KONTOOR BRANDS ENTERS INTO DEFINITIVE AGREEMENT TO SELL LEE® BUSINESS TO AUTHENTIC BRANDS GROUP (Form 8-K)

KONTOOR BRANDS ENTERS INTO DEFINITIVE AGREEMENT TO SELL LEE® BUSINESS TO AUTHENTIC BRANDS GROUP

Transaction Valued at up to $1 Billion, including $750 Million Initial Transaction Value

Portfolio Transformation Enables Kontoor to Shift Focus to Higher Growth Brands within Attractive Addressable Markets

GREENSBORO, N.C. - May 21, 2026 - Kontoor Brands, Inc. (NYSE: KTB) today announced it has signed a definitive agreement to sell the Lee® business to Authentic Brands Group (Authentic) for up to $1 billion, including an initial transaction value of $750 million and a $250 million earnout opportunity in future years based on the performance of Lee under Authentic's ownership. The transaction is subject to required regulatory approvals and customary closing conditions.

"The Lee transaction is a deliberate step to sharpen our brand portfolio and unlock investment capacity to fuel accelerated growth for the future of Kontoor," said Scott Baxter, President, Chief Executive Officer and Chairman of the Board of Kontoor Brands. "By increasing our focus on Wrangler and Helly Hansen, two iconic brands with significant white space opportunities, we are better positioned to fuel a higher growth profile and create even greater value for our shareholders."

"I want to reinforce our commitment to support Lee through the sale process and to personally thank the Lee team for getting us to where we are today. We believe this is a great outcome for Kontoor, the Lee business and Authentic," added Baxter.

Transaction Highlights

The divestiture of the Lee business builds on Kontoor's success and advances the Company's strategic and financial growth agenda. Highlights include the following:

Streamlined Brand Portfolio Architecture Allows for Greater Investment in High-Performing, Strategically Aligned Brands

•Brand portfolio with deep heritage, authenticity and category authority in denim, outdoor and workwear

•Sharpens focus on Wrangler® and Helly Hansen®, two iconic brands with significant global growth potential

•Enables more concentrated brand investment and improved execution

•Improves returns on strategic initiatives by aligning resources behind the Company's higher-performing assets

Favorably Shifts Kontoor's Portfolio Towards Higher Growth Categories, Channels, Geographies and Consumers

•Repositions the portfolio towards structurally higher-growth segments anchored in denim, outdoor and workwear

•Enhances Kontoor's long-term growth and profitability profile, reinforcing its commitment to delivering long-term value for shareholders

Increases Capital Allocation Optionality

•Reinforces Kontoor's commitment to a shareholder-focused capital allocation framework, including strategic and disciplined portfolio management and capital stewardship

•Transaction proceeds are anticipated to be deployed through increased share repurchases under our $750 million dollar authorization as well as voluntary term loan payments.

•Creates capacity for disciplined reinvestment behind significant organic growth opportunities

•Strengthens the balance sheet and enhances financial flexibility

Transaction Details

The transaction was unanimously approved by the Board of Directors of Kontoor. The transaction is expected to close in the second half of 2026, subject to the receipt of required regulatory approvals and customary closing conditions.

Kontoor has published further details in a presentation accessible at https://www.kontoorbrands.com/investors.

Advisors

Morgan Stanley & Co. LLC is serving as Kontoor Brands' exclusive financial advisor and Foley & Lardner LLP as its legal advisor.

About Kontoor Brands

Kontoor Brands, Inc. (NYSE: KTB) is a portfolio of three of the world's most iconic lifestyle, outdoor and workwear brands: Wrangler®, Lee® and Helly Hansen®. Kontoor Brands is a purpose-led organization focused on leveraging its global platform, strategic sourcing model and best-in-class supply chain to drive brand growth and deliver long-term value for its stakeholders. For more information about Kontoor Brands, please visit www.KontoorBrands.com.