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Sprouts Farmers Market, Inc.·4

Mar 16, 7:13 PM ET

Hamilton Dustin 4

4 · Sprouts Farmers Market, Inc. · Filed Mar 16, 2026

Research Summary

AI-generated summary of this filing

Updated

Sprouts (SFM) Chief Stores Officer Dustin Hamilton Receives RSU Award

What Happened

  • Dustin Hamilton, Chief Stores Officer of Sprouts Farmers Market (SFM), had two award-type acquisitions reported on March 12, 2026 and a small broker-assisted sale on March 13, 2026. The filing shows a grant/acquisition of 2,445 restricted stock units (RSUs) and a separate acquisition of 5,918 derivative equity units (both reported at $0.00). On March 13 he sold 330 shares in an open market transaction at $79.38 per share, generating $26,195. The awards vest over multiple years per the filing footnotes; the sale was to satisfy tax withholding and was not a discretionary trade.

Key Details

  • Transactions and amounts:
    • 2026-03-12: Award/Grant — 2,445 RSUs @ $0.00 (F1 — RSUs; vest one-third each year on 3/12/27, 3/12/28, 3/12/29 assuming continued employment)
    • 2026-03-12: Award/Grant (derivative) — 5,918 units @ $0.00 (reported as derivative acquisition)
    • 2026-03-13: Sale — 330 shares @ $79.38 = $26,195 (broker-assisted sale)
  • Shares/holdings cited in filing (per footnote): in addition to the 2,445 grant, the filing references 10,959 shares of common stock and 4,192 restricted stock units (see F3 for detailed vesting schedules of those RSUs).
  • Footnotes of note:
    • F1: 2,445 RSUs vest over three years (one-third each March 12, 2027–2029).
    • F2: The 330-share sale was broker-assisted to satisfy withholding tax on vested RSUs and "does not represent a discretionary trade" by the reporting person.
    • F3/F4: Additional holdings and option vesting schedules are detailed in the filing (includes other RSU tranches and options that vest over multi-year schedules).
  • Timeliness: Report filed 2026-03-16 for transactions on 3/12–3/13; filing appears to be within the SEC’s two-business-day rule (not marked late).

Context

  • These transactions are primarily award grants (non-cash compensation) rather than open-market purchases; grants are common for executive compensation and vest over time, so they are not immediate bullish purchases. The small sale was a tax-withholding event, not an independent sell decision. Derivative entries and vesting schedules mean future shares will be issued only if vesting conditions are met.

Insider Transaction Report

Form 4
Period: 2026-03-12
Sprouts Farmers Market, Inc.SFM
Hamilton Dustin
Chief Stores Officer
Transactions
  • Award

    Common Stock, par value $0.001 per share

    [F1]
    2026-03-12+2,445→ 17,926 total
  • Sale

    Common Stock, par value $0.001 per share

    [F2][F3]
    2026-03-13$79.38/sh−330$26,195→ 17,596 total
  • Award

    Stock Option (right to buy)

    [F4]
    2026-03-12+5,918→ 5,918 total
    Exercise: $78.84Exp: 2033-03-12→ Common Stock, par value $0.001 per share (5,918 underlying)
Footnotes (4)
  • [F1]Consists of a grant of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. These restricted stock units will vest over three years, with one-third vesting on March 12, 2027; one-third vesting on March 12, 2028; and one-third vesting on March 12, 2029, assuming continued employment through the applicable vest date.
  • [F2]This transaction was a broker-assisted sale of shares of common stock to satisfy the withholding tax liability incurred upon the vesting of restricted stock units, 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, in addition to the 2,445 shares described in Note (1), 10,959 shares of common stock and 4,192 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 1,178 restricted stock units will vest evenly over two years on March 19, 2026 and March 19, 2027, 1,354 restricted stock units will vest evenly over two years on September 4, 2026 and September 4, 2027, and 1,660 restricted stock units will vest evenly over two years on March 12, 2027 and March 12, 2028. All such vests assume continued employment through the applicable vest date.
  • [F4]These options become exercisable over three years, with one-third vesting on March 12, 2027; one-third vesting on March 12, 2028; and the remaining one-third vesting on March 12, 2029, assuming continued employment through the applicable vest date.
Signature
/s/ Brandon F. Lombardi, Attorney-in-Fact for Dustin Hamilton|2026-03-16

Documents

1 file
  • 4
    wk-form4_1773702836.xmlPrimary

    FORM 4