VinFast Auto Ltd.·4

Jun 22, 6:42 AM ET

Vuong Pham Nhat 4

4 · VinFast Auto Ltd. · Filed Jun 22, 2026

Research Summary

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VinFast (VFS) CEO Vuong Pham Nhat Reclassifies/Exchanges Preference Shares

What Happened

  • Vuong Pham Nhat, CEO of VinFast Auto Ltd. (VFS), reported multiple "other" derivative transactions (code J) on June 19, 2026 involving CPUD preference shares (exchangeable preference securities) held of record by related entities. The Form 4 shows aggregated dispositions of 5,558,672,454 derivative preference shares and aggregated acquisitions of 5,558,672,454 derivative preference shares — netting to zero overall.
  • Transactions had no cash price listed (N/A) because these were exchanges/reclassifications of preference-share instruments rather than open-market buys or sales. Major individual line items include dispositions such as ~4.54B and ~807.5M preference shares and acquisitions such as ~4.34B and ~771.1M preference shares.

Key Details

  • Transaction date: June 19, 2026; Form 4 filed June 22, 2026 (timely filed).
  • Total disposed: 5,558,672,454 derivative preference shares; total acquired: 5,558,672,454 — net zero change.
  • Price: N/A (derivative/preference-share reclassification; no cash consideration reported).
  • Shares owned after transaction: Not specified in the provided excerpt; many of the preference shares are held of record by Vingroup (see footnote F2) and the reporting person disclaims beneficial ownership except to the extent of any pecuniary interest.
  • Notable footnotes: Transactions involve several series of CPUD preference shares in VFTP and VFVN that are exchangeable into VinFast ordinary shares at varying exchange rates (examples: 4.5:1, 1.7:1, 0.204:1 up to 1,281.1:1). Footnote F2 explains a corporate restructuring (announced May 12, 2026) that reallocated certain VFTP preference shares to VFVN; many preference shares are held of record by Vingroup.
  • Filing timeliness: Reported on June 22, 2026 for June 19 transactions — appears timely under Form 4 rules.

Context

  • Code J ("other acquisition or disposition") and the equal gross acquired/disposed totals indicate these were internal reclassifications or exchange/reallocation of preference-share instruments related to the issuer/subsidiaries, not open-market trading by the CEO.
  • These preference shares are convertible/exchangeable into ordinary VinFast shares subject to approvals and the specific series' exchange rates; because exchange rates differ by series, the reported preference-share counts do not directly equal ordinary shares without applying the applicable conversion ratios.
  • The reporting person disclaims beneficial ownership of securities held by Vingroup except to the extent of any pecuniary interest — this suggests the transactions reflect corporate/subsidiary bookkeeping and restructuring more than a personal investment decision by the CEO.

Insider Transaction Report

Form 4
Period: 2026-06-19
Vuong Pham Nhat
DirectorChief Executive Officer
Transactions
  • Other

    VFTP Series 1 Preference Shares

    [F1][F2]
    2026-06-19105,939,3830 total(indirect: By Vingroup)
    From: 2024-12-31Ordinary Shares (23,542,085 underlying)
  • Other

    VFTP Series 2 Preference Shares

    [F3][F2]
    2026-06-19102,589,4570 total(indirect: By Vingroup)
    From: 2024-12-31Ordinary Shares (60,346,739 underlying)
  • Other

    VFTP Series 3 Preference Shares

    [F4][F2]
    2026-06-19807,500,2290 total(indirect: By Vingroup)
    From: 2024-12-31Ordinary Shares (179,444,495 underlying)
  • Other

    VFTP Series 5 Preference Shares

    [F5][F2]
    2026-06-194,542,643,3850 total(indirect: By Vingroup)
    Ordinary Shares (449,766,671 underlying)
  • Other

    VFTP 2026 Series 1 Preference Shares

    [F6][F2]
    2026-06-19+101,166,305101,166,305 total(indirect: By Vingroup)
    From: 2026-06-19Ordinary Shares (186,241 underlying)
  • Other

    VFTP 2026 Series 3 Preference Shares

    [F7][F2]
    2026-06-19+771,118,471771,118,471 total(indirect: By Vingroup)
    From: 2026-06-19Ordinary Shares (1,419,584 underlying)
  • Other

    VFTP 2026 Series 5 Preference Shares

    [F8][F2]
    2026-06-19+4,337,975,5104,337,975,510 total(indirect: By Vingroup)
    From: 2026-06-19Ordinary Shares (3,386,133 underlying)
  • Other

    VFVN Series 1 Preference Shares

    [F9][F2]
    2026-06-19+4,773,0784,773,078 total(indirect: By Vingroup)
    From: 2026-06-19Ordinary Shares (23,397,441 underlying)
  • Other

    VFVN Series 2 Preference Shares

    [F10][F2]
    2026-06-19+102,589,457102,589,457 total(indirect: By Vingroup)
    From: 2026-06-19Ordinary Shares (60,346,739 underlying)
  • Other

    VFVN Series 3 Preference Shares

    [F11][F2]
    2026-06-19+36,381,75836,381,758 total(indirect: By Vingroup)
    From: 2026-06-19Ordinary Shares (178,341,950 underlying)
  • Other

    VFVN Series 5 Preference Shares

    [F12][F2]
    2026-06-19+204,667,875204,667,875 total(indirect: By Vingroup)
    From: 2026-06-19Ordinary Shares (92,651,822 underlying)
Footnotes (12)
  • [F1]CPUD VFTP01 preference shares ("VFTP Series 1 Preference Shares") in the capital of VinFast Trading and Product Joint Stock Company ("VFTP"), a joint stock company organized in Vietnam and a subsidiary of the Issuer. The VFTP Series 1 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 4.5 VFTP Series 1 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP Series 1 Preference Shares have no expiration date.
  • [F10]CPUD VFVN02 preference shares ("VFVN Series 2 Preference Shares") in the capital of VFVN. The VFVN Series 2 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 1.7 VFVN Series 2 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFVN Series 2 Preference Shares have no expiration date.
  • [F11]CPUD VFVN03 preference shares ("VFVN Series 3 Preference Shares") in the capital of VFVN. The VFVN Series 3 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 0.204 VFVN Series 3 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFVN Series 3 Preference Shares have no expiration date.
  • [F12]CPUD VFVN05 preference shares ("VFVN Series 5 Preference Shares") in the capital of VFVN. The VFVN Series 5 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 2.209 VFVN Series 5 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFVN Series 5 Preference Shares have no expiration date.
  • [F2]In connection with the corporate restructuring announced by the Issuer on May 12, 2026, 464,573,166 VFTP preference shares were allocated to VinFast Vietnam Joint Stock Company ("VFVN") and re-classified as preference shares of VinFast Vietnam Joint Stock Company ("VFVN"). The VFTP preference shares and VFVN preference shares reported herein are held of record by Vingroup Joint Stock Company ("Vingroup"), a public company listed on the Ho Chi Minh Stock Exchange, in which the Reporting Person, directly and through a majority-owned affiliate, holds a majority interest. The Reporting Person disclaims beneficial ownership of the securities held by Vingroup except to the extent of his pecuniary interest therein.
  • [F3]CPUD VFTP02 preference shares ("VFTP Series 2 Preference Shares") in the capital of VFTP. The VFTP Series 2 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 1.7 VFTP Series 2 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP Series 2 Preference Shares have no expiration date.
  • [F4]CPUD VFTP03 preference shares ("VFTP Series 3 Preference Shares") in the capital of VFTP. The VFTP Series 3 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 4.5 VFTP Series 3 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP Series 3 Preference Shares have no expiration date.
  • [F5]CPUD VFTP05 preference shares ("VFTP Series 5 Preference Shares") in the capital of VFTP. The VFTP Series 5 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 10.1 VFTP Series 5 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP Series 5 Preference Shares were issued in four tranches on December 30, 2024, March 31, 2025, December 22, 2025, and March 30, 2026, were exercisable from their respective issuance dates, and had no expiration date.
  • [F6]CPUD VFTP01 preference shares issued in June 2026 ("VFTP 2026 Series 1 Preference Shares") in the capital of VFTP. The VFTP 2026 Series 1 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 543.2 VFTP 2026 Series 1 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP 2026 Series 1 Preference Shares have no expiration date.
  • [F7]CPUD VFTP03 preference shares issued in June 2026 ("VFTP 2026 Series 3 Preference Shares") in the capital of VFTP. The VFTP 2026 Series 3 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 543.2 VFTP 2026 Series 3 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP 2026 Series 3 Preference Shares have no expiration date.
  • [F8]CPUD VFTP05 preference shares issued in June 2026 ("VFTP 2026 Series 5 Preference Shares") in the capital of VFTP. The VFTP 2026 Series 5 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 1,281.1 VFTP 2026 Series 5 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFTP 2026 Series 5 Preference Shares have no expiration date.
  • [F9]CPUD VFVN01 preference shares ("VFVN Series 1 Preference Shares") in the capital of VFVN. The VFVN Series 1 Preference Shares are exchangeable for the Issuer's ordinary shares at an exchange rate of 0.204 VFVN Series 1 Preference Shares to 1 ordinary share, subject to obtaining necessary approvals and other conditions. The VFVN Series 1 Preference Shares have no expiration date.
Signature
/s/ Le Thi Dieu My, attorney-in-fact|2026-06-22

Documents

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