Brown–Forman management check
BF.B · Consumer Staples · Distillers & Vintners · CEO Lawson E Whiting
Filings as of
3 good · 1 to watch · 3 flagged, across the seven questions below.
- Flag
Have owners done well?
Trailed its chosen peers$100 invested at the start of fiscal 2022 grew to $37, against $152 for the peer group the company picked itself.
- Flag
Does pay follow performance?
Pay moved against returnsOver 5 years, the CEO's pay actually paid (equity valued at the share price) had a correlation of -0.72 with shareholder return. 1 means pay moved in step; below 0, the opposite way.
- Flag
What does the CEO cost owners?
3.5% of net income$25.3m of reported pay in fiscal 2026, against $715.0m of net income.
- Watch
Do they own the stock?
CEO stake ≈ 0.0 years of payThe CEO holds 43,407 shares, directly or through trusts (unvested awards not counted): about 0.0 years of pay. No open-market insider buying or selling in the last six months.
- Good
Are owners being diluted?
Share count shrinkingDiluted shares changed -1.1% a year over the last three fiscal years. Stock-based pay was 0.8% of revenue in the latest year.
- Good
Is leadership stable?
9 leadership filings in 3 yearsCEO in the pay table: Mr. Whiting. 9 filings under 8-K item 5.02 (officers or directors leaving or joining, or new pay arrangements) in the last 3 years.
- Good
Are the books clean?
No red flags on fileNo restatements, auditor changes or late filings since 2021.
Against the S&P 500
Each check's score (0–100) and how it compares: the share of ranked S&P 500 companies it matches or beats, and the median in Consumer Staples.
| Check | Score | At or above | Sector median |
|---|---|---|---|
| Owner returns | 0 | 31 | |
| Pay for performance | 14 | 84 | |
| CEO cost | 4 | 40 | |
| Skin in the game | 0 | 65 | |
| Dilution | 64 | 60 | |
| Stable leadership | 80 | 70 | |
| Clean books | 100 | 100 |
Closest peers
Others in Distillers & Vintners, by management score. Brown–Forman is 33rd of 33 in its sector.
- 185STZConstellation Brands70
- 454KHCKraft Heinz45
- 466TSNTyson Foods41
- 468ELEstée Lauder Companies (The)41
- 473MKCMcCormick & Company38
- 475BF.BBrown–Forman37
Pay versus performance
From the proxy statement filed June 18, 2026. "Actually paid" values stock awards at the share price, so it rises and falls with the stock.
| Fiscal year | CEO | CEO pay | Actually paid | Other executives (avg) | $100 became | Peers | Net income |
|---|---|---|---|---|---|---|---|
| 2026 | Mr. Whiting | $25.3m | $19.1m | $4.4m | $37 | $152 | $715.0m |
| 2025 | — | $13.4m | $6.2m | $2.5m | $49 | $140 | $869.0m |
| 2024 | — | $13.2m | $5.8m | $2.9m | $66 | $122 | $1.0bn |
| 2023 | — | $9.7m | $6.8m | $2.1m | $88 | $119 | $783.0m |
| 2022 | — | $8.4m | $4.5m | $1.6m | $91 | $117 | $838.0m |
The board says pay is tied most to Organic Net Sales Change. Its other key measures: Organic Net Sales(1) Growth, Adjusted Organic Operating Income(1) Growth, Relative TSR, Stock Appreciation.
Insiders and the CEO's stake
Lawson E Whiting (President & CEO) held 43,407 shares directly after their latest Form 4 on May 27, 2026, roughly $1.2m at that filing's price.
No open-market insider buying or selling in the last six months.
Leadership and governance on file
- Jul 13, 2026Leadership change8-K 5.02
- Mar 16, 2026Leadership change8-K 5.02
- Oct 31, 2025Leadership change8-K 5.02
- Aug 25, 2025Leadership change8-K 5.02
- Apr 28, 2025Leadership change8-K 5.02
- Dec 19, 2024Leadership change8-K 5.02
- May 8, 2024Leadership change8-K 5.02
- May 2, 2024Leadership change8-K 5.02
- Jan 10, 2024Leadership change8-K 5.02
- May 31, 2023Leadership change8-K 5.02
- Nov 17, 2022Leadership change8-K 5.02
- Jul 29, 2022Leadership change8-K 5.02
Latest shareholder vote results: Jul 23, 2026, including the say-on-pay vote.
Where the money went
Over 2021–2025: $3.3bn returned to owners in buybacks and dividends, 77% of net income, and $118.0m of pay in stock.
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Revenue | $3.9bn | $4.2bn | $4.2bn | $4.0bn | $3.9bn |
| Net income | $838.0m | $783.0m | $1.0bn | $869.0m | $715.0m |
| Stock-based pay | $15.0m | $18.0m | $25.0m | $28.0m | $32.0m |
| Buybacks | $0 | $0 | $400.0m | $0 | $400.0m |
| Dividends | $831.0m | $378.0m | $404.0m | $420.0m | $427.0m |
| Diluted shares | 481m | 480m | 477m | 473m | 467m |
Educational only, not investment advice. Figures are as filed with the SEC: pay from the proxy's pay-versus-performance table, capital allocation from 10-K XBRL data, insider trades from Form 4s over the last six months, events from the last 5 years of filings. The peer group is the one the company chose. See the method.