Interprétation IA fondée sur des extraits vérifiés. Les déclarations de l’entreprise et les limites de couverture restent explicites.
Preuves
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.
Business — Brands; sales leadership and external brand recognition · Dépôt 14/06/2024
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.
Business — Brands; sales leadership · Dépôt 13/06/2025
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, Jack Daniel’s 14-Year-Old Tennessee Whiskey took home honors for World’s Best Tennessee Whiskey and Jack Daniel’s Bonded won the award for Best Tennessee Whiskey (No Age Statement) at the 2026 World Whiskies Awards.
Business — Brands; sales leadership · Dépôt 12/06/2026
1IWSR 2025 Data.
Principal Brands
Jack Daniel’s Tennessee Whiskey
el Jimador New Mix RTD
Jack Daniel’s RTD1
el Jimador Tequilas4
Jack Daniel’s Tennessee Honey
Herradura Tequilas5
Gentleman Jack Rare Tennessee Whiskey
Business — Brands; IWSR 2025 data attribution · Dépôt 12/06/2026
We register our trademarks broadly around the world, focusing primarily on where we sell or expect to sell our products.
Business — Intellectual Property; trademark registration · Dépôt 12/06/2026
Depending on the jurisdiction, trademarks are valid as long as they are in use and/or their registrations are properly maintained.
Business — Intellectual Property; trademark duration · Dépôt 12/06/2026
We own and operate distribution companies for Australia, Belgium and Luxembourg, Brazil, Czechia, France, Germany, Italy, Japan, Mexico, Poland, Slovakia, South Korea, Spain, Taiwan, Thailand, Türkiye, and the United Kingdom.
Business — Distribution Network and Customers; owned distribution · Dépôt 12/06/2026
We sell our products in over 170 countries.
Business — Markets; geographic reach · Dépôt 12/06/2026
Under Lawson’s leadership, Jack Daniel's extended its presence into new international markets and categories, Woodford Reserve grew into the world’s leading super-premium American whiskey, and our founding brand, Old Forester, tripled in volume and increased net sales six-fold over the last decade.
CEO retirement announcement; chairman’s account of historical brand outcomes · Dépôt 13/07/2026
•Net sales for New Mix increased 41%, driven by strong growth in Mexico with market share gains in a growing category, the launch in the United States, and the positive effect of foreign exchange.
MD&A — Fiscal 2026 Brand Highlights; New Mix growth and market-share gains · Dépôt 12/06/2026
Brand recognition, brand provenance, quality of product and packaging, availability, flavor profile, and price affect consumers’ choices among competing brands in our industry.
Business — Competition; consumer choice factors · Dépôt 12/06/2026
Our competitors include major global spirits companies, such as Bacardi Limited, Becle S.A.B.
Business — Competition; named competitors · Dépôt 12/06/2026
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.
Business — Competition; continuation of named competitors · Dépôt 12/06/2026
Volume increased 2% driven by New Mix and the launch of JDTB, due in part to a net increase in distributor inventories in the United States, partially offset by the end of the Korbel relationship and the Sonoma-Cutrer prior-year TSA, as well as lower volumes of JDTW and JD RTD/RTP.
MD&A — Fiscal 2026 Net Sales; volume and distributor inventory effects · Dépôt 12/06/2026
Price/mix declined 3% driven by unfavorable portfolio mix from New Mix and lower sales of used barrels and JDTW, partially offset by the positive effect of foreign exchange and the positive portfolio mix impact from JDTB, JD RTD/RTP, and Woodford Reserve.
MD&A — Fiscal 2026 Net Sales; price/mix decline · Dépôt 12/06/2026
el Jimador’s net sales declined 10%, driven by lower net pricing in the United States.
MD&A — Brand Highlights; el Jimador pricing decline · Dépôt 02/09/2026
Herradura’s net sales declined 17%, driven by lower volumes in the United States and lower net pricing in Mexico.
MD&A — Brand Highlights; Herradura volume and pricing declines · Dépôt 02/09/2026
While we seek to take advantage of the efficiencies and opportunities that large retail customers can offer, they often seek lower pricing and increased purchase volume flexibility, offer competing private label products, and represent a large number of other competing products.
Risk Factors; retailer pricing and purchase-flexibility demands · Dépôt 12/06/2026
Consumer preferences and purchases may shift, often in unpredictable ways, as a result of a variety of factors, including health and wellness trends, consumer dietary preference changes, weight loss regimens and pharmaceuticals, including GLP-1 drugs; changes in economic conditions, demographic, and social trends; public health policies and initiatives; changes in government regulation of beverage alcohol products; concerns or regulations related to product safety; legalization of cannabis and its use on a more widespread basis in the markets where we operate; and changes in trends related to travel, leisure, dining, gifting, entertaining, and beverage consumption.
Risk Factors; potential changes in consumer preferences · Dépôt 12/06/2026
In many other markets, we rely on third parties to distribute our brands, generally under fixed-term distribution contracts.
Business — Distribution Network and Customers; fixed-term third-party contracts · Dépôt 12/06/2026
The decrease was driven by unfavorable price/mix and the end of the Korbel relationship, partially offset by higher volumes, the positive effect of foreign exchange, and the impact of the JDCC transition.
MD&A — Fiscal 2027 Year-to-Date Highlights; unfavorable price/mix · Dépôt 02/09/2026
Woodford Reserve’s net sales were flat, as higher net pricing was offset by an estimated net decrease in distributor inventories.
MD&A — Brand Highlights; Woodford Reserve net pricing and inventories · Dépôt 02/09/2026
The decrease in gross margin was driven by higher costs, the negative effect of foreign exchange, and the negative effect of the restructuring initiative, partially offset by favorable price/mix, the impact of JDCC, and the positive effect of acquisitions and divestitures.
MD&A — Fiscal 2025 Highlights; favorable price/mix and margin pressures · Dépôt 13/06/2025
The increase in gross margin was primarily driven by favorable price/mix and lower supply chain disruption related costs, partially offset by higher input costs and the negative effect of foreign exchange.
MD&A — Fiscal 2024 Highlights; favorable price/mix and costs · Dépôt 14/06/2024
Net Sales The following table shows our net sales by geography1: Three Months Ended July 31, (Dollars in millions) 2025 2026 United States $ 385 $ 374 Emerging 224 247 Developed International 257 240 Travel Retail 44 44 Non-branded and bulk 14 6 Total $ 924 $ 911 The following table shows our net sales by product category1: Three Months Ended July 31, (Dollars in millions) 2025 2026 Whiskey $ 659 $ 658 Ready-to-Drink 128 154 Tequila 62 54 Rest of portfolio 61 39 Non-branded and bulk 14 6 Total $ 924 $ 911 1See “Definitions” for definitions of geographic and brand aggregations for items presented here.
Financial statement notes — Net Sales; quarterly product-category results · Dépôt 02/09/2026
•Net sales for the Ready-to-Drink portfolio increased 20% (+11% organic) driven by New Mix, which increased 48% (+36% organic) fueled by strong consumer demand in Mexico, the positive effect of foreign exchange, and the product’s launch in the United States.
Fiscal 2027 first-quarter results — Brand Results; RTD growth and New Mix demand · Dépôt 02/09/2026
Gross margin increased to 60.5% in fiscal 2026, up 1.6 percentage points from 58.9% in fiscal 2025.
MD&A — Gross Margin; fiscal 2026 recovery · Dépôt 12/06/2026
The increase in gross margin was driven by the positive effect of acquisitions and divestitures, the positive effect of foreign exchange, and lower costs.
MD&A — Gross Margin; drivers of fiscal 2026 recovery · Dépôt 12/06/2026
The increase in gross margin was driven by lower costs and the end of the Korbel relationship, partially offset by the negative effect of foreign exchange and unfavorable price/mix.
MD&A — Fiscal 2027 Year-to-Date Highlights; gross-margin drivers · Dépôt 02/09/2026
23 Summary of Operating Performance Three Months Ended July 31, (Dollars in millions) 2025 2026 Reported Change Organic Change1 Net sales $ 924 $ 911 (1 %) (1 %) Cost of sales 372 362 (2 %) (5 %) Gross profit 552 549 (1 %) 1 % Advertising 120 114 (5 %) (4 %) SG&A 177 185 4 % 5 % Restructuring and other charges 12 — (100 %) nm2 Other expense (income), net (17) (2) nm2 nm2 Total operating expenses3 292 297 2 % (1 %) Operating income 260 252 (3 %) 4 % Non-operating postretirement expense $ 19 $ 1 nm2 Interest expense, net $ 21 $ 22 3 % As a percentage of net sales4 2025 2026 Reported Change Gross margin 59.8 % 60.2 % 0.4 pp Operating margin 28.2 % 27.7 % (0.5) pp Effective tax rate 22.5 % 23.0 % 0.5 pp 2025 2026 Reported Change Diluted earnings per share $ 0.36 $ 0.38 6 % Note: Totals may differ due to rounding 1See “Non-GAAP Financial Measures” for details on our use of “organic change,” including how we calculate these measures and why we believe this information is useful to readers.
MD&A — Summary of Operating Performance; quarterly reported and organic results · Dépôt 02/09/2026
The actual amount may ultimately differ due to the effect of various customer incentives and trade promotion activities.
Financial statement notes — Revenue Recognition; incentives and trade promotions · Dépôt 12/06/2026
Under the Repurchase Program, we repurchased 705,139 Class A shares at an average price of $28.10 per share and 13,348,510 Class B shares at an average price of $28.48 per share, for a total cost (excluding brokerage fees and excise taxes) of $400 million.
MD&A — Share Repurchases; completed purchases · Dépôt 12/06/2026
(427)
(6)
Net cash flows from financing activities
(843)
(1,074)
Cash provided by operating activities of $1,000 million during fiscal 2026 increased $402 million from fiscal 2025.
MD&A — Cash Flows; fiscal 2026 operating cash generation · Dépôt 12/06/2026
The increase was largely attributable to lower working capital requirements, including lower cash paid for income taxes, partially offset by lower earnings.
MD&A — Cash Flows; working-capital contribution and lower earnings · Dépôt 12/06/2026
9 BROWN-FORMAN CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in millions) Three Months Ended July 31, 2025 2026 Cash flows from operating activities: Net income $ 170 $ 176 Adjustments to reconcile net income to net cash provided by operations: Depreciation and amortization 22 23 Stock-based compensation expense 4 4 Deferred income tax benefit (8) (9) Change in fair value of contingent consideration — 4 Other, net 3 3 Changes in assets and liabilities: Accounts receivable (13) 7 Inventories (61) (39) Other current assets 15 42 Accounts payable and accrued expenses (46) (82) Accrued income taxes 51 31 Other operating assets and liabilities 23 13 Cash provided by operating activities 160 173 Cash flows from investing activities: Additions to property, plant, and equipment (31) (12) Proceeds from sale of cooperage assets 33 — Other, net — (1) Cash provided by (used for) investing activities 2 (13) Cash flows from financing activities: Net change in short term borrowings (30) 289 Repayment of long-term debt — (343) Payments of withholding taxes related to stock-based awards (1) (3) Dividends paid (107) (106) Other, net — (1) Cash used for financing activities (138) (164) Effect of exchange rate changes on cash, cash equivalents, and restricted cash 3 (3) Net increase (decrease) in cash, cash equivalents, and restricted cash 27 (7) Cash, cash equivalents, and restricted cash at beginning of period 463 327 Cash, cash equivalents, and restricted cash at end of period 490 320 Less: Restricted cash (included in other current assets) at end of period (19) (19) Cash and cash equivalents at end of period $ 471 $ 301 Supplemental information: Non-cash additions to property, plant and equipment $ 2 $ 4 Right-of-use assets obtained in exchange for new lease obligations $ 14 $ 5 See notes to the condensed consolidated financial statements.
Condensed Consolidated Statements of Cash Flows; capital spending, borrowing and debt repayment · Dépôt 02/09/2026
The decrease was primarily due to the absence of the gains on sale of the Sonoma-Cutrer wine and Finlandia vodka businesses, the decline in gross profit, and the Gin Mare brand name impairment, partially offset by lower operating expenses, including the favorable fair value adjustment to Gin Mare’s contingent consideration liability.
MD&A — Fiscal 2025 Highlights; Gin Mare impairment and operating-income drivers · Dépôt 13/06/2025
Performance is measured by comparing the three-year cumulative TSR of Brown-Forman’s Class B common stock with the three-year cumulative TSR of the custom peer group (shown on the following page) and the three-year compound annual growth rate (CAGR) of Brown-Forman’s adjusted operating income relative to the same peer group.
Compensation Discussion and Analysis; granted award performance measures · Dépôt 18/06/2026
Reflects the number of shares of restricted Class A or Class B common stock that were issued on May 27, 2026, upon satisfaction of the performance measures prescribed for the performance-based restricted stock awards granted on July 27, 2023.
Compensation tables; actual May 27, 2026 share issuance · Dépôt 18/06/2026
The number of shares issued was determined by multiplying the target award by a three-year performance percentage of 55%, and then adjusting the resulting number upwards to account for dividend yields during the second and third years of the performance period.
Compensation tables; actual 55% performance multiplier · Dépôt 18/06/2026
For purposes of our 2026 Short-Term Incentive Cash Compensation Program and 2024-2026 Long Term Incentive Program, we further adjusted organic operating income to exclude these costs from the determination of adjusted organic operating income growth because they were non-recurring and atypical in nature, they were not contemplated when the organic operating income growth performance metrics were established, and they are not reflective of the ongoing operational performance of the Company.
Appendix A; transaction-cost exclusions from incentive performance · Dépôt 18/06/2026
On June 8, 2026, the Compensation Committee of the Board of Directors of the Company approved one-time, transaction-related cash recognition awards (the “Transaction-Related Recognitions”) for certain members of the Company’s executive leadership team, who assumed central roles in advancing a previously announced contemplated business transaction that was terminated in April 2026.
Other Information; approved recognition awards for terminated transaction · Dépôt 12/06/2026
We have now completed these actions and do not expect to incur any additional restructuring charges related to the restructuring initiative.
Financial statement notes — Restructuring; completed actions · Dépôt 02/09/2026
We incurred aggregate restructuring and other charges of $67 million in connection with these actions, consisting of $31 million in severance and other employee-related costs, $34 million in other restructuring charges primarily related to the Brown-Forman Cooperage facility closure and consulting services associated with the restructuring actions, and $2 million in other charges for cooperage asset impairments.
Financial statement notes — Restructuring; aggregate charges · Dépôt 02/09/2026
RECONCILIATION OF ADJUSTED, ORGANIC, ADJUSTED ORGANIC, AND TRANSACTION-ADJUSTED OPERATING INCOME YEAR OVER YEAR CHANGE PERCENTAGE CHANGE VERSUS PRIOR FISCAL YEAR 2022 2023 2024 2025 2026 Change in reported operating income (GAAP) 3% (6)% 25% (22)% (10)% Acquisitions and divestitures 14% 4% (27)% 16% 5% Impairment charges 6% 3% (7)% 4% 8% Other items(2) (2)% —% 2% 2% (4)% Change in adjusted operating income (non-GAAP) 21% 1% (6)% 1% (1)% Foreign exchange 6% 7% 4% 3% (1)% Change in organic operating income (non-GAAP) 27% 8% (2)% 3% (2)% Contemplated transaction costs —% —% —% —% 4% Change in adjusted organic operating income (non-GAAP) 27% 8% (2)% 3% 2% Less: Foreign exchange (6)% (7)% (4)% (3)% 1% Change in transaction-adjusted operating income (non-GAAP) 21% 1% (6)% 1% 3% (2) “Other items” includes “substitution drawback claims,” “restructuring initiative,” “foundation,” “franchise tax refund,” and “JDCC.”
Appendix A; multiyear operating-income reconciliation · Dépôt 18/06/2026
We are a “controlled company” under New York Stock Exchange rules because the Brown family owns more than 50% of our voting stock.
Business — Overview; family majority voting ownership · Dépôt 12/06/2026
We may avail ourselves of the exemption from having a board composed of a majority of independent directors, and we utilize the exemption from having a fully-independent nominating/corporate governance committee.
Risk Factors — Ownership and Governance; independence exemptions · Dépôt 12/06/2026
Each member of the Compensation Committee qualifies as an independent director under NYSE listing standards (including the heightened independence standards for compensation committee members of non-controlled companies) and as a “non-employee director” under SEC rules.
Corporate Governance — Board Committees; compensation committee independence · Dépôt 18/06/2026
However, we have had a separate Chairman of the Board and Chief Executive Officer since 2007.
Corporate Governance — Leadership Structure; separate chairman and CEO · Dépôt 18/06/2026
Michael A. Todman has served in this role since July 2023.
Corporate Governance — Leadership Structure; serving lead independent director · Dépôt 18/06/2026
The stockholders also approved the compensation of the company’s named executive officers on a non-binding advisory basis and ratified the selection of Ernst & Young LLP as Brown-Forman’s independent registered public accounting firm for fiscal 2027.
Annual meeting results; advisory compensation approval · Dépôt 23/07/2026
The Brown-Forman Board of Directors has initiated a search pursuant to its succession process that will consider internal and external candidates.
CEO retirement announcement; initiated succession search · Dépôt 13/07/2026
Because we age most of our whiskeys in barrels for three years or more, we bottle and sell only a portion of our whiskey inventory each year.
Financial statement notes — Inventories; whiskey aging requirements · Dépôt 12/06/2026
Therefore, it is possible that our shipments do not coincide with distributors’ downstream depletions and merely reflect changes in distributors’ inventories.
Definitions; shipments may reflect distributor inventory changes · Dépôt 02/09/2026
