SEC Form 4 · accession 0001209191-18-012581
Sprouts Farmers Market, Inc. · SFM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Amin N. Maredia
Officer — Chief Executive Officer · Director
Period of report
Feb 20, 2018
Accepted (ET)
Feb 22, 2018 · 6:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001575515
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1,F2 | Feb 20, 2018 | A | 95,845 | $0.00 | A | 352,989 | D | |
| Common Stock, par value $0.001 per shareF3 | holding | — | — | — | 65,000 | I | By Amin Maredia Family Growth Fund, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $3.3255 | holding | — | — | — | — | Sep 25, 2018 | Common stock, par value $0.001 per share | 35,322 | 35,322 | D |
| Stock Option (right to buy)F4 | $18.00 | holding | — | — | — | — | Jul 31, 2020 | Common stock, par value $0.001 per share | 55,000 | 55,000 | D |
| Stock Option (right to buy)F4 | $39.01 | holding | — | — | — | — | Mar 4, 2021 | Common stock, par value $0.001 per share | 33,771 | 33,771 | D |
| Stock Option (right to buy)F4 | $34.33 | holding | — | — | — | — | Mar 11, 2022 | Common stock, par value $0.001 per share | 33,439 | 33,439 | D |
| Stock Option (right to buy)F4 | $20.98 | holding | — | — | — | — | Aug 11, 2022 | Common stock, par value $0.001 per share | 466,561 | 466,561 | D |
| Stock Option (right to buy)F5 | $28.21 | holding | — | — | — | — | Mar 4, 2023 | Common stock, par value $0.001 per share | 113,504 | 113,504 | D |
| Stock Option (right to buy)F6 | $24.48 | holding | — | — | — | — | Aug 11, 2022 | Common stock, par value $0.001 per share | 386,496 | 386,496 | D |
Explanation of responses
- F1Represents performance share awards granted to the Reporting Person on March 3, 2017 under the Issuer's 2013 Incentive Plan, as amended. On February 20, 2018, the Compensation Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to such performance share awards. 50% of such shares will vest on each of the second and third anniversaries of the grant date, subject to the Reporting Person's continuous service through such dates.
- F2Includes, in addition to the 95,845 shares described in Note (1), 127,429 shares of common stock, 125,397 restricted shares and 4,318 performance share awards. Each restricted share and performance share award represent the right to receive, upon vesting, one share of common stock. 61,500 of such restricted shares will vest in two equal quarterly installments at the end of each calendar quarter beginning March 31, 2018 and continuing through June 30, 2018, and the remaining 63,897 restricted shares will vest annually over three years on March 3, 2018, 2019 and 2020. The performance share awards will vest on March 11, 2018. All such vestings assume continued employment through such dates.
- F3These shares of common stock are held by Amin Maredia Family Growth Fund, L.P., an entity established by the reporting person for estate planning purposes. The reporting person (i) may be deemed to have beneficial ownership of the shares owned of record thereby, and (ii) has shared voting and investment power with respect to such shares.
- F4All such options are presently exercisable.
- F537,835 options are presently exercisable; the remaining 75,669 options become exercisable evenly on March 4, 2018 and March 4, 2019.
- F6276,070 options are presently exercisable; the remaining 110,426 options become exercisable equally on March 31, 2018 and June 30, 2018.