SEC Form 4 · accession 0001209191-18-017833
Sprouts Farmers Market, Inc. · SFM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shawn R Gensch
Officer — Chief Marketing Officer
Period of report
Mar 5, 2018
Accepted (ET)
Mar 7, 2018 · 6:26 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 | 5,436 | $0.00 | A | 26,423 | D | |
| Common Stock, par value $0.001 per shareF3,F4 | Mar 5, 2018 | S | 997 | $25.2425 | D | 25,426 | 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 $25.5578 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 5,436 restricted shares described in Note (1), 3,198 shares of common stock, 5,770 shares of restricted stock, and 11,022 performance shares. Each share of restricted stock and performance share award represents the right to receive, upon vesting, one share of common stock. 4,898 shares of restricted stock will vest evenly over two years on March 3, 2019 and 2020. The remaining 872 shares of restricted stock will vest on March 4, 2019. The 11,022 performance shares will vest annually over two years on March 3, 2019 and 2020. All such vests assume continued employment through the applicable dates.