Lombardi Brandon F. 4
4 · Sprouts Farmers Market, Inc. · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
Sprouts (SFM) CLO Brandon Lombardi Receives Award, Sells Shares
What Happened
Brandon F. Lombardi, Chief Legal Officer of Sprouts Farmers Market (SFM), had 15,552 performance shares vest on March 14, 2026 (awarded at $0). On March 16, 2026 he sold 4,871 shares in a broker-assisted transaction at an average price of $80.82, generating about $393,693. The sale was to satisfy tax withholding and is not a discretionary open-market trade.
Key Details
- Transactions reported: 3/14/2026 — Award/acquisition of 15,552 shares (vested performance shares) at $0.00; 3/16/2026 — Sale of 4,871 shares at $80.82 for $393,693.
- Filing date: 2026-03-17 (covers period of report 2026-03-14). No late-filing flag noted.
- Shares owned after transactions: reported holdings include 12,503 shares of common stock plus 7,504 restricted stock units (RSUs).
- Footnotes: the 15,552 shares vested at the 200% performance level from an award originally granted 3/14/2023 (target was 7,776). The 4,871-share sale was broker-assisted to satisfy tax withholding per the company’s equity-plan election and was not a discretionary sale.
- RSU vesting schedule: 1,406 RSUs vest Mar 19, 2026 & Mar 19, 2027; 1,545 RSUs vest Mar 12, 2027 & Mar 12, 2028; 4,553 RSUs vest evenly Mar 12, 2027–Mar 12, 2029 (vesting assumes continued employment).
Context
This was primarily a vesting of performance shares (non-cash compensation) followed by a tax-withholding sale — routine for executives when equity awards vest. There is no indication the sale reflects discretionary trading intent.
Insider Transaction Report
- Award
Common Stock, par value $0.001 per share
[F1]2026-03-14+15,552→ 24,878 total - Sale
Common Stock, par value $0.001 per share
[F2][F3]2026-03-16$80.82/sh−4,871$393,693→ 20,007 total
Footnotes (3)
- [F1]On March 14, 2023, the reporting person was granted performance share awards covering 7,776 shares of the Issuer's common stock at the target performance level, zero to 200% of which would become eligible to vest based on the achievement of 2025 performance goals as certified by the Issuer's compensation committee. Following certification of achievement of the performance criteria for fiscal 2025 by the Issuer's compensation committee at the 200% performance level, 15,552 shares vested on March 14, 2026.
- [F2]This transaction was a broker-assisted sale of shares of common stock to satisfy the withholding tax liability incurred upon the vesting of performance share awards, as mandated by the Issuer's election under its equity incentive plan documents, and does not represent a discretionary trade by the reporting person.
- [F3]Includes 12,503 shares of common stock and 7,504 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 1,406 restricted stock units will vest evenly over two years on March 19, 2026 and March 19, 2027, 1,545 restricted stock units will vest evenly over two years on March 12, 2027 and March 12, 2028, and 4,553 restricted stock units will vest evenly over three years on March 12, 2027, March 12, 2028 and March 12, 2029. All such vests assume continued employment through the applicable vest date.