Sprouts CDO sells shares to cover tax withholding

Sprouts Farmers Market Chief Development Officer David McGlinchey reported an open-market sale of 543 shares of common stock at $83.4951 per share.

Accepted by SEC EDGAR 03/19/2026 - 07:30 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Sprouts Farmers Market Chief Development Officer David McGlinchey reported an open-market sale of 543 shares of common stock at $83.4951 per share. According to the disclosure, this was a broker-assisted sale to cover withholding taxes triggered by restricted stock unit vesting and was not a discretionary trade. After the sale, he holds 48,194 shares in total, including common stock and restricted stock units scheduled to vest between 2026 and 2029, subject to continued employment.

Insider Trade Summary

Net Seller: 543 shares

Net Sell 1 txn

Insider McGlinchey David

Role Chief Development Officer

Sold 543 shs ($45K)

Share of Position Sold 1.1%

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.001 per share	543	$83.4951	$45K

Holdings After Transaction: Common Stock, par value $0.001 per share — 48,194 shares (Direct)

Holdings Before and After: Common Stock, par value $0.001 per share, 48,737 to 48,194 shares (Direct)

Other Insiders: 10 other insiders reported open-market sales of this stock in the 30 days up to this filing.

Footnotes (2)

1. F1. This 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.
2. F2. Includes 40,867 shares of common stock and 7,327 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 1,406 restricted stock units will vest evenly over two years on March 19, 2026 and March 19, 2027, 1,500 restricted stock units will vest evenly over two years on March 12, 2027 and March 12, 2028, and 4,421 restricted stock units will vest evenly over three years on March 12, 2027, March 12, 2028 and March 12, 2029. All such vests assume continued employment through the applicable vest date.

FAQ

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What insider transaction did Sprouts Farmers Market (SFM) report for David McGlinchey?

Sprouts reported that Chief Development Officer David McGlinchey sold 543 shares of common stock at $83.4951 per share. The sale was executed as a broker-assisted transaction specifically to cover withholding taxes from restricted stock unit vesting, rather than as a discretionary trade.

Was David McGlinchey’s Sprouts (SFM) stock sale a discretionary trade?

The sale was not discretionary. The filing states it was a broker-assisted sale mandated under the company’s equity incentive plan to satisfy withholding tax liabilities created when restricted stock units vested, meaning the timing and purpose were driven by tax obligations, not active portfolio decisions.

How many Sprouts (SFM) shares does David McGlinchey hold after this Form 4 transaction?

After the transaction, David McGlinchey holds 48,194 shares in total. This includes 40,867 shares of common stock and 7,327 restricted stock units, each unit representing the right to receive one share of common stock upon future vesting dates, assuming continued employment.

What are the key vesting dates for David McGlinchey’s Sprouts (SFM) restricted stock units?

The filing shows 1,406 restricted stock units vesting evenly on March 19, 2026 and March 19, 2027. Additional units vest on March 12, 2027, March 12, 2028, and March 12, 2029, all contingent on Mr. McGlinchey’s continued employment with the company.

How should investors view this Sprouts (SFM) insider tax withholding sale?

The transaction reflects a tax withholding sale tied to equity compensation vesting, not an elective stock sale. Such broker-assisted sales are common when restricted stock units vest and generate tax liabilities, and they do not, by themselves, signal a change in the insider’s outlook on the company.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

McGlinchey David

(Last) (First) (Middle)

5455 E. HIGH STREET, SUITE 111

(Street)

PHOENIX ARIZONA 85054

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sprouts Farmers Market, Inc. [ SFM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Development Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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, par value $0.001 per share	03/18/2026		S(1)		543	D	$83.4951	48,194(2)	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. This 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.

2. Includes 40,867 shares of common stock and 7,327 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 1,406 restricted stock units will vest evenly over two years on March 19, 2026 and March 19, 2027, 1,500 restricted stock units will vest evenly over two years on March 12, 2027 and March 12, 2028, and 4,421 restricted stock units will vest evenly over three years on March 12, 2027, March 12, 2028 and March 12, 2029. All such vests assume continued employment through the applicable vest date.

Remarks:

	/s/ Brandon F. Lombardi, Attorney-in-Fact for David McGlinchey	03/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)