VITL: 50,100-Share Sale Notice ($2.31M) on NASDAQ

Vital Farms, Inc. submitted a Form 144 reporting a proposed sale of 50,100 common shares with an aggregate market value of $2,312,115.00.

Rhea-AI Filing Summary

Vital Farms, Inc. submitted a Form 144 reporting a proposed sale of 50,100 common shares with an aggregate market value of $2,312,115.00. The form lists 44,685,980 shares outstanding and an approximate sale date of 08/12/2025 on NASDAQ. The broker named is Morgan Stanley Smith Barney LLC. Acquisition details show 19,552 restricted stock units acquired on 03/10/2023 and 30,548 shares from previously exercised options acquired on 10/12/2023 (the exercised options were paid in cash). No securities were reported sold in the past three months. The filing does not disclose the filer’s CIK or the filer’s relationship to the issuer, which limits the ability to confirm whether this is an affiliate/insider sale.

Positive

• Sale size is modest: 50,100 shares represent a small portion of the reported 44,685,980 outstanding shares
• No sales in prior 3 months: the form reports Nothing to Report for securities sold during the past three months

Negative

• Key filer information missing: the filing does not provide the filer’s CIK or the filer’s relationship to the issuer
• Limited transparency on insider status: absence of relationship and plan adoption/instruction date prevents confirmation of affiliate or 10b5-1 plan status

Insights

Securities Analyst

TL;DR: Proposed sale is small relative to outstanding shares and likely immaterial to float; missing filer identity reduces transparency.

The notice documents a proposed sale of 50,100 shares valued at $2.31M, representing roughly 0.11% of the 44,685,980 shares outstanding listed on the form. Given the modest size, the direct market impact is likely limited. However, the absence of the filer’s CIK and the relationship to the issuer prevents confirming whether the seller is an affiliate subject to Rule 144 aggregation rules, which is important to assess trading restrictions and potential future supply.

Corporate Governance Expert

TL;DR: Form 144 provides transaction and acquisition detail but omits filer identity and relationship, reducing disclosure quality.

The filing supplies clear acquisition history—19,552 RSUs and 30,548 from exercised options with payment type noted—yet critical fields such as the filer CIK and relationship to the issuer are blank. The form also includes a field for plan adoption or 10b5-1 instruction date that is not populated. From a governance and compliance perspective, these omissions limit stakeholders’ ability to evaluate whether the sale is from an insider, an affiliate, or a non-affiliate, and whether any pre-arranged trading plan governs the sale.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does Vital Farms (VITL) report in this Form 144?

The Form 144 reports a proposed sale of 50,100 common shares with an aggregate market value of $2,312,115.00 and an approximate sale date of 08/12/2025 on NASDAQ.

How many shares did the filer acquire and when?

Acquisition details show 19,552 restricted stock units acquired on 03/10/2023 and 30,548 shares from previously exercised options acquired on 10/12/2023 (options paid in cash).

Were any Vital Farms (VITL) shares sold by this person in the past three months?

No. The form states "Nothing to Report" for securities sold during the past three months.

Who is the broker handling the proposed sale?

The broker named on the form is Morgan Stanley Smith Barney LLC.

Does the filing identify the seller or their relationship to Vital Farms?

No. The filing does not disclose the filer’s CIK or the filer’s relationship to the issuer, which limits clarity about whether the seller is an affiliate or insider.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/12/2025 - 04:25 PM EDT 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

144: Filer Information

Filer CIK	0001818591
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: 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	8774553063
Name of Person for Whose Account the Securities are To Be Sold	RUSSELL DIEZ-CANSECO
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	Director
Relationship to Issuer	Officer

144: 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	50100	2312115.00	44685980	08/12/2025	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: 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	03/10/2023	Restricted Stock Units	Issuer			19552	03/10/2023	N/A
Common	10/12/2023	Previously Exercised Stock Options	Issuer			30548	10/12/2023	Cash

* 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: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks	The securities to be sold were acquired upon the vesting of restricted stock units during the period of 03/10/2023 through 03/22/2024. The securities to be sold were acquired upon the vesting of previously exercised stock options during the period of 10/12/2023 through 09/12/2024.
Date of Notice	08/12/2025
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	05/12/2025
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/ Russell Diez-Canseco
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)