UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) ~~October 29~~February 16, ~~2025~~2026

Sprouts Farmers Market, Inc.

(Exact name of registrant as specified in its charter)


Delaware	001-36029	32-0331600
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

5455 E. High Street, Suite 111

Phoenix, Arizona 85054

(Address of principal executive offices and zip code)

(480) 814-8016

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, $0.001 par value

SFM

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 25.02. ~~Results~~Departure of ~~Operations~~Directors ~~and~~or ~~Financial~~Principal ~~Condition~~Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

OnRetirement ~~October 29, 2025, Sprouts Farmers Market, Inc. (the “Company”) issued a press release announcing its results~~ of ~~operations for its third fiscal quarter ended September 28, 2025~~J. OnScott ~~the~~Neal same date, the Company posted on its investor relations website, located at investors.sprouts.com, a PowerPoint presentation (the “Earnings Presentation”) that will be used by management during the Company’s earnings conference call. A copy of the press release and the Earnings Presentation are furnished herewith as ~~Exhibits~~Chief ~~99.1~~Merchandising ~~and 99.2, respectively, and are incorporated into this Item 2.02 by reference.~~Officer

~~The~~On ~~information~~February ~~furnished~~16, ~~in this Item 2.02~~2026, ~~including Exhibits 99~~J.1 ~~and~~Scott ~~99.2 attached hereto and incorporated herein~~Neal, isChief ~~being~~Merchandising ~~furnished~~Officer ~~and~~of ~~shall~~Sprouts ~~not~~Farmers beMarket, ~~deemed~~Inc. to(the be “~~filed~~Company”), ~~for~~advised the ~~purposes~~Company of ~~Section~~his 18intent ofto ~~the~~retire ~~Securities~~from ~~Exchange~~his ~~Act~~position ofwith ~~1934,~~the ~~as amended~~Company, oreffective ~~otherwise~~immediately. ~~subject~~It tois ~~the~~expected ~~liabilities of~~ that ~~section,~~Mr. ~~nor~~Neal ~~shall~~will itcontinue ~~be deemed~~ to beserve ~~incorporated~~the byCompany ~~reference~~in ~~into~~an ~~any~~advisory ~~registration~~capacity ~~statement~~through orMarch ~~other~~2026 ~~document~~to ~~filed~~assist ~~pursuant~~with to the ~~Securities~~transition ~~Act~~ of ~~1933,~~his asduties ~~amended,~~to ~~except~~the asCompany’s ~~shall~~newly beappointed ~~expressly~~Chief ~~set~~Merchandising ~~forth by specific reference in such filing~~Officer.

~~Item~~Appointment ~~7.01.~~of ~~Regulation~~Don FDClark ~~Disclosure.~~as Chief Merchandising Officer

~~The~~ On ~~information~~February ~~set~~16, ~~forth~~2026, ~~under~~the ~~Item~~Company ~~2.02~~appointed isDon ~~hereby~~Clark ~~incorporated~~as byits ~~reference~~new Chief Merchandising Officer.

~~The~~ On ~~Company~~February is19, ~~also~~2026, ~~furnishing~~the inCompany ~~this~~issued ~~Current Report on Form 8-K~~ a ~~PowerPoint~~press ~~presentation~~release ~~(the~~announcing ~~“Investor Presentation”) to be used by the Company at~~ various ~~meetings~~management ~~with~~changes, ~~institutional~~including ~~investors or analysts~~Mr. ~~The~~Neal’s ~~Investor~~retirement ~~Presentation may be amended or updated at any time~~ and ~~from~~Mr. ~~time~~Clark’s ~~to time through another Current Report on Form 8-K, a later company filing or other means~~appointment. A copy of the ~~Investor~~press ~~Presentation~~release is furnished ~~herewith~~ as Exhibit 99.31 ~~and~~to isthis ~~incorporated~~Current ~~into~~Report ~~this~~on ~~Item~~Form 78-K.~~01 by reference.~~

The information furnished in this Item 7.01, including Exhibits 99.1, 99.2 and 99.3, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

The Company does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in our expectations or any change in events, conditions, or circumstances on which any forward-looking statement in the attached press release, Earnings Presentation or Investor Presentation is based.

The text of this Current Report on Form 8-K and the attached press release, Earnings Presentation and Investor Presentation are available on the Company’s investor relations website located at investors.sprouts.com, although the Company reserves the right to discontinue that availability at any time.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

ExhibitNumber						Description
99.1						Press release of Sprouts Farmers Market, Inc., dated ~~October~~February 2919, ~~2025,~~2026 entitled “"Sprouts Farmers Market, Inc. ~~Reports~~Announces ~~Third~~Management ~~Quarter 2025 Results”~~Changes"
99.2						Sprouts Farmers Market, Inc. Presentation, dated October 29, 2025, entitled “Q3 2025 Earnings Deck"
99.3						Sprouts Farmers Market, Inc. Presentation, dated October 29, 2025, entitled "Investor Deck"
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SPROUTS FARMERS MARKET, INC.
Date: October 29, 2025	By:	/s/ Brandon F. Lombardi
Date: February 19, 2026	By:	/s/ Brandon F. Lombardi
	Name:	Brandon F. Lombardi
	Title:	Chief Legal Officer and Corporate Secretary

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