VITL filer notifies sale of 45,000 common shares

VITL-related filer reports a proposed sale of 45,000 common shares.

Rhea-AI Filing Summary

VITL-related filer reports a proposed sale of 45,000 common shares. The filing lists prior 10b5-1 sales by Matthew Ohayer totaling individual transactions of 5,000 on 12/15/2025, 25,000 on 01/02/2026, and 20,000 on 02/02/2026 with proceeds shown as $176,250, $771,371, and $558,215 respectively.

Insights

Securities Counsel

Form 144/A documents proposed resale activity under 10b5-1 and prior sales by the reporting party.

The filing lists a proposed registration/offer of 45,000 common shares and discloses executed 10b5-1 sales by Matthew Ohayer on 12/15/2025, 01/02/2026, and 02/02/2026 with the proceeds shown in the excerpt.

Sale mechanics, timing relative to registration effectiveness, and whether proceeds go to the issuer or selling holder are not specified in the provided excerpt; subsequent filings or transaction confirmations will show final settlement and cash‑flow treatment.

FAQ

What does VITL's Form 144/A disclose about the shares offered?

The filing lists a proposed sale of 45,000 common shares. The excerpt ties that amount to the securities description and a 2015 founders share entry but does not provide further sale terms.

Who executed recent 10b5-1 sales listed in the filing for VITL?

The excerpt shows 10b5-1 sales by Matthew Ohayer. Transactions listed: 5,000 shares on 12/15/2025, 25,000 on 01/02/2026, and 20,000 on 02/02/2026.

What proceeds are shown for the recent sales in the Form 144/A?

Proceeds in the excerpt are listed as $176,250 for 5,000 shares, $771,371 for 25,000, and $558,215 for 20,000 shares, respectively.

Does the filing state who receives the sale proceeds for the registered shares?

The provided excerpt does not state the recipient of proceeds. It lists the offered/registerable amount and prior sales; cash‑flow treatment is not shown in the excerpt.

Are the listed transactions part of an active 10b5-1 plan?

Yes; the excerpt labels the recent transactions as 10b5-1 sales for Matthew Ohayer, indicating they were executed under a trading plan as disclosed in the table.

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Accepted by SEC EDGAR 03/03/2026 - 05:08 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144/A

144/A: Filer Information

Filer CIK	0001025680
Filer CCC	XXXXXXXX
Previous Accession Number Of The Filing	0001950047-26-002006
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144/A: Issuer Information

Name of Issuer	Vital Farms, Inc.
SEC File Number	001-39411
Address of Issuer	3601 SOUTH CONGRESS AVENUE SUITE C100 AUSTIN TEXAS 78704
Phone	(877) 455-3063
Name of Person for Whose Account the Securities are To Be Sold	OHAYER MATTHEW
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Former Director, Former Officer and 10% Owner

144/A: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	45000	949050.00	44797125	03/02/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144/A: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	01/16/2015	Founders Shares	Issuer			45000	01/16/2015	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144/A: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for MATTHEW OHAYER 3601 South Congress Avenue Suite C100 Austin TX 78704	Common	02/02/2026	20000	558215.00
10b5-1 Sales for MATTHEW OHAYER 3601 South Congress Avenue Suite C100 Austin TX 78704	Common	01/02/2026	25000	771371.00
10b5-1 Sales for MATTHEW OHAYER 3601 South Congress Avenue Suite C100 Austin TX 78704	Common	12/15/2025	5000	176250.00

144/A: Remarks and Signature

Remarks	The Form 144 is amended to update the Seller's affiliation status to Former director, Former Officer and 10 percent Owner.
Date of Notice	03/03/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	03/14/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Matthew O' Hayer
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)