Vital Farms owner Matthew Ohayer sells 66,200 shares

Available on EDGAR 11/10/2026 - 05:15 PM EST Accepted by SEC EDGAR 11/10/2026 - 05:15 PM EST

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Rhea-AI Filing Summary

Vital Farms, Inc. ten percent owner Matthew Ohayer reported direct sales of 3,550 shares on November 6, 2026, at a weighted average price of $9.53, and 66,200 shares on November 9, 2026, at a weighted average price of $9.68. Both sales were made under a Rule 10b5-1 trading plan adopted July 17, 2026. The November 6 holding entry lists 400,000 shares held by his former spouse; Ohayer has sole voting control over those shares but no pecuniary interest in them.

Insider Trade Summary 10b5-1

Net Seller: 69,750 shares

Net Sell 2 txns

Insider OHAYER MATTHEW

Role 10% Owner

Sold 69,750 shs ($675K)

Share of Position Sold 1.1%

Type	Security	Shares	Price	Value
Sale	Common Stock ^{F1, F3}	66,200	$9.68	$641K
Sale	Common Stock ^{F1, F2}	3,550	$9.53	$34K
Holding	Common Stock ^F4	--	--	--

Holdings After Transaction: Common Stock — 6,261,970 shares (Direct); Common Stock — 400,000 shares (Indirect, By former spouse.)

Holdings Before and After: Common Stock, 6,331,720 to 6,261,970 shares (Direct)

Footnotes (4)

F1. These sales were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 17, 2026.
F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.50 to $9.54 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3).
F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.50 to $9.91 inclusive.
F4. Pursuant to an agreement between the Reporting Person and his former spouse, the Reporting Person has sole voting control over the shares. The Reporting Person has no pecuniary interest in the shares.

Key Figures

Shares sold: 3,550 shares Weighted average sale price: $9.53 per share Shares sold: 66,200 shares +3 more

6 metrics

Shares sold 3,550 shares November 6, 2026

Weighted average sale price $9.53 per share November 6, 2026

Shares sold 66,200 shares November 9, 2026

Weighted average sale price $9.68 per share November 9, 2026

Shares held by former spouse 400,000 shares Holding entry dated November 6, 2026; Ohayer has sole voting control and no pecuniary interest

Rule 10b5-1 plan adoption date July 17, 2026 Plan covering the reported sales

Key Terms

Rule 10b5-1 trading plan, weighted average price, sole voting control, pecuniary interest

4 terms

Rule 10b5-1 trading plan regulatory

"made pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The price reported in Column 4 is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

sole voting control regulatory

"the Reporting Person has sole voting control over the shares"

pecuniary interest financial

"has no pecuniary interest in the shares"

FAQ

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

How many VITL shares did Matthew Ohayer sell, and at what prices?

Matthew Ohayer reported selling 3,550 shares on November 6, 2026, at a weighted average price of $9.53, and 66,200 shares on November 9, 2026, at a weighted average price of $9.68. The respective sale-price ranges were $9.50 to $9.54 and $9.50 to $9.91.

Were Matthew Ohayer’s VITL sales made under a trading plan?

Yes. Both reported sales were made under a Rule 10b5-1 trading plan adopted on July 17, 2026.

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

Form 4 Insider Transactions: What Each Field Means →

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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
Estimated average burden
hours per response:			0.5

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^*

OHAYER MATTHEW

(Last)

(First)

(Middle)

C/O VITAL FARMS, INC.

3601 SOUTH CONGRESS AVENUE, SUITE A100

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/06/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/06/2026		S⁽¹⁾		3,550	D	$9.53⁽²⁾	6,328,170	D
Common Stock	11/09/2026		S⁽¹⁾		66,200	D	$9.68⁽³⁾	6,261,970	D
Common Stock								400,000	I⁽⁴⁾	By former spouse.

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These sales were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 17, 2026.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.50 to $9.54 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3).

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.50 to $9.91 inclusive.

4. Pursuant to an agreement between the Reporting Person and his former spouse, the Reporting Person has sole voting control over the shares. The Reporting Person has no pecuniary interest in the shares.

	/s/ Francis Cullo, Attorney-in-Fact	11/10/2026
	** 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)

Source: View Original Filing on SEC EDGAR