Welcome to our dedicated page for Vital Farms SEC filings (Ticker: VITL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Vital Farms, Inc. filings document operating results, governance matters and material events for a public ethical food company built around pasture-raised eggs and related food products. Form 8-K reports furnish earnings releases, Regulation FD updates, product portfolio actions and exit or disposal activity tied to butter offerings.
Proxy and stockholder-meeting disclosures cover director elections, board structure, executive compensation advisory votes, governance policies and shareholder voting results. Other current reports document board appointments, board leadership transitions, committee service, indemnification arrangements and related corporate-governance matters for the Nasdaq-listed Delaware public benefit corporation.
Vital Farms, Inc. (VITL) reported that Chief Supply Chain Officer Joseph Michael Holland had 412 shares of common stock withheld on September 2, 2026 to satisfy a tax withholding obligation related to equity compensation. The shares were valued at $10.12 per share, and he now holds 37,738 shares directly.
No transactions were reported under a Rule 10b5-1 trading plan, and the filing shows no open derivative positions.
Vital Farms, Inc. amended and restated its bylaws, effective August 11, 2026, following approval by its Board of Directors. A subsequent amendment to the current report corrects the omission of the item number in the SEC submission header; the underlying bylaw changes remain the same.
The revised bylaws expand and reorganize advance notice requirements for stockholder director nominations and other business, including broader disclosure obligations for beneficial owners and related parties, enhanced nominee relationship and compensation disclosures, verification and updating procedures, and permitted delivery methods. They also strengthen rules for conducting stockholder meetings, establish director eligibility standards such as availability for Board interviews, and adopt emergency bylaws under Section 110 of the Delaware General Corporation Law to govern Board operations during emergencies, including alternative meeting methods, modified quorum rules, and liability limitations.
Vital Farms, Inc. updated its corporate governance framework by approving and adopting amended and restated bylaws effective August 11, 2026. The changes expand and restructure the advance notice requirements for stockholder nominations and proposals, including broader disclosure obligations for beneficial owners and associated persons, enhanced information on nominee relationships and compensation, verification and update procedures, and permitted delivery methods for stockholder notices. The bylaws also increase the representations and agreements required from stockholder-nominated director candidates.
The amendments clarify the authority of the Board and its Chairperson to set rules and procedures for stockholder meetings and establish eligibility standards for director candidates, including a requirement to be reasonably available for Board or committee interviews. In addition, new emergency bylaws adopted under Section 110 of the Delaware General Corporation Law set governance procedures for emergencies, such as alternative methods for Board meetings, modified quorum rules, and limited liability for emergency actions, along with other technical and conforming updates.
Vital Farms, Inc. entered into new senior secured Credit Facilities totaling $185.0 million: a $60.0 million asset-based revolving credit facility led by JPMorgan and a $125.0 million term loan facility led by Silver Point. The revolver is borrowing-base driven and scheduled to mature on August 4, 2029, with earlier maturity if the term loan is not refinanced. Both facilities are secured by substantially all assets and include covenants limiting additional debt, liens, dividends, investments and affiliate transactions.
The term loan was fully drawn on closing, with proceeds used to repay the prior $60.0 million revolving facility, pay related fees and bolster cash. It bears interest at Term SOFR plus 7.50% (1.00% floor) or Base Rate plus 6.50% (2.00% floor) and includes an exit fee equal to 1.30 times original principal less cash returns to lenders. A separate amendment to the 2024 credit agreement waived a Fixed Charge Coverage Ratio default for the quarter ended June 28, 2026.
For second-quarter 2026, net revenue fell 10.1% to $166.0 million, gross margin dropped to 6.6%, and the company recorded a net loss of $31.1 million (loss of $0.72 per diluted share). Adjusted EBITDA was a loss of $26.6 million. Cash, cash equivalents and marketable securities were $21.2 million with $30.0 million of debt as of June 28, 2026. The company repurchased 1,129,104 shares for $15.0 million before its Board cancelled the stock repurchase program in line with the new Credit Facilities and reaffirmed 2026 guidance for net revenue of $775–$800 million and Adjusted EBITDA of $0–$10 million.
BlackRock Portfolio Management LLC reports beneficial ownership of common stock of Vital Farms, Inc. on a Schedule 13G. The firm beneficially owns 2,207,669 shares of Vital Farms common stock, representing 5.2% of the class as of June 30, 2026.
BlackRock Portfolio Management LLC has sole voting power over 2,001,981 shares and sole dispositive power over 2,207,669 shares, with no shared voting or dispositive power. Various underlying clients have rights to dividends or sale proceeds, but no individual client holds more than five percent of Vital Farms’ outstanding common shares.
BlackRock, Inc. filed an amended Schedule 13G reporting beneficial ownership of 2,964,518 shares of Vital Farms common stock, representing 6.9% of the class as of 06/30/2026.
The filing shows 2,905,567 shares with sole voting power and 2,964,518 shares with sole dispositive power. The amendment reflects holdings aggregated across certain BlackRock business units.
Vital Farms, Inc. reported the results of its annual stockholder meeting held on June 10, 2026. Stockholders elected Russell Diez-Canseco and Kelly Kennedy to serve as directors until the 2029 annual meeting and until their successors are elected and qualified.
Investors also ratified KPMG LLP as independent registered public accounting firm for the fiscal year ending December 27, 2026. In addition, stockholders approved, on a non-binding advisory basis, the compensation of the company’s named executive officers as disclosed in the proxy statement filed on April 27, 2026.
Kennedy Kelly J. reported acquisition or exercise transactions in this Form 4 filing.
Vital Farms director Kelly J. Kennedy received an equity award of 10,436 restricted stock units (RSUs) for Common Stock. The award was granted at no cash cost as compensation and increases Kennedy’s direct holdings to 33,363 shares.
The RSUs will vest on the earlier of June 10, 2027 or the day before Vital Farms’ next annual stockholder meeting, as long as Kennedy remains in continuous service with the company through that date. This filing reflects a routine board-level equity grant rather than an open-market share purchase.
Amoo-Gottfried Kofi Owusu reported acquisition or exercise transactions in this Form 4 filing.
Vital Farms, Inc. director Kofi Owusu Amoo-Gottfried received a grant of 10,436 shares of common stock in the form of restricted stock units. These RSUs vest on the earlier of June 10, 2027 or the day before the next annual stockholder meeting, if he remains in continuous service. Following this award, he directly holds 41,497 shares of Vital Farms common stock. This transaction is a compensation-related equity grant, not an open-market purchase.