8-K
BROWN FORMAN CORP (BF-A)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 21, 2025
Brown-Forman Corporation
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-00123 | 61-0143150 | |
|---|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | |
| 850 Dixie Highway, | Louisville, | Kentucky | 40210 |
| --- | --- | --- | --- |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (502) 585-1100
Not Applicable
(Former Name or Former Address, if Changed Since Last Report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A Common Stock (voting), $0.15 par value | BFA | New York Stock Exchange |
| Class B Common Stock (nonvoting), $0.15 par value | BFB | New York Stock Exchange |
| 1.200% Notes due 2026 | BF26 | New York Stock Exchange |
| 2.600% Notes due 2028 | BF28 | New York Stock Exchange |
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Retirement of Leanne D. Cunningham as Executive Vice President and Chief Financial Officer
On August 21, 2025, Leanne D. Cunningham, Executive Vice President and Chief Financial Officer of Brown-Forman Corporation (the “Company”), informed the Company of her intention to retire effective May 1, 2026.
Item 7.01. Regulation FD Disclosure.
In connection with the announced retirement of Ms. Cunningham, the Company issued a press release on August 25, 2025, a copy of which is attached as Exhibit 99.1 and incorporated by reference in Item 7.01 of this Current Report on Form 8-K.
The information furnished pursuant to this Item 7.01 (and the related information in Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Brown-Forman Corporation Press Release dated August 25, 2025. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BROWN-FORMAN CORPORATION | |
|---|---|
| (Registrant) | |
| Date: August 25, 2025 | /s/ Michael E. Carr, Jr. |
| Michael E. Carr, Jr. | |
| Executive Vice President, General Counsel and Corporate Secretary |
Document
NEWS RELEASE
FOR IMMEDIATE RELEASE
BROWN-FORMAN CHIEF FINANCIAL OFFICER LEANNE CUNNINGHAM TO RETIRE AFTER 30 YEARS
LOUISVILLE, KY – August 25, 2025 –Brown-Forman Corporation (NYSE:BFA, BFB) today announced that Leanne Cunningham, executive vice president and chief financial officer (CFO), will retire on May 1, 2026, after more than 30 years of service with the company.
Cunningham joined Brown-Forman in 1995 as a Corporate Accountant and progressed through a series of roles in accounting, finance, corporate strategy, and production operations. Before being named CFO in July 2021, she served as senior vice president, shareholder relations officer, commercial finance, and financial planning and analysis. Cunningham joined the Brown-Forman Executive Leadership Team upon her appointment to CFO in 2021.
“Leanne's diverse set of experiences in finance and global supply chain helped shape many important long-term strategic decisions at Brown-Forman. She has led our finance organization with thoughtfulness and balance, and developed strong relationships in the investment community and with our long-term shareholders,” said Brown-Forman President and CEO, Lawson Whiting. “Even so, her greatest legacy may be the way she championed and developed people. Leanne is a true people-first leader, a trusted colleague, and a champion of our core values. We thank her for her lasting contributions to Brown-Forman.”
Cunningham added, “I am incredibly grateful for my 30 years at Brown-Forman, a company where I was empowered to grow both professionally and personally. This journey has not only been defined by the opportunities I was given, but more importantly, by the many amazing people I had the privilege to learn, grow, and lead with. I depart with immense confidence in the leadership and strategic direction of the company, knowing its future is bright.”
The company has initiated a formal search for Cunningham’s successor with the goal of announcing an appointment by the end of the calendar year to allow for a thoughtful and seamless transition.
About Brown-Forman
Brown-Forman Corporation is a global leader in the spirits industry, responsibly building exceptional beverage alcohol brands for more than 155 years. Headquartered in Louisville, Kentucky, we are guided by our founding promise, “Nothing Better in the Market.” Our premium portfolio includes Jack Daniel’s Family of Brands, Woodford Reserve, Old Forester, New Mix, el Jimador, Herradura, The Glendronach, Glenglassaugh, Benriach, Diplomático Rum, Gin Mare, Fords Gin, Chambord, and Slane. With approximately 5,000 employees worldwide,
we proudly share our passion for fine-quality spirits in more than 170 countries. Learn more at brown-forman.com and stay connected with us on LinkedIn, Instagram, and X.
Contacts:
Elizabeth Conway, Director, External Communications
Elizabeth_Conway@b-f.com
Sue Perram, Vice President, Investor Relations
Sue_Perram@b-f.com
Important Information on Forward-Looking Statements:
This press release contains statements that are “forward-looking statements” as defined under U.S. federal securities laws. These forward-looking statements reflect management’s expectations or projections regarding future events and speak only as of the date we make them. Except as required by law, we do not intend to update or revise any forward-looking statements, 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 our historical experience or from our current expectations or projections.
For further information on factors that could cause our actual results to differ materially from our historical experience or from our current expectations or projections, please refer to our public filings, including the “Risk Factors” section of our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission.