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FRPT Form 4: 1,754 Shares Withheld for Taxes at $56.43

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Nicola J. Baty, Chief Operating Officer of Freshpet, Inc. (FRPT), reported two transactions dated 09/01/2025 in which shares were disposed to satisfy tax withholding upon vesting of restricted stock units. The filings show 1,359 shares withheld at $56.43 and 395 shares withheld at $56.43. After these transactions the reported beneficial ownership is listed as 19,871 shares and 19,476 shares, respectively, in a direct ownership form. The Form 4 was signed by an attorney-in-fact, Andrew Lampert, on 09/04/2025. The filing includes an explanation that the shares were withheld to cover tax withholding obligations upon RSU vesting.

Positive

  • Transactions are explicitly described as withholding to cover tax obligations on RSU vesting, clarifying the nature of the dispositions
  • Post-transaction beneficial ownership figures provided (19,871 and 19,476 shares), enabling clear transparency

Negative

  • Reported disposals reduced direct holdings by 1,359 and 395 shares
  • Form 4 does not state total outstanding company shares, so ownership percentage cannot be determined from this filing

Insights

TL;DR: Reported disposals are routine tax-withholding on RSU vesting and do not indicate open-market selling by the officer.

The Form 4 discloses two dispositions explicitly described as withholding to satisfy tax obligations upon restricted stock unit vesting. This is a common administrative transaction and does not reflect an active sale for liquidity. The filing lists direct beneficial ownership figures after withholding, which helps maintain transparency. For governance oversight, these entries are routine but important to document to avoid misinterpretation of executive intent.

TL;DR: Small reductions in reported share counts from tax withholding; no material change to ownership concentration based on the reported numbers.

The transactions reduce reported shares by 1,359 and 395 at a stated price of $56.43 per share, consistent with tax-withholding mechanics on vested RSUs. The document provides exact post-transaction beneficial ownership counts which remain in the ~19k-share range. There is no indication of open-market disposals or additional derivative activity in this filing.

Insider Baty Nicola J.
Role Chief Operating Officer
Type Security Shares Price Value
Tax Withholding Common Stock 1,359 $56.43 $77K
Tax Withholding Common Stock 395 $56.43 $22K
Holdings After Transaction: Common Stock — 19,871 shares (Direct)
Footnotes (1)
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Baty Nicola J.
(Last) (First) (Middle)
C/O FRESHPET, INC.
1450 US-206
(Street)
BEDMINSTER NJ 07921
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Freshpet, Inc. [ FRPT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/01/2025 F(1) 1,359 D $56.43 19,871 D
Common Stock 09/01/2025 F(1) 395 D $56.43 19,476 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.
/s/ Andrew Lampert, as attorney-in-fact for the Reporting Person 09/04/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

Who filed the Form 4 for Freshpet (FRPT)?

The Form 4 was filed on behalf of Nicola J. Baty, Chief Operating Officer of Freshpet, Inc., and signed by attorney-in-fact Andrew Lampert on 09/04/2025.

What transactions were reported on the 09/01/2025 Form 4 for FRPT?

Two dispositions were reported on 09/01/2025: 1,359 shares and 395 shares were withheld at $56.43 per share to cover tax withholding upon RSU vesting.

How many shares did Nicola J. Baty beneficially own after the reported transactions?

The filing reports post-transaction direct beneficial ownership of 19,871 shares and 19,476 shares corresponding to the two reported lines.

Were these transactions open-market sales?

No. The filing's explanation states these were share withholdings to satisfy tax withholding obligations upon restricted stock unit vesting.

What price is shown on the Form 4 for the withheld shares?

The price shown for both withheld share lines is $56.43 per share.