Sprouts CEO sells 21,576 shares under plan

Rhea-AI Filing Summary

Sprouts Farmers Market, Inc. (SFM) reports that Chief Executive Officer Jack Sinclair exercised stock options for a total of 21,576 shares at an exercise price of $16.47 per share on September 1 and 2, 2026 and sold the corresponding 21,576 shares of common stock in open-market transactions under a Rule 10b5-1 trading plan. After these trades, he continues to hold 231,284 common shares and 38,696 restricted stock units with scheduled vesting through March 2029.

Insider Trade Summary 10b5-1

Exercise and Sale: 21,576 shares ($1.38M approx. pre-tax spread)

Exercise and Sale 6 txns

Insider Sinclair Jack

Role Chief Executive Officer

Sold 21,576 shs ($1.74M)

Approx. gross sale proceeds $1.74M

Approx. exercise cost $355K

Approx. pre-tax spread $1.38M

Type	Security	Shares	Price	Value
Exercise	Stock Option (right to buy) F5	10,788	$0.00	$0.00
Exercise	Common Stock, par value $0.001 per share	10,788	$16.47	$178K
Sale	Common Stock, par value $0.001 per share F1, F3, F4	10,788	$78.2451	$844K
Exercise	Stock Option (right to buy) F5	10,788	$0.00	$0.00
Exercise	Common Stock, par value $0.001 per share	10,788	$16.47	$178K
Sale	Common Stock, par value $0.001 per share F1, F2	10,788	$82.6567	$892K

Holdings After Transaction: Stock Option (right to buy) — 43,152 contracts (Direct); Common Stock, par value $0.001 per share — 269,980 shares (Direct)

Footnotes (5)

1. F1. This transaction was pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
2. F2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.20 to $85.26 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.
3. F3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.27 to $79.64 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.
4. F4. Includes 231,284 shares of common stock and 38,696 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 7,597 restricted stock units will vest on March 19, 2027, 7,882 restricted stock units will vest evenly over two years on March 12, 2027 and March 12, 2028, and 23,217 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 service through the applicable vest date.
5. F5. All such options are presently exercisable.

Key Figures

Shares sold September 1, 2026: 10,788 shares Weighted average sale price September 1, 2026: $82.6567 per share Shares sold September 2, 2026: 10,788 shares +5 more

8 metrics

Shares sold September 1, 2026 10,788 shares Common stock sold in open-market transactions

Weighted average sale price September 1, 2026 $82.6567 per share Sales executed in a range of $80.20 to $85.26 per share

Shares sold September 2, 2026 10,788 shares Common stock sold in open-market transactions

Weighted average sale price September 2, 2026 $78.2451 per share Sales executed in a range of $76.27 to $79.64 per share

Option exercise price $16.47 per share Stock options exercised for 10,788 shares on each of September 1 and 2, 2026

Total shares underlying options exercised 21,576 shares Stock options exercised over two days

Post-transaction common stock holdings 231,284 shares Shares of SFM common stock held by Jack Sinclair after reported trades

Restricted stock units outstanding 38,696 RSUs Each RSU represents the right to receive one share upon vesting

Key Terms

Rule 10b5-1 trading plan, weighted average price, restricted stock units, presently exercisable

4 terms

Rule 10b5-1 trading plan regulatory

"This transaction was pursuant to a Rule 10b5-1 trading plan adopted"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The reported price in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

restricted stock units financial

"Includes 231,284 shares of common stock and 38,696 restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

presently exercisable financial

"All such options are presently exercisable."

FAQ

What did SFM's CEO Jack Sinclair report in this Form 4?

He exercised options for 21,576 shares of Sprouts Farmers Market, Inc. common stock at $16.47 per share and sold 21,576 shares in open-market transactions on September 1 and 2, 2026, pursuant to a Rule 10b5-1 trading plan.

How many SFM shares did the CEO sell and at what prices?

Jack Sinclair sold 10,788 shares on September 1, 2026 at a weighted average price of $82.6567 per share and 10,788 shares on September 2, 2026 at a weighted average price of $78.2451 per share, in multiple transactions within specified price ranges.

Were the SFM insider sales made under a Rule 10b5-1 plan?

Yes. The filing states that the transactions were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person, and the Form 4 indicates the Rule 10b5-1 checkbox as affirmed.

What SFM equity holdings does the CEO have after these transactions?

After the reported trades, Jack Sinclair holds 231,284 shares of common stock and 38,696 restricted stock units, each restricted stock unit representing the right to receive one share of common stock upon vesting.

What are the vesting terms of the SFM restricted stock units held by the CEO?

Of the 38,696 restricted stock units, 7,597 vest on March 19, 2027, 7,882 vest evenly on March 12, 2027 and March 12, 2028, and 23,217 vest evenly on March 12, 2027, March 12, 2028 and March 12, 2029, assuming continued service.

What options did the SFM CEO exercise in this Form 4?

He exercised stock options covering 10,788 shares on September 1, 2026 and 10,788 shares on September 2, 2026, each at an exercise price of $16.47 per share. A footnote states that all such options were presently exercisable and had an expiration date of March 9, 2027.

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Available on EDGAR 09/03/2026 - 07:06 PM Accepted by SEC EDGAR 09/03/2026 - 07:05 PM Learn about SEC filing dates

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).

X

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^*

Sinclair Jack

(Last) (First) (Middle)

20700 N 56TH ST

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

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	09/01/2026		M		10,788	A	$16.47	280,768	D
Common Stock, par value $0.001 per share	09/01/2026		S(1)		10,788	D	$82.6567(2)	269,980	D
Common Stock, par value $0.001 per share	09/02/2026		M		10,788	A	$16.47	280,768	D
Common Stock, par value $0.001 per share	09/02/2026		S(1)		10,788	D	$78.2451(3)	269,980(4)	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)	$16.47	09/01/2026		M			10,788	(5)	03/09/2027	Common Stock, par value $0.001 per share	10,788	$0	53,940	D
Stock Option (right to buy)	$16.47	09/02/2026		M			10,788	(5)	03/09/2027	Common Stock, par value $0.001 per share	10,788	$0	43,152	D

Explanation of Responses:

1. This transaction was pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.20 to $85.26 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.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.27 to $79.64 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.

4. Includes 231,284 shares of common stock and 38,696 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 7,597 restricted stock units will vest on March 19, 2027, 7,882 restricted stock units will vest evenly over two years on March 12, 2027 and March 12, 2028, and 23,217 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 service through the applicable vest date.

5. All such options are presently exercisable.

Remarks:

	/s/ Brandon F. Lombardi, Attorney-in-Fact for Jack L. Sinclair	09/03/2026
	** 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)