VITL Form 4: CEO increases stake to 666,418 shares

Rhea-AI Filing Summary

Vital Farms, Inc. (VITL) insider President and CEO, who also serves as a director, reported a routine purchase of company stock. On 11/17/2025, the reporting person acquired 309 shares of Vital Farms common stock at a price of $26.13 per share through the company’s 2020 Employee Stock Purchase Plan. After this transaction, the insider beneficially owned 666,418 shares of Vital Farms common stock, held directly. The filing notes that the purchase under the ESPP was structured to be exempt from certain short-swing profit rules under Rule 16b-3.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Diez-Canseco Russell

Role PRESIDENT AND CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	309	$26.13	$8K

Holdings After Transaction: Common Stock — 666,418 shares (Direct)

Footnotes (1)

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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).

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)
11/17/2025

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	11/17/2025		A(1)		309	A	$26.13	666,418	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 shares were acquired under the Issuer's 2020 Employee Stock Purchase Plan (the "ESPP") in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c). In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of Issuer's common stock on the purchase date.

	/s/ Francis Cullo, Attorney-in-Fact	11/19/2025
	** 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.

FAQ

What insider transaction did Vital Farms (VITL) report in this Form 4?

The Form 4 reports that the President and CEO, who is also a director, acquired 309 shares of Vital Farms common stock on 11/17/2025 through the 2020 Employee Stock Purchase Plan.

At what price were the Vital Farms (VITL) shares acquired in this transaction?

The 309 shares of Vital Farms common stock were acquired at a price of $26.13 per share under the company’s 2020 Employee Stock Purchase Plan.

How many Vital Farms (VITL) shares does the reporting person own after this transaction?

Following the reported purchase, the insider beneficially owned 666,418 shares of Vital Farms common stock, held in direct ownership.

What plan was used for the insider purchase of Vital Farms (VITL) shares?

The shares were acquired under Vital Farms’ 2020 Employee Stock Purchase Plan (ESPP), which allows eligible employees to buy company stock, typically at a discount.

Was the Vital Farms (VITL) insider transaction exempt under Rule 16b-3?

Yes. The filing states that the shares were acquired in a transaction exempt under both Rule 16b-3(d) and Rule 16b-3(c) under the Securities Exchange Act.

How is the purchase price determined under the Vital Farms (VITL) ESPP?

According to the explanation, shares under the ESPP were purchased at a price equal to 85% of the closing price of Vital Farms common stock on the purchase date.