OHAYER MATTHEW 4

What Happened
Matthew Ohayer, a reported 10% owner of Vital Farms (VITL), sold a total of 20,000 shares on February 2, 2026, in two open‑market transactions. He disposed of 18,400 shares at a reported weighted average price of $27.87 (proceeds $512,808) and 1,600 shares at a reported weighted average price of $28.33 (proceeds $45,328), for combined gross proceeds of approximately $558,136. These were sales (not purchases), and the filing indicates they were executed pursuant to a pre‑arranged Rule 10b5‑1 trading plan.

Key Details

• Transaction date: 2026-02-02 (reported on Form 4 filed 2026-02-04). Filing appears timely.
• Trades:
  • 18,400 shares sold, reported price $27.87, proceeds $512,808. Footnote F2: shares sold across multiple prices from $27.29 to $28.27 (weighted avg reported).
  • 1,600 shares sold, reported price $28.33, proceeds $45,328. Footnote F3: shares sold across multiple prices from $28.30 to $28.41 (weighted avg reported).
• Total shares sold: 20,000; total proceeds ≈ $558,136.
• Footnote F1: Sales were made under a Rule 10b5‑1 trading plan adopted March 14, 2025.
• Footnote F4: Reporting person has sole voting control over certain shares per an agreement with a former spouse but reportedly has no pecuniary interest in those shares.
• Shares owned after transaction: not specified in the provided excerpt of the filing.

Context

• These were open‑market sales under a 10b5‑1 plan, which are pre‑arranged and often used to avoid trading-window issues; they are routine and do not by themselves indicate insider sentiment about the company’s prospects.
• As a 10% owner, Ohayer is a significant holder; such holders’ sales can be material to ownership structure but do not necessarily reflect management views.