Sprouts (SFM) CHRO granted RSUs and options, sells 104 shares for tax

Rhea-AI Filing Summary

Sprouts Farmers Market Chief Human Resources Officer Timmi Zalatoris reported routine equity compensation and a small tax-related share sale. On March 12, 2026, Zalatoris received 1,908 restricted stock units and 4,618 stock options with a $78.84 exercise price, both vesting in thirds annually from March 12, 2027 through March 12, 2029, subject to continued employment. On March 13, 2026, 104 shares were sold at an average price of $79.3798 in a broker-assisted transaction to cover withholding taxes from RSU vesting, described as non-discretionary. After these transactions, Zalatoris holds 15,067 shares of common stock directly, along with multiple RSU awards scheduled to vest between March 19, 2026 and March 12, 2029.

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^*

Zalatoris Timmi

(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 Human Resources 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		1,908	A	$0	15,171	D
Common Stock, par value $0.001 per share	03/13/2026		S(2)		104	D	$79.3798	15,067(3)	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		4,618		(4)	03/12/2033	Common Stock, par value $0.001 per share	4,618	$0	4,618	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. 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.

3. Includes, in addition to the 1,908 shares described in Note (1), 11,039 shares of common stock and 2,120 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 1,473 restricted stock units will vest evenly over two years on March 19, 2026 and March 19, 2027, and 647 restricted stock units will vest evenly over two years on March 12, 2027 and March 12, 2028. All such vests assume continued employment through the applicable vest date.

4. 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 Timmi Zalatoris	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).
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 insider transactions did SFM executive Timmi Zalatoris report?

Timmi Zalatoris reported a grant of 1,908 restricted stock units, 4,618 stock options at a $78.84 exercise price, and a sale of 104 shares at $79.3798 to cover tax withholding tied to RSU vesting.

Was the Sprouts (SFM) insider share sale a discretionary trade?

No. The 104-share sale at $79.3798 was broker-assisted solely to satisfy withholding tax from vested restricted stock units, mandated under the company’s equity incentive plan and explicitly described as not a discretionary trade by the executive.

What new equity awards did SFM grant to Timmi Zalatoris?

Zalatoris received 1,908 restricted stock units and 4,618 stock options with a $78.84 exercise price. Both awards vest in three equal annual installments beginning March 12, 2027, continuing through March 12, 2029, assuming continued employment.

How many Sprouts (SFM) shares does Timmi Zalatoris hold after these transactions?

Following the reported transactions, Zalatoris directly holds 15,067 shares of Sprouts common stock. This figure includes previously held shares plus the new RSU grant, alongside additional unvested RSUs that convert into shares upon future vesting dates.

When will Timmi Zalatoris’s new SFM RSUs and options vest?

The 1,908 new restricted stock units and 4,618 stock 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, contingent on continued employment at each vest date.

What other unvested restricted stock units does SFM’s Timmi Zalatoris hold?

In addition to the 1,908 new RSUs, holdings include 2,120 existing RSUs. Of these, 1,473 vest evenly on March 19, 2026 and March 19, 2027, and 647 vest evenly on March 12, 2027 and March 12, 2028, subject to continued employment.