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[Form 4] Vital Farms, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Russell Diez-Canseco, President, CEO and Director of Vital Farms, Inc. (VITL), reported an open-market sale of 16,700 shares on 08/12/2025 under a Rule 10b5-1 trading plan adopted May 12, 2025. The filing shows a weighted average sale price of $46.11, with individual trade prices ranging from $45.39 to $46.31. After the disposition, the reporting person beneficially owns 702,476 shares directly, which includes 277 shares acquired on May 15, 2025 under the companys Employee Stock Purchase Plan. The Form 4 was signed by an attorney-in-fact on 08/14/2025.

Positive
  • None.
Negative
  • None.

Insights

TL;DR: CEO sold 16,700 shares via a pre-established 10b5-1 plan at a $46.11 weighted average; retains 702,476 shares.

The sale was executed under a Rule 10b5-1 plan adopted May 12, 2025, which signals the disposition was pre-planned rather than opportunistic. The disclosure includes a weighted average price and the reported price range, and the filer offers to provide detailed per-trade pricing on request. This maintains transparency for investors monitoring insider activity while showing the CEO remains a substantial shareholder with 702,476 shares outstanding after the sale.

TL;DR: Transaction appears compliant with Rule 10b5-1 and properly disclosed; includes attorney-in-fact signature.

The Form 4 indicates formal governance practices: adoption of a 10b5-1 plan, clear explanation of the weighted average price and range, and execution documented via an attorney-in-fact signature dated 08/14/2025. The filing also notes that 277 shares were acquired under the companys ESPP in an exempt transaction, demonstrating routine equity compensation activity alongside the planned sale.

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).
X
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*
Diez-Canseco Russell

(Last) (First) (Middle)
C/O VITAL FARMS, INC.
3601 SOUTH CONGRESS AVENUE, SUITE C100

(Street)
AUSTIN TX 78704

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Vital Farms, Inc. [ VITL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
PRESIDENT AND CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 08/12/2025 S(1) 16,700 D $46.11(2) 702,476(3) 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. These sales were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.39 to $46.31 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 range set forth in this footnote.
3. Includes 277 shares that were acquired on May 15, 2025 under the Issuer's Employee Stock Purchase Plan in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c).
/s/ Francis Cullo, Attorney-in-Fact 08/14/2025
** 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.
Vital Farms, Inc.

NASDAQ:VITL

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VITL Stock Data

1.46B
35.15M
21.71%
94.17%
17.76%
Farm Products
Food and Kindred Products
Link
United States
AUSTIN