V.F. Corporation

ITEM 1A RISK FACTORS.

You should carefully consider the risk factors set forth under Part I, Item 1A. Risk Factors in the Fiscal 2025 Form 10-K, which could materially affect our business, financial condition and future results. The risks described in the Fiscal 2025 Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and operating results.

Other than the risk factors identified below, there have been no material changes to the risk factors identified in Part I, Item 1A. Risk Factors in the Fiscal 2025 Form 10-K.

There are risks associated with VFs acquisitions, divestitures and portfolio management, including our pendingrecently completed sale of the Dickies brand business to Bluestar Alliance LLC.

Any acquisitions, divestitures or mergers by VF, including our pendingcompleted sale of the Dickies brand business to Bluestar Alliance LLC, will be accompanied by the risks commonly encountered in acquisitions or divestitures of companies, businesses or brands. These risks include, among other things, higher than anticipated

acquisition or divestiture costs and expenses, the difficulty and expense of integrating or separating the operations, systems and personnel of the companies, businesses or brands, the loss of key employees and consumers as a result of changes in management or ownership, tax impacts, aand slower progress toward environmental, social and governance goals given challenges with data acquisition and integration, the difficulty of accessing and disclosing sufficient environmental, social and

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governance data to comply with current and emerging environmental, social and governance regulations, and integration of environmental, social and governance initiatives overall. In addition, geographic distances may make integration of acquired businesses or separation of divested businesses more difficult. We may not be successful in overcoming these risks or any other problems encountered in connection with any acquisitions or divestitures. Moreover, failure to effectively manage VFs portfolio of brands in line with growth targets and shareholder expectations, including

acquisition, divestiture or capital allocation c choices, strategy and timing, inintegration or separation aapproach, and transaction pricing and divestiture timing could result in unfavorable impacts to growth and value creation. 

Our acquisitions and divestitures may cause large one-time expenses or create goodwill or other intangible assets that could result in significant impairment charges. We also make certain estimates and assumptions in order to determine purchase price allocation and estimate the fair value of assets acquired and liabilities assumed. If our estimates or assumptions used to value these assets and liabilities are not accurate, we may be exposed to losses that may be material. 

On September 15, 2025, we announced that we entered into a definitive agreement for Bluestar Alliance LLC to acquire the

Dickies brand business from VF for $600 million in cash. TOn November 12, 2025, we completed the sale, which Dickies brand business sale. Although the sale is expeccompleted to close by , we may not realize some or all the end xpected benefits of calendar year 2025separating the brand, is suncluding strategic and other object to customary closing conditionsives. Further, divestitures involve significant challenges and risks, including obtaining nethe need to provide transition servicessar, which may regulatory approvals. Wesult in stranded costs and the diversion of resources and focus; and the need to separate operations, systems, and Bluestar Alliance LLC may be unable to stechnologies, which is an inherently risky and potentially lengthy and costly process.

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VFsuch closing conditions balance sheet includes a significant amount of intangible assets and goodwill. A decline in a timely manner the fair value of an intangible asset or not at all and, accordingly, of a business unit could result in an asset impairment charge, such as the sale ofrecent impairment charge related to the Dickies brand may be delayed or may notNapapijri reporting unit goodwill.

VFs policy is to evaluate indefinite-lived intangible assets and goodwill for possible impairment as of the be completed. Failure to compleginning of the fourth quarter of each year, or whenever events or changes in circumstances indicate the salat the fair value of the Dickies brand could havsuch assets may be below their carrying amount. In addition, intangible a material anssets that are being amortized adre tested for impairment wheneverse effect on us, events or circumstances including by deladicate that their carrying our strategic and ovalue may not be recoverable. For ther objectives relse impairment tests, we use various valuating to the separation oon methods to estimate the fair value of our business units and intangible assets. If the Dickies brand and adversely affectfair value of an asset is less than its carrying value, we would recognize an impairment charge for the difference.

During our plans to use the proceeds from the sale. Even ithe third quarter of Fiscal 2026, a downward revision in Napapijri financial projections triggered VF to perform a quantitative analysis of the sale is completed, we may not realize some or all Napapijri reporting unit goodwill and indefinite-lived trademark intangible asset. As a result of the expect

impairment testing performed, VF recorded benefits. Furan impairment charge of $30.7 million to ther, divestitures invol Napapijri reporting unit goodwill.

It is possible that we could have significaanother impairment challengesrge for goodwill or trademark and risks,trade name intangible assets including  future periods if (i) the need to businesses do not perform as provide transijected, (ii) overall economic condition services, which may results in Fiscal 2026 or future years vary from our current assumptions (including changes in stranded costdiscount rates, foreign currency exchange rates and the diversion of resariffs), (iii) business conditions or ources and focus; and the need to separate opera strategies for a specific business unit change from our current assumptions, systems, and technologies, which is an(iv) investors require higher rates of return on equity investments inherently risky and pot the marketplace, or (v) entially lengthy anderprise values of comparable publicly traded costly process. In addimpanies, or of actual sales transaction, execus of comparable companies, were to decline, resulting the sain lower comparable multiples of the Dickies brrevenues and will require significant timeearnings before interest, taxes, depreciation and attentmortization from management, which would divert attention from the managemenand, accordingly, lower implied values of goodwill and intangible assets. Any future impairment charge for goodwill or intangible assets could have a material effect ofn our operations and the pursuit of our business stconsolidated financial position or results of operategieions.