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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): March 19, 2024
KONTOOR BRANDS, INC.

(Exact name of registrant as specified in charter)
North Carolina001-3885483-2680248
(State or other jurisdiction
of incorporation)		(Commission file number)(I.R.S. employer
identification number)
400 N. Elm Street
Greensboro, North Carolina 27401
(Address of principal executive offices)
(336) 332-3400
(Registrant’s telephone number, including area code)
 
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 ClassTrading Symbol(s)Name of Each Exchange on which Registered
Common Stock, no par valueKTBNew 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. o


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 19, 2024, Kontoor Brands, Inc. (the “Company”) announced that Thomas E. Waldron, currently the Company’s Executive Vice President, Co-Chief Operating Officer & Global Brand President, Wrangler, will become Executive Vice President and Chief Operating Officer. Christopher M. Waldeck, who is stepping down from his role as Executive Vice President, Co-Chief Operating Officer & Global Brand President, Lee, will remain employed by the Company in a non-executive officer capacity through July 12, 2024, in order to help assure an orderly transition of responsibilities.

In connection with his appointment to the role of Executive Vice President and Chief Operating Officer, Mr. Waldron’s annual base salary was increased from $750,000 to $875,000. His annual cash incentive target was increased from 80% of his base salary to 100% of his base salary and his long-term incentive target award was increased from $1,720,000 to $2,750,000.

A copy of the press release announcing Mr. Waldron’s election is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.Description
Press release issued by Kontoor Brands, Inc., dated March 19, 2024.
104Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are 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.
KONTOOR BRANDS, INC.
Date: March 19, 2024
By:
/s/ Thomas L. Doerr, Jr.
Name:
Thomas L. Doerr, Jr.
Title:Executive Vice President, General Counsel & Secretary