Boardroom Alpha
Meeting calendar
KTB · Annual meeting · Thursday, April 23, 2026

Kontoor Brands Inc

6 nominees · 4 ballot items.

Election of six directors; Ratification of PricewaterhouseCoopers LLP as independent auditor; Advisory approval of named executive officer compensation ('Say-on-Pay'); Advisory vote on frequency of future Say-on-Pay votes (1, 2, or 3 years).

Market cap
$4.9B
1Y TSR
+29.2%
Board grade
B-
Record date
Feb 13, 2026
Filing
DEF 14A
Meeting concluded · Apr 23, 2026

Follow how the vote landed and what changed on Kontoor Brands Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot4

  1. 1

    Election of Directors

    ManagementBoard: FOR

    Elect six directors to serve until the 2027 annual meeting.

  2. 2

    Ratification of Appointment of Independent Registered Public Accounting Firm

    ManagementBoard: FOR

    Ratify PricewaterhouseCoopers LLP as Kontoor’s independent registered public accounting firm for fiscal year ending January 2, 2027.

    More detail

    This management proposal asks shareholders to ratify PwC (PricewaterhouseCoopers LLP) as Kontoor’s independent registered public accounting firm for the 2027 fiscal year. Management seeks shareholder ratification primarily as a matter of good governance and shareholder engagement—though the Audit Committee retains ultimate authority to select auditors regardless of the vote. The Audit Committee approved the engagement on February 11, 2026, and PwC has served as auditor since the company’s spin-off in 2019. The proposal is routine and typically receives broker discretionary votes; the Board recommends a vote FOR to show shareholder support and because the Audit Committee evaluated fees and non-audit services and concluded such services did not impair auditor independence. Shareholders’ non-ratification would trigger the Audit Committee to investigate and reconsider the engagement. The proposal is not controversial in the filing and contains standard disclosure on fees, audit-related and tax services, and the pre-approval process.

  3. 3

    Approval of Named Executive Officer Compensation (Say-on-Pay

    ManagementBoard: FOR

    Advisory, non-binding vote to approve the compensation of the named executive officers as disclosed in the proxy statement.

    More detail

    This management proposal requests a non-binding advisory approval of the compensation paid to the named executive officers (NEOs) as disclosed in the Proxy Statement, including the CD&A and related tables. Management frames this as an opportunity for shareholders to express support for Kontoor’s pay-for-performance philosophy and for the Talent and Compensation Committee to consider shareholder feedback when making future compensation decisions. Kontoor highlights significant at-risk compensation (AIP, PRSUs, RSUs), alignment with peer practices, use of independent compensation consultants, robust governance features (clawbacks, stock ownership, anti-hedging) and prior strong shareholder approval (97% support in 2025). The Board recommends a vote FOR. As this is an advisory vote, it will not be binding but the board will consider the outcome.

  4. 4

    Approval of the Frequency of Future Say-on-Pay Votes

    ManagementBoard: FOR

    Advisory, non-binding vote to choose the frequency (1, 2, or 3 years) for future advisory votes on executive compensation; Board recommends 1 year.

    More detail

    This management proposal asks shareholders to indicate their preferred frequency—1, 2, or 3 years—of future non-binding advisory 'Say-on-Pay' votes. Management supports an annual vote, reasoning that annual votes provide more timely shareholder feedback on compensation decisions and are consistent with the company’s engagement practices. While advisory and non-binding, the Board will consider the outcome and plans to reassess periodically. The proposal is routine for public companies and is consistent with the Board’s philosophy of regular shareholder engagement; the Board recommends '1 YEAR.

Director elections

Nominees on the ballot6

Not independent
Tenure on this board
7.2 yrs
Also a director at
Lowes Companies Inc (LOW)
Independent
Tenure on this board
7.2 yrs
Also a director at
Church & Dwight Co Inc (CHD)Yeti Holdings Inc (YETI)
Independent
Tenure on this board
7.2 yrs
Also a director at
Otis Worldwide Corp (OTIS)Clean Harbors Inc (CLH)
Ownership

Top institutional holders10

Latest 13F quarter
1PNC FINANCIAL SERVICES GROUP, INC.10.3%5,677,935$399M
2BlackRock, Inc.10.2%5,645,236$397M
3VANGUARD PORTFOLIO MANAGEMENT LLC6.0%3,323,794$234M
4VANGUARD CAPITAL MANAGEMENT LLC4.4%2,442,349$172M
5STATE STREET CORP3.7%2,046,216$144M
6T. Rowe Price Investment Management, Inc.3.4%1,860,274$131M
7FMR LLC3.2%1,771,456$125M
8BlackRock, Inc.2.8%1,548,812$109M
9Capital World Investors2.3%1,276,410$90M
10DIMENSIONAL FUND ADVISORS LP2.1%1,186,225$83M
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Kontoor Brands Inc 2026 annual meeting?
Kontoor Brands Inc (KTB) holds its 2026 annual shareholder meeting on Thursday, April 23, 2026.
What is the record date for the Kontoor Brands Inc 2026 meeting?
The record date for the Kontoor Brands Inc 2026 meeting is Friday, February 13, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Kontoor Brands Inc's 2026 meeting?
The board is presenting 6 director nominees at the Kontoor Brands Inc 2026 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Kontoor Brands Inc 2026 meeting?
Shareholders will vote on 4 proposals at the Kontoor Brands Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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