Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On October 19, 2021, the Board of Directors (the "Board") of V.F. Corporation
(the "Company") amended and restated the Company's Amended and Restated By-Laws
(as amended and restated, the "By-Laws"), to implement proxy access and make
certain other conforming changes, effective immediately. The By-Laws include a
new Article I, Section 13 to permit a shareholder, or a group of up to 20
shareholders, owning 3% or more of the outstanding shares of the Company's
common stock continuously for at least three years, to nominate and include in
the Company's annual meeting proxy materials director nominees constituting up
to the greater of two nominees or 25% of the Board, subject to certain
limitations and provided that the requirements set forth in the By-Laws are
satisfied. The foregoing summary description of the amendments to the By-Laws is
qualified in its entirety by reference to the full text of the By-Laws, which
are attached hereto as Exhibit 3.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
3.1 Amended and Restated By-Laws of V.F. Corporation, Effective
October 19, 2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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