Gilliam Phipps - May 13, 2021 Form 4 Insider Report for Sprouts Farmers Market, Inc. (SFM)

Role: SVP, Chief Marketing Officer
Signature: /s/ Brandon F. Lombardi, Attorney-in-Fact for Gilliam Phipps
Stock symbol: SFM
Transactions as of: May 13, 2021
Transactions value $: -$60,802
Form type: 4
Date filed: 5/14/2021, 06:07 PM
Next filing: Mar 17, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SFM	Common Stock, par value $0.001 per share	Sale	-$60.8K	-2.36K	-8.04%	$25.72	27K	May 13, 2021	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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 or performance shares, as mandated by the Issuer's election under its equity incentive plan documents, and does not represent a discretionary trade by the reporting person.
F2	Includes 5,609 shares of common stock and 21,433 restricted shares. Each restricted share represents the right to receive, upon vesting, one share of common stock. 15,944 shares will vest evenly over two years on May 12, 2022 and May 12, 2023, and 5,489 shares will vest over three years, with one-third vesting on March 16, 2022; one-third vesting on March 16, 2023; and the remaining one-third vesting on March 16, 2024, assuming continued employment through the applicable vest dates.

Content

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 or performance shares, as mandated by the Issuer's election under its equity incentive plan documents, and does not represent a discretionary trade by the reporting person.

Includes 5,609 shares of common stock and 21,433 restricted shares. Each restricted share represents the right to receive, upon vesting, one share of common stock. 15,944 shares will vest evenly over two years on May 12, 2022 and May 12, 2023, and 5,489 shares will vest over three years, with one-third vesting on March 16, 2022; one-third vesting on March 16, 2023; and the remaining one-third vesting on March 16, 2024, assuming continued employment through the applicable vest dates.