Vital Farms (VITL) CFO has 3,192 shares withheld for tax obligation

Rhea-AI Filing Summary

Vital Farms, Inc. Chief Financial Officer Thilo Wrede reported a routine tax-related share disposition. On March 18, 2026, 3,192 shares of common stock were withheld by the company at $15.70 per share to satisfy withholding tax obligations, rather than being sold in the open market. After this transaction, Wrede directly held 75,477 shares of Vital Farms common stock.

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

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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^*

Wrede Thilo

(Last) (First) (Middle)

C/O VITAL FARMS, INC.

3601 SOUTH CONGRESS AVENUE, SUITE C100

(Street)

AUSTIN TEXAS 78704

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Vital Farms, Inc. [ VITL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/18/2026		F(1)		3,192	D	$15.7	75,477	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. Shares withheld by the Issuer to satisfy withholding tax obligation.

	/s/ Francis Cullo, Attorney-in-Fact	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Vital Farms (VITL) disclose for Thilo Wrede?

Vital Farms reported that CFO Thilo Wrede had 3,192 shares of common stock withheld to cover tax obligations. The shares were valued at $15.70 each and were retained by the company, not sold on the open market.

Was the Vital Farms (VITL) insider transaction an open-market sale?

No, the transaction was not an open-market sale. The 3,192 Vital Farms shares were withheld by the company to satisfy tax withholding obligations, a mechanical process often tied to vesting or compensation, rather than a discretionary sale by the CFO.

How many Vital Farms (VITL) shares does CFO Thilo Wrede hold after this Form 4?

After the tax-withholding transaction, CFO Thilo Wrede directly holds 75,477 shares of Vital Farms common stock. This figure reflects his remaining direct ownership following the 3,192-share withholding for tax purposes disclosed in the Form 4.

What price per share was used in the Vital Farms (VITL) tax-withholding transaction?

The tax-withholding disposition used a price of $15.70 per Vital Farms share. This value is reported in the Form 4 as the transaction price per share for the 3,192 common shares withheld by the company to cover tax obligations.

What does transaction code F mean in the Vital Farms (VITL) Form 4 filing?

Transaction code F indicates shares were used to pay an exercise price or tax liability. In this Vital Farms filing, 3,192 shares of common stock were withheld by the issuer to satisfy the CFO’s tax withholding obligation, rather than representing an open-market trade.