: [85](#i71b2d36d277f4284b6b4088cbae246c3_298)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i32b1ad656a354d3597ab9b613b3ae3b8_283)] [added: Compensation](#i71b2d36d277f4284b6b4088cbae246c3_301)] | | | [removed: [86](#i32b1ad656a354d3597ab9b613b3ae3b8_283)] [added: [86](#i71b2d36d277f4284b6b4088cbae246c3_301)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i32b1ad656a354d3597ab9b613b3ae3b8_286)] [added: Matters](#i71b2d36d277f4284b6b4088cbae246c3_304)] | | | [removed: [87](#i32b1ad656a354d3597ab9b613b3ae3b8_286)] [added: [86](#i71b2d36d277f4284b6b4088cbae246c3_304)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i32b1ad656a354d3597ab9b613b3ae3b8_289)] [added: Independence](#i71b2d36d277f4284b6b4088cbae246c3_307)] | | | [removed: [87](#i32b1ad656a354d3597ab9b613b3ae3b8_289)] [added: [86](#i71b2d36d277f4284b6b4088cbae246c3_307)] | | |

| Item 14. | | | [Principal [removed: Account](#i32b1ad656a354d3597ab9b613b3ae3b8_292)[ant](#i32b1ad656a354d3597ab9b613b3ae3b8_292) [Fees] [added: Accountant Fees] and [removed: Services](#i32b1ad656a354d3597ab9b613b3ae3b8_292)] [added: Services](#i71b2d36d277f4284b6b4088cbae246c3_310)] | | | [removed: [87](#i32b1ad656a354d3597ab9b613b3ae3b8_292)] [added: [86](#i71b2d36d277f4284b6b4088cbae246c3_310)] | | |

| Item 15. | | | [Exhibits and Financial Statements [removed: Schedules](#i32b1ad656a354d3597ab9b613b3ae3b8_298)] [added: Schedules](#i71b2d36d277f4284b6b4088cbae246c3_316)] | | | [removed: [87](#i32b1ad656a354d3597ab9b613b3ae3b8_298)] [added: [87](#i71b2d36d277f4284b6b4088cbae246c3_316)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#i32b1ad656a354d3597ab9b613b3ae3b8_301)] [added: Summary](#i71b2d36d277f4284b6b4088cbae246c3_319)] | | | [removed: [90](#i32b1ad656a354d3597ab9b613b3ae3b8_301)] [added: [90](#i71b2d36d277f4284b6b4088cbae246c3_319)] | | |

| [SCHEDULE II – Valuation and Qualifying [removed: Accounts](#i32b1ad656a354d3597ab9b613b3ae3b8_310)] [added: Accounts](#i71b2d36d277f4284b6b4088cbae246c3_328)] | | | | | | [removed: [93](#i32b1ad656a354d3597ab9b613b3ae3b8_310)] [added: [93](#i71b2d36d277f4284b6b4088cbae246c3_328)] | | |

[removed: Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contain] [added: This report contains] statements, estimates, and projections that are “forward-looking statements” as defined under U.S. federal securities laws.

Except as required by law, we do not intend to update or revise any forward-looking [removed: statements,] [added: statement,] whether as a result of new information, future events, or otherwise.

By their nature, forward-looking statements involve risks, uncertainties, and other factors (many beyond our control) that could cause our actual results to differ materially from [removed: our historical experience or from our current expectations] [added: those expressed in] or [removed: projections.][added: implied by the forward-looking statements.]

- Our substantial dependence upon the continued [removed: health] [added: growth] of the Jack Daniel’s family of brands

- Negative publicity related to our [removed: industry,] company, products, brands, marketing, executive leadership, employees, Board of Directors, family stockholders, operations, business performance, or [removed: prospects, including labor strikes and work stoppages][added: prospects]

- Risks associated with being a U.S.-based company with a global business, including commercial, political, and financial risks; local labor policies and [removed: conditions, including labor strikes and work stoppages; protectionist trade policies, or economic or trade sanctions, including additional retaliatory tariffs on American whiskeys and the effectiveness of our actions to mitigate the negative impact on our margins, sales, and distributors;] [added: conditions;] compliance with local trade practices and other regulations; terrorism, kidnapping, extortion, or other types of violence; and health pandemics

- Fluctuations in foreign currency exchange rates, particularly [added: due to] a stronger U.S. dollar

- Changes in laws, regulatory measures, or governmental policies, especially those affecting production, [removed: exportation,] importation, [removed: marketing and promotion,] [added: marketing,] labeling, pricing, distribution, sale, or consumption of our beverage alcohol products

- [removed: Cyber breach] [added: Cyberbreach] or failure or corruption of our key information technology systems or those of our suppliers, customers, or direct and indirect business partners, or failure to comply with personal data protection laws

| [SIGNATURES](#i71b2d36d277f4284b6b4088cbae246c3_322) | | | | | | [91](#i71b2d36d277f4284b6b4088cbae246c3_322) | | |

Important Information on Forward-Looking Statements:

- Risks from changes to the trade policies, tariffs, and import and export regulations of the United States or foreign governments and the effectiveness of our actions to mitigate the negative impact on our margins, sales, and/or distributors

| [SIGNATURES](#i32b1ad656a354d3597ab9b613b3ae3b8_304) | | | | | | [91](#i32b1ad656a354d3597ab9b613b3ae3b8_304) | | |

Forward-Looking Statement Information. Certain matters discussed in this report, including the information presented in Part II under “Item 7.

Our Global Information Security [removed: Team] [added: team] is responsible for the information security strategy, policy, security engineering, operations, and [removed: cyber threat] [added: cyberthreat] detection and response.

Our Global Information Security [removed: Team,] [added: team,] which includes a security operations center, seeks to protect the company against reasonably foreseeable [removed: cyber threats] [added: cyberthreats] and risks.

The cybersecurity team members have the qualifications and certifications [added: required] for their roles.

[removed: They also] [added: In addition, they] have relevant industry experience in selecting, deploying, and operating cybersecurity technologies, initiatives, and processes globally.

[removed: We also] [added: In order to stay ahead of potential threats and enhance our overall security posture, we] rely on threat intelligence as well as other information obtained from governmental, public, or private sources, including external consultants that we engage.

We are [removed: also] continuing to advance towards an architecture based on “Zero-Trust” principles, where we continuously validate the identity and security posture of every user, device, application, or network component trying to leverage our IT resources.

In the event of an incident, we leverage a multi-layered set of plans that [removed: include,] [added: include] Endpoint Detection and Response software, Security Information and Event Management tools for detection, [removed: and] a Cybersecurity Incident Response [removed: Plan] [added: Plan,] and [added: a] Disaster Recovery Response Plan for recovery.

These designated leaders assess various factors, including operational, financial, legal, regulatory, [added: and] reputational impacts on the Company to determine the materiality of the incident and the appropriate [removed: response..][added: response.]

We have established a tiered risk management strategy that helps us to evaluate our ability to protect assets (data and systems) by identifying, assessing, and prioritizing associated risk through, among other tools, the use of a non-affiliated [removed: third party] [added: third-party] assessor, audits by our internal audit team, tabletop exercises, penetration and vulnerability [removed: testing,] [added: tests,] and simulations.

We rely on [removed: third party] [added: third-party] service providers to deliver our products and services to our customers, including many of our technology initiatives.

We evaluate [removed: third party] [added: third-party] providers from a cybersecurity risk perspective, which may include an assessment of that service provider’s cybersecurity posture through a [removed: questionnaire] [added: questionnaire,] and include security and privacy addenda to our contracts where applicable.

These incidents have not had a material impact on our services, [removed: system,] [added: systems,] or [removed: business during the past reporting period.][added: business.]

Our CIO and CISO update the Audit Committee [removed: on a] quarterly [removed: basis] regarding cyber risks, the threat landscape, reports on our security roadmap, risk mitigation and governance, and any cybersecurity incidents.

The Company’s Information Technology, Enterprise Security, Internal Audit, as well as the Legal and Privacy teams work closely to identify issues and incidents in a timely [removed: manner,] [added: manner] and report them to senior leadership, the Board of Directors, and [removed: appropriate] regulatory bodies, as appropriate.

Additionally, ERM provides support to the [removed: decision making] [added: decision-making] process to enable cybersecurity risk owners to accomplish the desired level of asset protection and alignment consistent with the [removed: organization's] [added: organization’s] strategy.

The ERM [removed: work] [added: update] is presented annually to the Audit Committee and Board of Directors, including the management of top risks and the review of emerging risks.

We temper this architecture with a business-risk-based approach that ensures we protect our digital assets while aligning our security measures with our overall organizational goals and priorities.

Our Company-owned production facilities include distilleries, [removed: a winery1,] bottling plants, an RTD canning plant, warehousing operations, a [removed: cooperage, visitors'] [added: cooperage1, visitors’] centers, and retail shops.

We also have agreements with other parties for contract production in Australia, Belgium, China, Ireland, Latvia, Mexico, the Netherlands, [removed: New Zealand, South Africa,] Spain, the United Kingdom, the United States, and Venezuela.

| | | | Cooperage | | | Brown-Forman [removed: Cooperage] [added: Cooperage1] | | |

1The Brown-Forman Cooperage was closed in April 2025.

| | | | Visitors' center | | | | | |

| Windsor, California | | | Vineyards, winery, bottling, warehousing | | | Home of Sonoma-Cutrer1 | | |

| Trinity, Alabama | | | Cooperage | | | Jack Daniel Cooperage2 | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| 1Sonoma-Cutrer California Wines and related assets were divested on April 30, 2024. | | | | | |

| 2The Jack Daniel Cooperage was divested on May 1, 2024. | | | | | |

As of May 31, [removed: 2024,] [added: 2025,] we had [removed: 2,334] [added: 2,272] holders of record of Class A common stock and [removed: 4,382] [added: 4,198] holders of record of Class B common stock.

Because of overlapping ownership between classes, as of May 31, [removed: 2024,] [added: 2025,] we had only [removed: 4,732] [added: 4,596] distinct common stockholders of record.

The information presented assumes an initial investment of $100 on April 30, [removed: 2019,] [added: 2020,] and that all dividends were reinvested.

The graph shows the value that each of these investments would have had on April 30 in the years since [removed: 2019.][added: 2020.]

[removed: ][added: ]

| | | | [removed: 2019 | | |] 2020 | | | 2021 | | | 2022 | | | 2023 | | | 2024 | | | [added: 2025 | | |]

| Brown-Forman Corporation | | | $100 | | | $124 | | | $112 | | | $109 | | | $82 | | | $61 | | |

| S&P 500 Index | | | $100 | | | $146 | | | $146 | | | $150 | | | $184 | | | $207 | | |

| S&P 500 Consumer Staples Index | | | $100 | | | $123 | | | $143 | | | $146 | | | $150 | | | $172 | | |

| Brown-Forman Corporation | | | $100 | | | $118 | | | $146 | | | $132 | | | $129 | | | $96 | | |

| S&P 500 Index | | | $100 | | | $101 | | | $147 | | | $148 | | | $151 | | | $186 | | |

| S&P 500 Consumer Staples Index | | | $100 | | | $104 | | | $127 | | | $148 | | | $152 | | | $155 | | |

| [Reports of Independent Registered Public Accounting [removed: Firm](#i32b1ad656a354d3597ab9b613b3ae3b8_163)] [added: Firm](#i71b2d36d277f4284b6b4088cbae246c3_181)] | | | [removed: [52](#i32b1ad656a354d3597ab9b613b3ae3b8_163)] [added: [51](#i71b2d36d277f4284b6b4088cbae246c3_181)] | | |

| [Consolidated Statements of [removed: Operations](#i32b1ad656a354d3597ab9b613b3ae3b8_169)] [added: Operations](#i71b2d36d277f4284b6b4088cbae246c3_187)] | | | [removed: [55](#i32b1ad656a354d3597ab9b613b3ae3b8_169)] [added: [54](#i71b2d36d277f4284b6b4088cbae246c3_187)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i32b1ad656a354d3597ab9b613b3ae3b8_172)] [added: Income](#i71b2d36d277f4284b6b4088cbae246c3_190)] | | | [removed: [56](#i32b1ad656a354d3597ab9b613b3ae3b8_172)] [added: [55](#i71b2d36d277f4284b6b4088cbae246c3_190)] | | |

| [Consolidated Balance [removed: Sheets](#i32b1ad656a354d3597ab9b613b3ae3b8_175)] [added: Sheets](#i71b2d36d277f4284b6b4088cbae246c3_193)] | | | [removed: [57](#i32b1ad656a354d3597ab9b613b3ae3b8_175)] [added: [56](#i71b2d36d277f4284b6b4088cbae246c3_193)] | | |

[removed: | [Consolidated] [added: Consolidated] Statements of Cash [removed: Flows](#i32b1ad656a354d3597ab9b613b3ae3b8_178) | | | [58](#i32b1ad656a354d3597ab9b613b3ae3b8_178) | | |][added: Flows]

| [Consolidated Statements of Stockholders’ [removed: Equity](#i32b1ad656a354d3597ab9b613b3ae3b8_181)] [added: Equity](#i71b2d36d277f4284b6b4088cbae246c3_199)] | | | [removed: [59](#i32b1ad656a354d3597ab9b613b3ae3b8_181)] [added: [59](#i71b2d36d277f4284b6b4088cbae246c3_199)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i32b1ad656a354d3597ab9b613b3ae3b8_184)] [added: Statements](#i71b2d36d277f4284b6b4088cbae246c3_202)] | | | [removed: [60](#i32b1ad656a354d3597ab9b613b3ae3b8_184)] [added: [60](#i71b2d36d277f4284b6b4088cbae246c3_202)] | | |

Based on this assessment, management concluded that our internal control over financial reporting was effective as of April 30, [removed: 2024.][added: 2025.]

EY, which audited and reported on the Company’s consolidated financial statements, has audited the effectiveness of our internal control over financial reporting as of April 30, [removed: 2024,] [added: 2025,] as stated in their report.

| Dated: | | | June [removed: 14, 2024] [added: 13, 2025] | | | | | | | | |

We have audited the accompanying consolidated balance sheets of Brown-Forman Corporation and Subsidiaries (the Company) as of April 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended April 30, [removed: 2024,] [added: 2025,] and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at April 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended April 30, [removed: 2024,] [added: 2025,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the [removed: Company's] [added: Company’s] internal control over financial reporting as of April 30, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated June [removed: 14, 2024] [added: 13, 2025] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | | | | At April 30, [removed: 2024,] [added: 2025,] the balance of the Company’s other intangible assets with indefinite lives was [removed: $990] [added: $981] million. As discussed in Notes 1 and 4 to the consolidated financial statements, other intangible assets with indefinite lives include intangible brand names and trademarks (“brand names”) and are assessed for impairment at least annually, or more frequently, if circumstances indicate the carrying amount may be impaired. [added: As described in Note 4, the Company recognized an impairment charge of $47 million for its Gin Mare brand name indefinite-lived intangible asset.] The Company’s annual impairment test did not result in an impairment of the [removed: Gin Mare and] Diplomático brand [removed: names] [added: name] indefinite-lived intangible [removed: assets.] [added: asset.] The Company estimated the fair value of the Gin Mare and Diplomático brand names indefinite-lived intangible assets using the relief-from-royalty method. Auditing management’s estimate of the fair value of the Gin Mare and Diplomático brand names was complex due to the significant judgment required to determine the fair value of the brand names. The fair value estimates were sensitive to significant assumptions used in the valuation process, such as net sales, discount rates and royalty rates. | | |

| *How We Addressed the Matter in Our Audit* | | | | | | We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls that address the risks of material misstatement over the Company’s process to estimate the fair value of the [removed: the] Gin Mare and Diplomático brand names, including controls over management’s review of the selection of assumptions, described above, used in the valuation models. To test the estimated fair value of the Company’s Gin Mare and Diplomático brand names, we performed audit procedures that included, among others, assessing methodologies used in the valuation models and testing the significant assumptions discussed above. This included comparing the significant assumptions used by management to observable market data, current industry and economic trends, [removed: changes in the Company’s business model] and [removed: customer base,] historical operating [removed: results, and other relevant factors that would affect the significant assumptions.] [added: results.] We assessed management’s historical estimates and performed sensitivity analyses of assumptions to evaluate the changes in the fair value of the brand names that would result from changes in the assumptions. We also involved valuation specialists to assist in evaluating valuation methodologies and certain assumptions used in the models. | | |

We have audited Brown-Forman Corporation and Subsidiaries’ internal control over financial reporting as of April 30, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), (the COSO criteria).

In our opinion, Brown-Forman Corporation and Subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of April 30, [removed: 2024,] [added: 2025,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of April 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended April 30, [removed: 2024,] [added: 2025,] and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated June [removed: 14, 2024] [added: 13, 2025] expressed an unqualified opinion thereon.

| Year Ended April 30, | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |

| Sales | | | $ | [removed: 5,081] [added: 5,372] | | | | | $ | [removed: 5,372] [added: 5,328] | | | | | $ | [removed: 5,328] [added: 5,056] | |

| Excise taxes | | | [removed: 1,148] [added: 1,144] | | | | | | [removed: 1,144] [added: 1,150] | | | | | | [removed: 1,150] [added: 1,081] | | |

| Net sales | | | [removed: 3,933] [added: 4,228] | | | | | | [removed: 4,228] [added: 4,178] | | | | | | [removed: 4,178] [added: 3,975] | | |

| Cost of sales | | | [removed: 1,542] [added: 1,734] | | | | | | [removed: 1,734] [added: 1,652] | | | | | | [removed: 1,652] [added: 1,632] | | |

| Gross profit | | | [removed: 2,391] [added: 2,494] | | | | | | [removed: 2,494] [added: 2,526] | | | | | | [removed: 2,526] [added: 2,343] | | |

| Advertising expenses | | | [removed: 438] [added: 506] | | | | | | [removed: 506] [added: 529] | | | | | | [removed: 529] [added: 484] | | |

| Selling, general, and administrative expenses | | | [removed: 690] [added: 742] | | | | | | [removed: 742] [added: 826] | | | | | | [removed: 826] [added: 744] | | |

| Gain on business divestitures | | | — | | | | | | [removed: —] [added: (267)] | | | | | | [removed: (267)] [added: —] | | |

| Other expense (income), net | | | [removed: 59] [added: 119] | | | | | | [removed: 119] [added: 24] | | | | | | [removed: 24] [added: (52)] | | |

| Operating income | | | [removed: 1,204] [added: 1,127] | | | | | | [removed: 1,127] [added: 1,414] | | | | | | [removed: 1,414] [added: 1,107] | | |

| Non-operating postretirement expense | | | [removed: 13] [added: 29] | | | | | | [removed: 29] [added: 3] | | | | | | [removed: 3] [added: 4] | | |

| Interest income | | | [removed: (5)] [added: (9)] | | | | | | [removed: (9)] [added: (14)] | | | | | | [removed: (14)] [added: (17)] | | |

| Interest expense | | | [removed: 82] [added: 90] | | | | | | [removed: 90] [added: 127] | | | | | | [removed: 127] [added: 122] | | |

| Income before income taxes | | | [removed: 1,114] [added: 1,017] | | | | | | [removed: 1,017] [added: 1,298] | | | | | | [removed: 1,298] [added: 1,081] | | |

| Income taxes | | | [removed: 276] [added: 234] | | | | | | [removed: 234] [added: 274] | | | | | | [removed: 274] [added: 212] | | |

| Net income | | | $ | [removed: 838] [added: 783] | | | | | $ | [removed: 783] [added: 1,024] | | | | | $ | [removed: 1,024] [added: 869] | |

| Basic | | | $ | [removed: 1.75] [added: 1.63] | | | | | $ | [removed: 1.63] [added: 2.15] | | | | | $ | [removed: 2.15] [added: 1.84] | |

| Diluted | | | $ | [removed: 1.74] [added: 1.63] | | | | | $ | [removed: 1.63] [added: 2.14] | | | | | $ | [removed: 2.14] [added: 1.84] | |

| Currency translation adjustments | | | [removed: (60)] [added: 135] | | | | | | [removed: 135] [added: (7)] | | | | | | [removed: (7)] [added: 19] | | |

| Cash flow hedge adjustments | | | [removed: 53] [added: (27)] | | | | | | [removed: (27)] [added: —] | | | | | | [removed: —] [added: (15)] | | |

| Postretirement benefits adjustments | | | [removed: 77] [added: 9] | | | | | | [removed: 9] [added: 21] | | | | | | [removed: 21] [added: (3)] | | |

| [Reports of Management](#i71b2d36d277f4284b6b4088cbae246c3_178) | | | [50](#i71b2d36d277f4284b6b4088cbae246c3_178) | | |

| [Consolidated Statements of Cash Flows](#i71b2d36d277f4284b6b4088cbae246c3_196) | | | [57](#i71b2d36d277f4284b6b4088cbae246c3_196) | | |

| Restructuring and other charges | | | — | | | | | | — | | | | | | 60 | | |

| Equity method investment income and gain on sale | | | — | | | | | | — | | | | | | (83) | | |

| Net income | | | $ | 783 | | | | | $ | 1,024 | | | | | $ | 869 | |

| Assets held for sale | | | — | | | | | | 121 | | |

| Net income | | | $ | 783 | | | | | $ | 1,024 | | | | | $ | 869 | |

| Gain on business divestitures | | | — | | | | | | (267) | | | | | | — | | |

| Equity method investment income and gain on sale | | | — | | | | | | — | | | | | | (83) | | |

| Proceeds from sale of equity method investment | | | — | | | | | | — | | | | | | 350 | | |

(Dollars in millions)

| Balance at April 30, 2025 | | | $ | 25 | | | | | $ | 47 | | | | | $ | 36 | | | | | $ | 4,710 | | | | | $ | (220) | | | | | $ | (605) | | | | | $ | 3,993 | |

The accompanying notes are an integral part of the consolidated financial statements.

Brown-Forman Corporation and Subsidiaries

Certain income earned by foreign subsidiaries is subject to Global Intangible Low-Taxed Income (GILTI), a U.S. tax on foreign earnings.

We treat the tax effect of GILTI as a current period tax expense when incurred.

likelihood of being realized upon ultimate resolution.

*Reclassifications*: Certain prior year amounts have been reclassified to conform with the current year’s presentation.

We adopted the updated standard as of April 30, 2025 (Note 20).

Adoption had no material impact on our consolidated financial statements.

In November 2024, the FASB issued an updated accounting standard requiring disaggregation, in the notes to the financial statements, of expense line items in the income statement that include certain categories of expenses.

The update can be applied either prospectively or retrospectively.

| | | | 1,940 | | | | | | 1,939 | | |

| | | | $ | 1,074 | | | | | $ | 1,095 | |

| | | | 526 | | | | | | 498 | | |

| | | | $ | 793 | | | | | $ | 741 | |

| | | | $ | 243 | | | | | $ | 187 | |

| | | | $ | (221) | | | | | $ | (220) | |

| Balance as of April 30, 2025 | | | $ | 1,505 | | | | | $ | 981 | |

During the fourth quarter of fiscal 2025, in connection with the preparation of the consolidated financial statements, we recognized a non-cash impairment charge of $47 for the Gin Mare brand name, largely reflecting a decline in our financial forecast assumptions due to the more challenging macroeconomic environment in Europe (Note 17).

Also, effective April 30, 2024, we entered into a transition services agreement (TSA) with Duckhorn related to the sale of the Sonoma-Cutrer wine business.

Our cost of sales in 2025 included $24 for Sonoma-Cuter products purchased from Duckhorn under the TSA.

Fees earned for transition services provided to Duckhorn under the TSA were immaterial.

Services related to the TSA ended on or about August 31, 2024.

On October 6, 2024, Duckhorn entered into a definitive agreement pursuant to which Duckhorn would be acquired by private equity funds.

The transaction was completed on December 24, 2024.

Upon completion of the transaction, we received cash of $350 in exchange for our 21.4% ownership interest in Duckhorn.

As a result of the transaction, we recognized a $78 gain on sale of our investment in Duckhorn in 2025.

Restructuring and Other Charges

On January 13, 2025, our Board of Directors approved a plan to reduce our structural cost base and realign resources toward future sources of growth (Restructuring Initiative).

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| [Reports of Management](#i32b1ad656a354d3597ab9b613b3ae3b8_160) | | | [51](#i32b1ad656a354d3597ab9b613b3ae3b8_160) | | |

| | | | | | | | | | | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

June 14, 2024

| Balance at April 30, 2021 | | | $ | 25 | | | | | $ | 47 | | | | | $ | — | | | | | $ | 3,243 | | | | | $ | (422) | | | | | $ | (237) | | | | | $ | 2,656 | |

The update also requires interim disclosure of segment information that is currently required only on an annual basis.

The update is to be applied retroactively.

| Prepaid taxes | | | $ | 122 | | | | | $ | 100 | |

| Other | | | 167 | | | | | | 165 | | |

| | | | $ | 289 | | | | | $ | 265 | |

| | | | 1,920 | | | | | | 1,940 | | |

| | | | $ | 1,031 | | | | | $ | 1,074 | |

| | | | 519 | | | | | | 526 | | |

| | | | $ | 827 | | | | | $ | 793 | |

| | | | $ | 253 | | | | | $ | 243 | |

| | | | $ | (235) | | | | | $ | (221) | |

| Balance as of April 30, 2022 | | | $ | 761 | | | | | $ | 586 | |

| Business acquisitions (Note 13) | | | 652 | | | | | | 619 | | |

During fiscal 2023, we recognized a non-cash impairment charge of $96 for the Finlandia brand name, largely reflecting the effects of higher discount rates and input costs on its valuation.

As of April 30, 2024, the difference between the carrying amount of the investment and our proportionate share of the net assets of Duckhorn was not material.

| | | | 2,678 | | | | | | 2,672 | | |

| | | | $ | 2,678 | | | | | $ | 2,372 | |

| Balance at April 30, 2021 | | | 169,110 | | | | | | 309,619 | | | | | | 478,729 | | |

| Developed International1 | | | 1,137 | | | | | | 1,183 | | | | | | 1,158 | | |

| Emerging2 | | | 714 | | | | | | 842 | | | | | | 886 | | |

| Travel Retail3 | | | 104 | | | | | | 147 | | | | | | 158 | | |

| Wine4 | | | 219 | | | | | | 206 | | | | | | 205 | | |

| Vodka5 | | | 109 | | | | | | 99 | | | | | | 82 | | |

| Rest of portfolio7 | | | 67 | | | | | | 91 | | | | | | 146 | | |

4Includes Korbel California Champagne and Sonoma-Cutrer wines (which was divested on April 30, 2024).

5Includes Finlandia Vodka (which was divested on November 1, 2023).

Net sales for the second half of fiscal 2024 were recognized pursuant to the transition services agreement related to distribution services in certain markets.

7Includes Diplomático, Chambord, Gin Mare, Korbel Brandy, and Fords Gin.

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 2030 – 2034 | | | 286 | | | | | | 14 | | |

| Cash and temporary investments | | | 2 | | | | | | — | | | | | | — | | | | | | 2 | | |

*Evaluation of Disclosure Controls and Procedures.* Our management, with the participation of our Chief Executive Officer (CEO) and Chief Financial Officer (CFO) (our principal executive and principal financial officers), has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of fiscal [removed: 2023.][added: 2025.]

*Changes in Internal Control over Financial Reporting.* [removed: Except as described below, there] [added: There] has been no change in our internal control over financial reporting during the quarter ended April 30, [removed: 2024,] [added: 2025,] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

[removed: *Management's] [added: *Management’s] Report on Internal Control over Financial Reporting and Report of Independent Registered Public Accounting Firm.* [removed: Management's] [added: Management’s] report on our internal control over financial reporting as of April 30, [removed: 2024,] [added: 2025,] and our independent registered public accounting [removed: firm's] [added: firm’s] report on our internal control over financial reporting are set forth in “Item 8.

During the three months ended April 30, [removed: 2024,] [added: 2025,] no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation [removed: S-K.][added: S-K, except as described in the table below:]

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Name & Title | | | Action | | | Character of Trading Arrangement | | | Date | | | Duration of Trading Arrangement1 | | | Aggregate Number of Securities to be Sold Pursuant to Trading Arrangement | | |

| Lawson E. Whiting President and Chief Executive Officer | | | Adoption | | | Rule 10b5-1 trading arrangement | | | 3/31/2025 | | | 3/31/2026 | | | Up to 70,921 shares of the Company’s Class A and/or Class B common stock | | |

1Trading arrangement terminates upon the earlier of (a) the completion of all sales under the trading arrangement and (b) the date listed in the table above.

For the other information required by this item, see the following sections of our definitive proxy statement for the Annual Meeting of Stockholders to be held [added: on or about] July [removed: 25, 2024 (“2024] [added: 24, 2025 (“2025] Proxy Statement”), which information is incorporated into this report by reference: (a) “Proposal 1: Election of Directors” (for biographical information on directors and family relationships); (b) “Code of Conduct and Code of Ethics for Senior Financial Officers” (for information on our code of ethics); (c) “Selection of Directors” (for information on the procedures by which security holders may recommend nominees to the Company's Board of Directors); (d) “Board Committees” (for information on our Audit [removed: Committee), and] [added: Committee);] (e) [removed: “Hedging, Derivatives] [added: “Insider Trading Policy: Hedging, Derivatives,] and Short Sale Transactions Prohibited” (for information on our Insider Trading [removed: Policy).][added: Policy); and (f) Delinquent Section 16(a) Reports.]

For the information required by this item, refer to the following sections of our [removed: 2024] [added: 2025] Proxy Statement, which information is incorporated into this report by reference: (a) “Compensation Discussion and Analysis”; (b) “Compensation Tables”; (c) “Director Compensation”; (d) [added: “Pay Ratio Disclosure”; (e) “Pay Versus Performance”; (f)] “Compensation Committee Interlocks and Insider Participation”; [removed: (e)] [added: and (g)] “Compensation Committee [removed: Report”; and (f) “Pay Ratio Disclosure.”][added: Report”.]

The following table summarizes information as of April 30, [removed: 2024,] [added: 2025,] about our equity compensation plans under which we have made grants of stock options, stock appreciation rights, restricted stock, market value units, performance units, or other equity awards.

| Equity compensation plans approved by Class A common stockholders | | | | | | | | | [removed: 924,961] [added: 1,055,595] | | | | | | [removed: $55.38] [added: $55.29] | | | | | | [removed: 11,269,299] [added: 10,639,688] | | |

1Includes [removed: 249,260 Class B common shares to be issued upon exercise of stock-settled stock appreciation rights (SSARs); 83,836] [added: 203,442] Class B restricted stock units (RSUs); [removed: 192,999] [added: 467,967] Class B performance-based restricted stock units (PBRSUs); [removed: 217,867] [added: 168,791] Class A PBRSUs; [removed: 150,658] [added: 186,346] Class A common deferred stock units (DSUs); and [removed: 30,341] [added: 29,049] Class B common DSUs issued under the Brown-Forman 2004, 2013 Omnibus, and 2022 Omnibus Compensation Plans.

The fair market value of our common stock at fiscal year-end has been used for the purposes of reporting the number of shares to be issued upon exercise of the [removed: 3,753,996] [added: 3,877,659] SSARs outstanding at fiscal year-end.

For the other information required by this item, refer to the section entitled “Stock Ownership” of our [removed: 2024] [added: 2025] Proxy Statement, which information is incorporated into this report by reference.

For the information required by this item, refer to the following sections of our [removed: 2024] [added: 2025] Proxy Statement, which information is incorporated into this report by reference: (a) “Certain Relationships and Related Transactions”; and (b) “Our Independent Directors.”

For the information required by this item, refer to the following sections of our [removed: 2024] [added: 2025] Proxy Statement, which information is incorporated into this report by reference: (a) “Fees Paid to Independent Registered Public Accounting Firm”; and (b) “Audit Committee Pre-Approval Policies and Procedures.”

| | | | [Report of Independent Registered Public Accounting [removed: Firm](#i32b1ad656a354d3597ab9b613b3ae3b8_163)] [added: Firm](#i71b2d36d277f4284b6b4088cbae246c3_181)] (PCAOB ID 42) | | | [removed: [52](#i32b1ad656a354d3597ab9b613b3ae3b8_163)] [added: [51](#i71b2d36d277f4284b6b4088cbae246c3_181)] | | |

| | | | [Consolidated Statements of [removed: Operations](#i32b1ad656a354d3597ab9b613b3ae3b8_169)] [added: Operations](#i71b2d36d277f4284b6b4088cbae246c3_187)] | | | [removed: [55](#i32b1ad656a354d3597ab9b613b3ae3b8_169)] [added: [54](#i71b2d36d277f4284b6b4088cbae246c3_187)] | | |

| | | | [Consolidated Statements of Comprehensive [removed: Income](#i32b1ad656a354d3597ab9b613b3ae3b8_172)] [added: Income](#i71b2d36d277f4284b6b4088cbae246c3_190)] | | | [removed: [56](#i32b1ad656a354d3597ab9b613b3ae3b8_172)] [added: [55](#i71b2d36d277f4284b6b4088cbae246c3_190)] | | |

| | | | [Consolidated Balance [removed: Sheets](#i32b1ad656a354d3597ab9b613b3ae3b8_175)] [added: Sheets](#i71b2d36d277f4284b6b4088cbae246c3_193)] | | | [removed: [57](#i32b1ad656a354d3597ab9b613b3ae3b8_175)] [added: [56](#i71b2d36d277f4284b6b4088cbae246c3_193)] | | |

| | | | [Consolidated Statements of Cash [removed: Flows](#i32b1ad656a354d3597ab9b613b3ae3b8_178)] [added: Flows](#i71b2d36d277f4284b6b4088cbae246c3_196)] | | | [removed: [58](#i32b1ad656a354d3597ab9b613b3ae3b8_178)] [added: [57](#i71b2d36d277f4284b6b4088cbae246c3_196)] | | |

| | | | [Consolidated Statements of Stockholders’ [removed: Equity](#i32b1ad656a354d3597ab9b613b3ae3b8_181)] [added: Equity](#i71b2d36d277f4284b6b4088cbae246c3_199)] | | | [removed: [59](#i32b1ad656a354d3597ab9b613b3ae3b8_181)] [added: [59](#i71b2d36d277f4284b6b4088cbae246c3_199)] | | |

| | | | [Notes to Consolidated Financial [removed: Statements](#i32b1ad656a354d3597ab9b613b3ae3b8_184)] [added: Statements](#i71b2d36d277f4284b6b4088cbae246c3_202)] | | | [removed: [60](#i32b1ad656a354d3597ab9b613b3ae3b8_184)] [added: [60](#i71b2d36d277f4284b6b4088cbae246c3_202)] | | |

| | | | [Schedule II – Valuation and Qualifying [removed: Accounts](#i32b1ad656a354d3597ab9b613b3ae3b8_310)] [added: Accounts](#i71b2d36d277f4284b6b4088cbae246c3_328)] | | | [removed: [93](#i32b1ad656a354d3597ab9b613b3ae3b8_310)] [added: [93](#i71b2d36d277f4284b6b4088cbae246c3_328)] | | |

| 21 | | | [Subsidiaries of Brown-Forman [removed: Corporation.](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/bfb-ex21_2024430x10kapril.htm)] [added: Corporation.](https://www.sec.gov/Archives/edgar/data/14693/000001469325000062/bfb-ex21_2025430x10kapril.htm)] | | |

| 23 | | | [Consent of Ernst & Young LLP, independent registered public accounting [removed: firm.](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/bfb-ex23_2024430x10kapril.htm)] [added: firm.](https://www.sec.gov/Archives/edgar/data/14693/000001469325000062/bfb-ex23_2025430x10kapril.htm)] | | |

| 31.1 | | | [CEO Certification pursuant to Section 302 of Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/bfb-ex311_2024430x10kapril.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/14693/000001469325000062/bfb-ex311_2025430x10kapril.htm)] | | |

| 31.2 | | | [CFO Certification pursuant to Section 302 of Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/bfb-ex312_2024430x10kapril.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/14693/000001469325000062/bfb-ex312_2025430x10kapril.htm)] | | |

| 32 | | | [CEO and CFO Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (not considered to be [removed: filed).](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/bfb-ex32_2024430x10kapril.htm)] [added: filed).](https://www.sec.gov/Archives/edgar/data/14693/000001469325000062/bfb-ex32_2025430x10kapril.htm)] | | |

| 97 | | | [Brown-Forman Corporation’s Policy on Recoupment of Incentive Compensation, applicable to [removed: executive](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/policyonrecoupmentofincent.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/policyonrecoupmentofincent.htm)[officers,] [added: executive officers,] effective as of October 2, [removed: 2023](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/policyonrecoupmentofincent.htm)[.](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/policyonrecoupmentofincent.htm)] [added: 2023, incorporated into this report by reference to Exhibit 97 of Brown-Forman Corporation’s Form 10-K for the fiscal year ended April 30, 2024, filed on June 14, 2024 (File No. 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/policyonrecoupmentofincent.htm)] | | | [added: | | |]

| 101 | | | The following materials from Brown-Forman Corporation's Annual Report on Form 10-K for the fiscal year ended April 30, [removed: 2024,] [added: 2025,] in Inline XBRL (eXtensible Business Reporting Language) format: (a) Consolidated Statements of Operations, (b) Consolidated Statements of Comprehensive Income, (c) Consolidated Balance Sheets, (d) Consolidated Statements of Cash Flows, (e) Consolidated Statements of Stockholders’ Equity, and (f) Notes to Consolidated Financial Statements. | | |

| 3.1 | | | [Restated Certificate of Incorporation of registrant, incorporated into this report by reference to [removed: Exhibit](https://www.sec.gov/Archives/edgar/data/14693/000001469312000139/ex3-i.htm) [3(i)] [added: Exhibit 3(i)] of Brown-Forman Corporation’s Form 10-Q for the quarter ended July 31, 2012, filed [removed: on](https://www.sec.gov/Archives/edgar/data/14693/000001469312000139/ex3-i.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469312000139/ex3-i.htm)[September] [added: on September] 5, 2012 (File No. 002-26821).](https://www.sec.gov/Archives/edgar/data/14693/000001469312000139/ex3-i.htm) | | | | | |

| 3.3 | | | [By-laws of registrant, as amended and restated effective January 23, 2024, incorporated into [removed: this](https://www.sec.gov/Archives/edgar/data/14693/000001469324000007/b-fbyxlawsxamendedandresta.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469324000007/b-fbyxlawsxamendedandresta.htm)[report] [added: this report] by reference to Exhibit 3.1 of Brown-Forman Corporation’s Form 8-K filed on January [removed: 26,](https://www.sec.gov/Archives/edgar/data/14693/000001469324000007/b-fbyxlawsxamendedandresta.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469324000007/b-fbyxlawsxamendedandresta.htm)[2024] [added: 26, 2024] (File No. 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000001469324000007/b-fbyxlawsxamendedandresta.htm) | | | | | |

| [removed: 10.1] [added: 10.10] | | | [removed: [A description of the Brown-Forman Savings] [added: [Brown-Forman 2022 Omnibus Compensation] Plan, incorporated into this report by reference to [removed: page 10] [added: Appendix B] of Brown-Forman Corporation’s definitive proxy [removed: statement] [added: statement,] filed on June [removed: 27, 1996,] [added: 24, 2022,] in connection with its [removed: 1996] [added: 2022] Annual Meeting of Stockholders (File No. [removed: 001-00123).*](https://www.sec.gov/Archives/edgar/data/14693/0000950131-96-003050.txt)] [added: 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm)*] | | | | | |

| [removed: 10.2] [added: 10.1] | | | [Brown-Forman Corporation Nonqualified Savings Plan, incorporated into this report by reference to Exhibit 4.1 of Brown-Forman Corporation’s Form S-8 Registration Statement filed on September 24, 2010 (File No. 333-169564).*](https://www.sec.gov/Archives/edgar/data/14693/000095012310088770/g24730exv4w1.htm) | | | | | |

| [removed: 10.3] [added: 10.5] | | | [Brown-Forman Corporation [removed: 2004] [added: 2013] Omnibus Compensation Plan, [removed: as amended,] incorporated into this report by reference to Exhibit [removed: A] [added: 10.1] of Brown-Forman Corporation’s [removed: definitive proxy statement] [added: Form 8-K] filed on [removed: June] [added: July] 26, [removed: 2009, in connection with its 2009 Annual Meeting of Stockholders] [added: 2013] (File No. [removed: 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000095012309017562/g18929def14a.htm)] [added: 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000119312513304362/d573514dex101.htm)] | | | | | |

| 10.4 | | | [removed: [2010 Form of] [added: [Brown-Forman Corporation Amended and Restated] Non-Employee Director [removed: Stock-Settled] [added: Deferred] Stock [removed: Appreciation Right Award Agreement,] [added: Unit Program,] incorporated into this report by reference to Exhibit 10.2 of Brown-Forman Corporation’s Form 8-K filed on July [removed: 23, 2010] [added: 26, 2013] (File No. [removed: 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000095012310067676/g24136exv10w2.htm)] [added: 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000119312513304362/d573514dex102.htm)] | | | | | |

| [removed: 10.5] [added: 10.2] | | | [Brown-Forman Corporation Amended and Restated Supplemental Executive Retirement Plan and First Amendment thereto, incorporated into this report by reference to Exhibit 10(a) of Brown-Forman Corporation’s Form 10-K for the year ended April 30, 2010, filed on June 25, 2010 (File No. 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000001469310000057/ex10a.htm) | | | | | |

| [removed: 10.6] [added: 10.3] | | | [Second Amendment to the Brown-Forman Corporation Amended and Restated Supplemental Executive Retirement Plan, incorporated into this report by reference to Exhibit 10(a) of Brown-Forman Corporation’s Form 10-Q for the quarter ended January 31, 2011, filed on March 9, 2011 (File No. 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000001469311000011/ex10a.htm) | | | | | |

| [removed: 10.7] [added: 10.9] | | | [removed: [Brown-Forman] [added: [First Amendment to Brown-Forman] Corporation Amended and Restated Non-Employee Director Deferred Stock Unit Program, incorporated into this report by reference to Exhibit [removed: 10.2] [added: 10.23] of Brown-Forman Corporation’s Form [removed: 8-K] [added: 10-K for the fiscal year ended April 30, 2022,] filed on [removed: July 26, 2013] [added: June 17, 2022] (File No. [removed: 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000119312513304362/d573514dex102.htm)] [added: 001-00123).*](https://www.sec.gov/Archives/edgar/data/14693/000001469322000069/brown-formanfirstamendment.htm)] | | | | | |

| [removed: 10.8] [added: 10.6] | | | [removed: [Brown-Forman Corporation 2013 Omnibus Compensation Plan,] [added: [Form of Employee Stock-Settled Stock Appreciation Right Award Agreement,] incorporated into this report by reference to Exhibit 10.1 of Brown-Forman Corporation’s Form 8-K filed on [removed: July 26, 2013] [added: August 1, 2016] (File No. [removed: 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000119312513304362/d573514dex101.htm)] [added: 001-00123).*](https://www.sec.gov/Archives/edgar/data/14693/000001469316000227/a20160728-formofemployeess.htm)] | | | | | |

| [removed: 10.9] [added: 10.13] | | | [removed: [Form] [added: [Fiscal 2024 Form] of Employee Stock-Settled Stock Appreciation Right Award Agreement, incorporated into this report by reference to Exhibit 10.3 of Brown-Forman Corporation’s Form [removed: 8-K] [added: 10-Q for the quarter ended July 31, 2023,] filed on [removed: July 26, 2013 (File No. 002-26821).*](https://www.sec.gov/Archives/edgar/data/14693/000119312513304362/d573514dex103.htm)] [added: August 30, 2023.*](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm)] | | | | | |

| [removed: 10.10] [added: 10.19] | | | [removed: [Form] [added: [Fiscal 2025 Form] of Employee Stock-Settled Stock Appreciation Right Award Agreement, incorporated into this report by reference to Exhibit [removed: 10.1 of] [added: 10.2](https://www.sec.gov/Archives/edgar/data/14693/000001469324000156/fy25ssaragreement.htm) [of] Brown-Forman Corporation’s Form [removed: 8-K] [added: 10-Q for the quarter ended July 31, 2024](https://www.sec.gov/Archives/edgar/data/14693/000001469324000156/fy25ssaragreement.htm)[,] filed on August [removed: 1, 2016 (File] [added: 29, 2024](https://www.sec.gov/Archives/edgar/data/14693/000001469324000156/fy25pbrsu.htm) [(File] No. [removed: 001-00123).*](https://www.sec.gov/Archives/edgar/data/14693/000001469316000227/a20160728-formofemployeess.htm)] [added: 001-00123). *](https://www.sec.gov/Archives/edgar/data/14693/000001469324000156/fy25ssaragreement.htm)] | | | | | |

| [removed: 10.11] [added: 10.7] | | | [removed: [Fiscal 2021 Form] [added: [Form] of Performance-Based Restricted Stock Unit Award Agreement (Class [removed: A), incorporated] [added: A)](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classapbrsua.htm) [for Fiscal](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classapbrsua.htm) [2021, 2022, and 2023](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classapbrsua.htm) [incorporated] into this report by reference to Exhibit 10.1 of Brown-Forman Corporation’s Form 10-Q for the quarter ended July 31, 2020, filed on September 2, [removed: 2020 (File No. 001-00123).*](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classapbrsua.htm)] [added: 2020](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classapbrsua.htm)[.](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classapbrsua.htm)] | | | | | |

| [removed: 10.12] [added: 10.8] | | | [removed: [Fiscal 2021 Form] [added: [Form] of Performance-Based Restricted Stock Unit Award Agreement (Class [removed: B), incorporated] [added: B)](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classbpbrsua.htm) [for Fiscal 2021, 2022 and 2023](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classbpbrsua.htm) [incorporated] into this report by reference to Exhibit [removed: 10.2 of] [added: 10.](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classbpbrsua.htm)[1](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classbpbrsua.htm) [of] Brown-Forman Corporation’s Form 10-Q for the quarter ended July 31, 2020, filed on September 2, [removed: 2020 (File No. 001-00123).*](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classbpbrsua.htm)] [added: 2020](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classbpbrsua.htm)[.](https://www.sec.gov/Archives/edgar/data/14693/000001469320000137/formof2020classbpbrsua.htm)] | | | | | |

| [removed: 10.13] [added: 19] | | | [removed: [First Amendment to Brown-Forman] [added: [Brown-Forman] Corporation [removed: Amended and Restated Non-Employee Director Deferred Stock Unit Program](https://www.sec.gov/Archives/edgar/data/14693/000001469322000069/brown-formanfirstamendment.htm)[,](https://www.sec.gov/Archives/edgar/data/14693/000001469322000069/brown-formanfirstamendment.htm) [incorporated] [added: Insider Trading policy, incorporated] into this report by reference to Exhibit [removed: 10.23] [added: 19] of Brown-Forman Corporation’s Form 10-K for the fiscal year ended April 30, [removed: 2022,] [added: 2024,] filed on June [removed: 17, 2022] [added: 14, 2024] (File No. [removed: 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000001469322000069/brown-formanfirstamendment.htm)[*](https://www.sec.gov/Archives/edgar/data/14693/000001469322000069/brown-formanfirstamendment.htm)] [added: 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/insidertradingpolicy.htm)] | | | | | |

| [removed: 10.15] [added: 10.11] | | | [Fiscal 2024 Form of Performance-Based Restricted Stock Unit Award Agreement (Class [removed: A)](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm)[,](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm)[incorporated] [added: A), incorporated] into this report by reference to Exhibit 10.1 of [removed: Brown-](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm)[Forman] [added: Brown-Forman] Corporation’s Form 10-Q for [removed: the](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm)[quarter](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm) [ended] [added: the quarter ended] July 31, 2023, filed on August 30, [removed: 2023.](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm)[*](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm)] [added: 2023.*](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassa.htm)] | | | | | |

| [removed: 10.16] [added: 10.12] | | | [Fiscal 2024 Form of Performance-Based Restricted Stock Unit Award Agreement (Class [removed: B)](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassb.htm)[,](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassb.htm) [incorporated] [added: B), incorporated] into this report by reference to Exhibit 10.2 of [removed: Brown-](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassb.htm)[Forman] [added: Brown-Forman] Corporation’s Form 10-Q for [removed: the](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassb.htm) [quarter](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassb.htm) [ended] [added: the quarter ended] July 31, 2023, filed on August 30, [removed: 2023.](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassb.htm)[*](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassb.htm)] [added: 2023.*](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24pbrsuclassb.htm)] | | | | | |

| [removed: 10.17] [added: 10.18] | | | [Fiscal [removed: 2024] [added: 2025] Form of [removed: Employee Stock-Settled] [added: Performance-Based Restricted] Stock [removed: Appreciation Right] [added: Unit] Award [removed: Agreement,](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm)[incorporated] [added: Agreement, incorporated] into this report by reference to Exhibit [removed: 10.3] [added: 10.1] of Brown-Forman Corporation’s Form [removed: 10-Q](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm)[for the](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm)[quarter] [added: 10-Q for the quarter] ended July 31, [removed: 2023,] [added: 2024](https://www.sec.gov/Archives/edgar/data/14693/000001469324000156/fy25pbrsu.htm)[,] filed [removed: on](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm) [August 30, 2023.*](https://www.sec.gov/Archives/edgar/data/14693/000001469323000153/fy24ssaragreement.htm)] [added: on August 29, 2024](https://www.sec.gov/Archives/edgar/data/14693/000001469324000156/fy25pbrsu.htm) [(File No. 001-00123). *](https://www.sec.gov/Archives/edgar/data/14693/000001469324000156/fy25pbrsu.htm)] | | | | | |

| [removed: 10.18] [added: 10.14] | | | [Securities and Asset Purchase Agreement among Brown-Forman Corporation, and Destillers [removed: United](https://www.sec.gov/Archives/edgar/data/14693/000001469322000151/sapa-finalizedredactedex.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469322000151/sapa-finalizedredactedex.htm)[Group] [added: United Group] S.L., and Destilerias Unidas Corp., dated as of October 6, 2022, incorporated into this [removed: report](https://www.sec.gov/Archives/edgar/data/14693/000001469322000151/sapa-finalizedredactedex.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469322000151/sapa-finalizedredactedex.htm)[by] [added: report by] reference to Exhibit 10.1 of Brown-Forman Corporation’s Form 10-Q for the quarter [removed: ended](https://www.sec.gov/Archives/edgar/data/14693/000001469322000151/sapa-finalizedredactedex.htm) [](https://www.sec.gov/Archives/edgar/data/14693/000001469322000151/sapa-finalizedredactedex.htm)[October] [added: ended October] 31, [removed: 2022](https://www.sec.gov/Archives/edgar/data/14693/000001469322000151/sapa-finalizedredactedex.htm)[,] [added: 2022,] filed on December 7, 2022 (File No. 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000001469322000151/sapa-finalizedredactedex.htm) | | | | | |

| [removed: 10.19] [added: 10.15] | | | [Amendment No. 1 to Securities and Asset Purchase Agreement, dated as of January 4, 2023, by and among Brown-Forman Corporation, Destillers United Group S.L., and Destilerias Unidas Corp, incorporated into this report by reference to Exhibit 10.3 of Brown-Forman Corporation’s Form 8-K filed on January 5, 2023 (File No. 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000001469323000004/exh103amendmentno1tosapa.htm) | | | | | |

| [removed: 10.20] [added: 10.16] | | | [Second Amended and Restated Five-Year Credit Agreement, dated as of May 26, 2023, among Brown-Forman Corporation, any borrowing subsidiaries as may become a party thereto, certain lenders party thereto, and U.S. Bank National Association, as Administrative Agent, incorporated into this report by reference to Exhibit 10.1 of Brown-Forman Corporation’s Form 8-K filed on May 30, 2023 (File No. 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000119312523156688/d506047dex101.htm) | | | | | |

| 10.17 | | | [Services Agreement, dated May 6, 2024, by and between Brown-Forman Corporation and Thomas W. Hinrichs, incorporated into this report by reference to Exhibit 10.1 of](https://www.sec.gov/Archives/edgar/data/14693/000001469324000050/consultingagreement-thwork.htm) [Brown Forman](https://www.sec.gov/Archives/edgar/data/14693/000001469324000050/consultingagreement-thwork.htm) [Corporation’s Form 8-K filed on May 8, 2024 (File No.](https://www.sec.gov/Archives/edgar/data/14693/000001469324000050/consultingagreement-thwork.htm) [001-00123)*](https://www.sec.gov/Archives/edgar/data/14693/000001469324000050/consultingagreement-thwork.htm) | | | | | |

| 10.20 | | | [Agreement dated November 15, 2024, by and between Brown-Forman and Matias Bentel, incorporated into this report by reference to Exhibit 10.1 of Brown-Forman Corporation’s Form 10-Q for the quarter ended January 31, 2025](https://www.sec.gov/Archives/edgar/data/14693/000001469325000018/agreementdatednovember15.htm)[, filed on March 5, 2025](https://www.sec.gov/Archives/edgar/data/14693/000001469325000018/agreementdatednovember15.htm) [(File No. 001-00123). *](https://www.sec.gov/Archives/edgar/data/14693/000001469325000018/agreementdatednovember15.htm) | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Exhibit Index | | | | | | | | |

| 19 | | | [Brown-For](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/insidertradingpolicy.htm)[man Corporation](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/insidertradingpolicy.htm) [Insider](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/insidertradingpolicy.htm) [T](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/insidertradingpolicy.htm)[rading polic](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/insidertradingpolicy.htm)[y](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/insidertradingpolicy.htm)[.](https://www.sec.gov/Archives/edgar/data/14693/000001469324000086/insidertradingpolicy.htm) | | |

| 10.14 | | | [Brown-Forman 2022 Omnibus Compensation Plan, incorporated](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm) [into this report](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm) [by reference to Appendix B of Brown-Forman Corporation’s](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm) [d](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm)[efinitive](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm) [p](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm)[roxy](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm) [s](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm)[tatement](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm)[, filed on June 24, 2022](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm)[, in connection with its 2022 Annual Meeting of Stockholders](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm) [(File No. 001-00123).](https://www.sec.gov/Archives/edgar/data/14693/000119312522181464/d310953ddef14a.htm) | | | | | |

Date: June [removed: 14, 2024][added: 13, 2025]

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities on June [removed: 14, 2024,] [added: 13, 2025,] as indicated.

| /s/ [removed: Kelli N. Brown] [added: Angela S. Enyard] | | | | | | Senior Vice President and Chief Accounting Officer | | |

| [removed: Kelli N. Brown] [added: Angela S. Enyard] | | | | | | (Principal Accounting Officer) | | |

For the Years Ended April 30, [removed: 2022,] 2023, [added: 2024,] and [removed: 2024][added: 2025]

| Allowance for doubtful accounts | | | $ | [removed: 7] [added: 8] | | | | | $ | [removed: 7] [added: 2] | | | | | $ | — | | | | | $ | [removed: 1] [added: 3] | | (1) | | | $ | [removed: 13] [added: 7] | |

| Deferred tax valuation allowance | | | $ | [removed: 20] [added: 16] | | | | | $ | [removed: 8] [added: 7] | | | | | $ | [removed: —] [added: 14] | | | | | $ | [removed: 1] [added: 2] | | | | | $ | [removed: 27] [added: 35] | |

| /s/ W. Austin Musselman, Jr. | | | | | | Director | | |

| W. Austin Musselman, Jr. | | | | | | | | |

| 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| /s/ Stuart R. Brown | | | | | | Director | | |

| Stuart R. Brown | | | | | | | | |

| 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |