Insider Sale: SFM Director Disposes 10,000 Shares at $147.57 Avg

Rhea-AI Filing Summary

Joseph Fortunato, a director of Sprouts Farmers Market, Inc. (SFM), reported the sale of 10,000 shares of common stock on 08/12/2025. The transaction is reported as a sale (Code S) at a weighted average price of $147.5725, with executed trade prices in the range $147.36 to $147.88. Following the reported transactions, the filing shows Mr. Fortunato beneficially owns 18,164 shares, which the filing clarifies consist of 16,571 common shares plus 1,593 restricted stock units that vest on March 12, 2026 assuming continued service. The Form 4 was filed by one reporting person and signed by an attorney-in-fact on 08/13/2025.

Positive

• Full disclosure of sale details: weighted average price and execution price range are provided
• Post-transaction beneficial ownership disclosed: reporting person retains 18,164 shares
• RSU vesting schedule disclosed: 1,593 restricted stock units vest on 03/12/2026, assuming continued service
• Form signed and filed: signature by attorney-in-fact dated 08/13/2025 indicates completion of reporting

Negative

• Reported disposition of 10,000 shares on 08/12/2025 (Code S)
• Sale executed across multiple prices (range $147.36 to $147.88), indicating the transaction was split into multiple trades

Insights

Financial Analyst

TL;DR: Director Joseph Fortunato sold 10,000 Sprouts (SFM) shares at a $147.5725 weighted average; retains 18,164 shares including 1,593 RSUs.

The filing documents a straightforward Section 16 sale of 10,000 shares on 08/12/2025 reported under Code S, with a disclosed weighted average price and explicit price range. Post-transaction beneficial ownership is reported at 18,164 shares, providing clear, quantifiable ownership data for investors. The disclosure of RSU amounts and vesting date (03/12/2026) helps quantify future potential dilution or insider alignment. Impact on valuation is factual rather than interpretive from this filing alone.

Corporate Governance Expert

TL;DR: Form 4 appears complete: sale disclosed, price range provided, RSUs and vesting date specified, signature by attorney-in-fact included.

The Form 4 identifies the reporting person as a director and indicates the filing was made by one reporting person. The report includes the transaction code, weighted average price, explicit execution price range, and an explanation footnote offering to provide per-transaction details. Restricted stock units and their vesting condition are disclosed. The signature block shows filing via attorney-in-fact on 08/13/2025, meeting standard Form 4 procedural elements present in the document.

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^*

Fortunato Joe

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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, par value $0.001 per share	08/12/2025		S		10,000	D	$147.5725(1)	18,164(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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $147.36 to $147.88 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.

2. Includes 16,571 shares of common stock and 1,593 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 on March 12, 2026, assuming continued service through such vest date.

Remarks:

	/s/ Brandon F. Lombardi, Attorney-in-Fact for Joseph Fortunato	08/13/2025
	** 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.

FAQ

What did the Form 4 for Sprouts (SFM) report?

The Form 4 reports that director Joseph Fortunato sold 10,000 shares of Sprouts common stock on 08/12/2025.

At what price were the Sprouts shares sold on the Form 4?

The shares were sold at a weighted average price of $147.5725, with individual trades ranging from $147.36 to $147.88.

How many Sprouts shares does the reporting person own after the sale?

Following the reported transactions the filing shows 18,164 shares beneficially owned: 16,571 common shares plus 1,593 RSUs.

When do the restricted stock units (RSUs) vest?

The Form 4 states the 1,593 restricted stock units vest on March 12, 2026, assuming continued service through the vest date.

Who signed and filed the Form 4?

The Form 4 was signed by Brandon F. Lombardi, Attorney-in-Fact for Joseph Fortunato on 08/13/2025.