Vital Farms (VITL) CPO receives 13,675 RSUs and withholds shares for taxes

Rhea-AI Filing Summary

Vital Farms, Inc. Chief People Officer Van Hoven Reena Chauhan reported mixed equity transactions in company common stock. On March 5, 2026, she received a grant of 13,675 restricted stock units (RSUs) at no cost, vesting in three equal annual installments starting March 5, 2027, contingent on continued service.

On March 4, 2026, 855 shares of common stock at $20.30 per share were disposed of to cover withholding tax obligations, with shares withheld by the issuer rather than sold in the open market. Following these transactions, her directly held common stock positions reflected updated share totals as reported.

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^*

Van Hoven Reena Chauhan

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		F(1)		855	D	$20.3	9,910	D
Common Stock	03/05/2026		A		13,675(2)	A	$0	23,585	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.

2. Represents a restricted stock unit ("RSU") award. The RSUs vest in three equal annual installments commencing on March 5, 2027, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date.

	/s/ Francis Cullo, Attorney-in-Fact	03/06/2026
	** 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).
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FAQ

What did Vital Farms (VITL) disclose about insider equity awards in this Form 4?

Vital Farms reported a grant of 13,675 restricted stock units to Chief People Officer Van Hoven Reena Chauhan. The award vests in three equal annual installments starting March 5, 2027, conditioned on her continued service with the company on each vesting date.

How do the RSUs granted to the Vital Farms (VITL) executive vest over time?

The 13,675 RSUs granted to the Chief People Officer vest in three equal annual installments. Vesting begins on March 5, 2027, and continues annually, with each tranche requiring the executive’s continuous service with Vital Farms through the applicable vesting date.

What is the nature of the share disposition reported for Vital Farms (VITL) executive?

The Form 4 shows a disposition of 855 Vital Farms common shares at $20.30 per share. Footnotes state these shares were withheld by the issuer solely to satisfy the executive’s tax withholding obligations, rather than being sold in an open-market transaction.

Did the Vital Farms (VITL) executive pay for the RSU grant reported in the Form 4?

No cash payment was reported for the RSU grant. The 13,675 restricted stock units were acquired at a stated price of $0.00 per share, reflecting an equity compensation award tied to continued service and future vesting rather than a purchase.

Who is the insider involved in this Vital Farms (VITL) Form 4 filing?

The insider is Van Hoven Reena Chauhan, who serves as Chief People Officer at Vital Farms. She reported both an RSU equity award and a tax-related share withholding transaction involving the company’s common stock during early March 2026.