Sprouts Farmers Market (SFM) awards stock options and RSUs to CMO

Rhea-AI Filing Summary

Sprouts Farmers Market, Inc. reported that Chief Merchandising Officer Don Clark received new equity awards. He was granted stock options for 6,688 shares of common stock at an exercise price of $78.84 per share and 16,371 restricted stock units.

The restricted stock units each represent the right to receive one share of common stock upon vesting. Both the RSUs and options vest over three years, with one-third vesting on March 12, 2027, one-third on March 12, 2028, and one-third on March 12, 2029, assuming he remains employed through each vesting date.

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
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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^*

Clark Don

(Last) (First) (Middle)

5455 EAST HIGH STREET, SUITE 111

(Street)

PHOENIX AZ 85054

(City) (State) (Zip)

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 Merchandising Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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, par value $0.001 per share(1)	03/12/2026		A		16,371	A	$0	16,371	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
Stock Option (right to buy)	$78.84	03/12/2026		A		6,688		(2)	03/12/2033	Common Stock, par value $0.001 per share	6,688	$0	6,688	D

Explanation of Responses:

1. Consists 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 12, 2027; one-third vesting on March 12, 2028; and one-third vesting on March 12, 2029, assuming continued employment through the applicable vest date.

2. These options become exercisable over three years, with one-third vesting on March 12, 2027; one-third vesting on March 12, 2028; and the remaining one-third vesting on March 12, 2029, assuming continued employment through the applicable vest date.

Remarks:

	/s/ Brandon F. Lombardi, Attorney-in- Fact for Don Clark	03/16/2026
	** 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).
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FAQ

What equity awards did Sprouts (SFM) grant to Chief Merchandising Officer Don Clark?

Sprouts granted Don Clark stock options for 6,688 shares and 16,371 restricted stock units. The options have a $78.84 exercise price, and each restricted stock unit represents the right to receive one share of common stock upon vesting over time.

How do Don Clark’s new restricted stock units from Sprouts (SFM) vest?

The 16,371 restricted stock units vest in three equal installments over three years. One-third vests on March 12, 2027, another third on March 12, 2028, and the final third on March 12, 2029, assuming continued employment.

What are the terms of Don Clark’s new Sprouts (SFM) stock options?

Don Clark received options to buy 6,688 Sprouts shares at $78.84 per share. These options become exercisable in three equal parts on March 12, 2027, March 12, 2028, and March 12, 2029, subject to his continued employment through each vesting date.

Is Don Clark’s Form 4 transaction in Sprouts (SFM) a market purchase or sale?

The Form 4 shows equity awards, not market trades. Don Clark acquired stock options and restricted stock units as compensation grants, with no purchase price and vesting over several years, rather than buying or selling shares on the open market.

When will Don Clark receive Sprouts (SFM) shares from his restricted stock units?

He will receive one share of Sprouts common stock for each restricted stock unit as it vests. Vesting occurs in three equal installments on March 12, 2027, March 12, 2028, and March 12, 2029, provided he remains employed.