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

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.

Insights

Financial Analyst

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.

Corporate Governance Expert

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.

Insider Trade Summary

Net Seller: 16,700 shares ($770,037)

Net Sell 1 txn

Insider Diez-Canseco Russell

Role PRESIDENT AND CEO

Sold 16,700 shs ($770K)

Type	Security	Shares	Price	Value
Sale	Common Stock	16,700	$46.11	$770K

Holdings After Transaction: Common Stock — 702,476 shares (Direct)

Footnotes (1)

1. These sales were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2025. 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. 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).

Form 4 Insider Transactions: What Each Field Means →

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).
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