Sprouts Farmers Market (NASDAQ: SFM) CDO sells shares for taxes

Rhea-AI Filing Summary

Sprouts Farmers Market Chief Development Officer David McGlinchey reported a small tax-related sale of 297 shares of common stock at an average price of $83.9715 per share. The transaction was a broker-assisted sale to cover withholding taxes due upon the vesting of restricted stock units and was not a discretionary trade.

After the sale, McGlinchey directly holds 47,897 equity-linked interests, including 41,273 shares of common stock and 6,624 restricted stock units. These restricted stock units are scheduled to vest between March 19, 2027 and March 12, 2029, assuming continued employment.

Insider Trade Summary

Net Seller: 297 shares ($24,940)

Net Sell 1 txn

Insider McGlinchey David

Role Chief Development Officer

Sold 297 shs ($25K)

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.001 per share	297	$83.9715	$25K

Holdings After Transaction: Common Stock, par value $0.001 per share — 47,897 shares (Direct)

Footnotes (1)

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. Includes 41,273 shares of common stock and 6,624 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 703 restricted stock units will vest on 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.

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^*

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)
03/20/2026

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	03/20/2026		S(1)		297	D	$83.9715	47,897(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 41,273 shares of common stock and 6,624 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 703 restricted stock units will vest on 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	03/23/2026
	** 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)

FAQ

What did Sprouts Farmers Market (SFM) executive David McGlinchey do in this insider transaction?

David McGlinchey executed a broker-assisted sale of 297 Sprouts Farmers Market shares. The sale was solely to cover withholding taxes triggered by restricted stock unit vesting and was mandated under the company’s equity incentive plan, meaning it was not a discretionary open-market trade.

At what price were the Sprouts Farmers Market (SFM) shares sold in this Form 4 filing?

The 297 Sprouts Farmers Market shares were sold at an average price of $83.9715 per share. This price reflects a tax-withholding related sale tied to restricted stock unit vesting, rather than a discretionary decision to reduce the executive’s investment in the company.

How many Sprouts Farmers Market (SFM) shares does David McGlinchey hold after the reported sale?

Following the tax-related sale, David McGlinchey holds 47,897 equity-linked interests. This includes 41,273 shares of common stock and 6,624 restricted stock units, indicating he retains a substantial ongoing stake in Sprouts Farmers Market after the transaction.

What restricted stock units does the Sprouts Farmers Market (SFM) CDO have outstanding and when do they vest?

David McGlinchey holds 6,624 restricted stock units in Sprouts Farmers Market. These units are scheduled to vest in tranches on March 19, 2027, and evenly over two and three years on March 12, 2027, March 12, 2028, and March 12, 2029, contingent on continued employment.

Was the Sprouts Farmers Market (SFM) insider sale a discretionary trade by the executive?

No. The filing states the sale was a broker-assisted transaction to satisfy withholding tax liabilities from restricted stock unit vesting. It was mandated under the company’s equity incentive plan documents and explicitly described as not a discretionary trade by David McGlinchey.