Timmi Zalatoris - 14 Mar 2025 Form 4 Insider Report for Sprouts Farmers Market, Inc. (SFM)

Role: Chief Human Resources Officer
Signature: /s/ Brandon F. Lombardi, Attorney-in-Fact for Timmi Zalatoris
Issuer symbol: SFM
Transactions as of: 14 Mar 2025
Net transactions value: -$250,244
Form type: 4
Filing time: 18 Mar 2025, 18:50:58 UTC
Previous filing: 02 Aug 2024
Next filing: 19 Mar 2025
SEC: View on sec.gov

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	$143,743	-1,065	-9.8%	$134.97	9,830	14 Mar 2025	Direct	F1
transaction	SFM	Common Stock, par value $0.001 per share	Award	$0	+6,888	+70%	$0.000000	16,718	15 Mar 2025	Direct	F2
transaction	SFM	Common Stock, par value $0.001 per share	Sale	$106,500	-775	-4.6%	$137.42	15,943	17 Mar 2025	Direct	F1, F3

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

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id	Content
F1	The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
F2	On March 15, 2022, the reporting person was granted performance share awards covering 4,654 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 2024 performance goals as certified by the Issuer's compensation committee. Following certification of achievement of the performance criteria for fiscal 2024 by the Issuer's compensation committee at the 148% performance level, 6,888 shares vested on March 15, 2025.
F3	Includes 12,668 shares of common stock and 3,275 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 1,065 restricted stock units will vest on March 14, 2026 and 2,210 restricted stock units will vest evenly over three years on March 19, 2025, March 19, 2026 and March 19, 2027. All such vests assume continued employment through the applicable vest date.