SEC Form 4 · accession 0001209191-18-017819
Sprouts Farmers Market, Inc. · SFM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Leroy Nielsen
Officer — President & COO
Period of report
Mar 5, 2018
Accepted (ET)
Mar 7, 2018 · 6:22 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 | Mar 5, 2018 | A | 24,885 | $0.00 | A | 157,934 | D | |
| Common Stock, par value $0.001 per shareF3,F4 | Mar 5, 2018 | S | 10,551 | $25.2428 | D | 147,383 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Consists of a grant of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. These restricted stock units will vest over three years, with one-third vesting on March 5, 2019; one-third vesting on March 5, 2020; and the remaining one-third vesting on March 5, 2021, assuming continued employment through the applicable vest date.
- F2This transaction was a broker-assisted sale of shares of common stock to satisfy the withholding tax liability incurred upon the vesting of restricted stock units, as mandated by the Issuer's election under its equity incentive plan documents, and does not represent a discretionary trade by the reporting person.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.24 to $25.5352 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.
- F4Includes, in addition to the 24,885 shares described in Note (1) 26,285 shares of common stock, 55,954 restricted shares and 40,259 performance share awards. Each restricted share and performance share award represent the right to receive, upon vesting, one share of common stock. 2,601 restricted shares will vest on June 30, 2018, and 53,353 will vest annually over two years on March 3, 2019 and 2020. 4,318 performance share awards will vest on March 11, 2018, and the remaining 35,941 performance shares will vest annually over two years on March 3, 2019 and 2020. All such vests assume continued employment through the applicable dates.