Raquel M. Isely - Nov 1, 2022 Form 4 Insider Report for Natural Grocers by Vitamin Cottage, Inc. (NGVC)

Role
13D Group Member
Signature
/s/ Kemper Isely, by Power of Attorney
Stock symbol
NGVC
Transactions as of
Nov 1, 2022
Transactions value $
-$656
Form type
4
Date filed
11/3/2022, 06:00 PM
Previous filing
Oct 19, 2022
Next filing
Jun 29, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NGVC Common Stock Options Exercise $0 +205 +0.19% $0.00 109K Nov 1, 2022 Direct F1
transaction NGVC Common Stock Tax liability -$656 -57 -0.05% $11.50 109K Nov 1, 2022 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NGVC Restricted Stock Units Options Exercise $0 -205 -3.91% $0.00 5.04K Nov 1, 2022 Common Stock 205 Direct F3, F4
transaction NGVC Restricted Stock Units Award $0 +4K +79.37% $0.00 9.04K Nov 1, 2022 Common Stock 4K Direct F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of NGVC common stock issued to the reporting person upon the vesting of 205 restricted stock units on November 1, 2022, where each restricted stock unit represented the economic equivalent of one share of NGVC common stock.
F2 Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of on this line were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of the restricted stock units.
F3 Each restricted stock unit represents the economic equivalent of one share of NGVC common stock.
F4 In addition to the transactions reported by this Form 4, includes: (a) 200 restricted stock units vesting on June 27, 2023, (b) 100 restricted stock units vesting on each of October 15, 2023 and 2024, (c) 480 restricted stock units vesting on each of October 1, 2023, 2024 and 2025, and (d) 3,200 restricted stock units vesting on September 30, 2024.
F5 These restricted stock units will vest in full on November 1, 2025.

Remarks:

The Reporting Person is a party to a Stockholders Agreement that contains voting agreements and thus is a member of a Schedule 13D group that beneficially owns more than 10% of the issuer's common stock. The number of shares identified as beneficially owned by the Reporting Person excludes shares of Common Stock deemed to be beneficially owned by her solely because of this Stockholders Agreement.