SEC Form 4 · accession 0001209191-18-014653
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 26, 2018
Accepted (ET)
Feb 28, 2018 · 6:10 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 share | Feb 26, 2018 | M | 35,322 | $3.3255 | A | 388,311 | D | |
| Common Stock, par value $0.001 per share | Feb 26, 2018 | M | 55,000 | $18.00 | A | 443,311 | D | |
| Common Stock, par value $0.001 per shareF2 | Feb 26, 2018 | S | 79,576 | $25.1608 | D | 363,735 | D | |
| Common Stock, par value $0.001 per shareF3,F4 | Feb 26, 2018 | S | 62,878 | $25.7785 | D | 300,857 | D | |
| Common Stock, par value $0.001 per shareF5 | 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)F6 | $3.3255 | Feb 26, 2018 | M | 35,322 | D | — | Sep 25, 2018 | Common stock, par value $0.001 per share | 35,322 | 0 | D |
| Stock Option (right to buy)F6 | $18.00 | Feb 26, 2018 | M | 55,000 | D | — | Jul 31, 2020 | Common stock, par value $0.001 per share | 55,000 | 0 | D |
| Stock Option (right to buy)F6 | $39.01 | holding | — | — | — | — | Mar 4, 2021 | Common stock, par value $0.001 per share | 33,771 | 33,771 | D |
| Stock Option (right to buy)F6 | $34.33 | holding | — | — | — | — | Mar 11, 2022 | Common stock, par value $0.001 per share | 33,439 | 33,439 | D |
| Stock Option (right to buy)F6 | $20.98 | holding | — | — | — | — | Aug 11, 2022 | Common stock, par value $0.001 per share | 466,561 | 466,561 | D |
| Stock Option (right to buy)F7 | $28.21 | holding | — | — | — | — | Mar 4, 2023 | Common stock, par value $0.001 per share | 113,504 | 113,504 | D |
| Stock Option (right to buy)F8 | $24.48 | holding | — | — | — | — | Aug 11, 2022 | Common stock, par value $0.001 per share | 386,496 | 386,496 | D |
Explanation of responses
- F1The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F2The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.49 to $25.48 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.49 to $25.99 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4Amount includes 75,297 shares of common stock, 125,397 restricted shares and 100,163 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. 4,318 of such performance share awards will vest on March 11, 2018, and the remaining 95,845 performance shares will vest annually over two years on March 3, 2019 and 2020. All such vestings assume continued employment through such dates.
- F5These 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.
- F6All such options are presently exercisable.
- F737,835 options are presently exercisable; the remaining 75,669 options become exercisable evenly on March 4, 2018 and March 4, 2019.
- F8276,070 options are presently exercisable; the remaining 110,426 options become exercisable equally on March 31, 2018 and June 30, 2018.