Sprouts Farmers Market (SFM) awards 2,313 RSUs to director O’Leary

Rhea-AI Filing Summary

O'Leary Joseph D reported acquisition or exercise transactions in this Form 4 filing.

Sprouts Farmers Market director Joseph D. O'Leary received a grant of 2,313 restricted stock units (RSUs) on common stock as compensation. The RSUs were awarded at no cash cost to him and represent the right to receive one share of common stock for each unit.

The RSUs will vest on March 12, 2027, assuming he continues to serve through that date. After this grant, his reported holdings total 17,307 shares, consisting of the 2,313 RSUs plus 14,994 shares of common stock already owned.

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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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^*

O'Leary Joseph D

(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)
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		2,313	A	$0	17,307(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. 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 on March 12, 2027, assuming continued service through such vest date.

2. Includes, in addition to the 2,313 restricted stock units described in Note (1), 14,994 shares of common stock.

Remarks:

	/s/ Brandon F. Lombardi, Attorney-in-Fact for Joseph D. O'Leary	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 transaction did Sprouts Farmers Market (SFM) report for Joseph D. O'Leary?

Sprouts Farmers Market reported that director Joseph D. O'Leary received 2,313 restricted stock units as a grant. Each unit represents one share of common stock, bringing his total reported holdings to 17,307 shares including previously held common stock.

Was the Sprouts Farmers Market (SFM) Form 4 transaction a stock purchase or a compensation grant?

The Form 4 shows a compensation grant, not an open-market stock purchase. Joseph D. O'Leary was awarded 2,313 restricted stock units at no stated purchase price, reflecting equity-based director compensation rather than a discretionary buy in the market.

When do Joseph D. O'Leary’s new Sprouts Farmers Market (SFM) RSUs vest?

The 2,313 restricted stock units granted to Joseph D. O'Leary will vest on March 12, 2027. Vesting is contingent on his continued service through that date, after which each vested unit converts into one share of common stock.

How many Sprouts Farmers Market (SFM) shares does Joseph D. O'Leary hold after this Form 4 transaction?

Following the grant, Joseph D. O'Leary’s reported holdings total 17,307 shares. This includes 2,313 restricted stock units disclosed in the grant and 14,994 shares of common stock that he already held before the new award.

What does the transaction code "A" mean in the Sprouts Farmers Market (SFM) Form 4?

The transaction code "A" on the Form 4 indicates a grant, award, or other acquisition. In this case, it reflects a grant of 2,313 restricted stock units to Joseph D. O'Leary as part of his equity compensation, not a market purchase.

Are Joseph D. O'Leary’s new Sprouts Farmers Market (SFM) restricted stock units immediately exercisable?

The restricted stock units are not immediately vested. They represent the right to receive one share of common stock per unit, but will only convert into shares on March 12, 2027, provided Joseph D. O'Leary continues his service through that vesting date.