Hilgendorf Stacy W. 4

What Happened

• Stacy W. Hilgendorf, Vice President & Controller of Sprouts Farmers Market (SFM), received a grant of 2,220 restricted stock units (RSUs) on 2026-03-12 (transaction code A; grant priced at $0.00) and a day later sold 119 shares in an open-market, broker-assisted transaction on 2026-03-13 at $79.38 per share, yielding $9,446 (transaction code S).
• The RSU grant does not require cash payment; the sale was used to satisfy tax withholding obligations tied to the equity vesting.

Key Details

• Transaction dates & prices:
  • 2026-03-12: Award of 2,220 RSUs (price $0.00).
  • 2026-03-13: Sale of 119 shares at $79.38/share; proceeds $9,446.
• Shares/units reported after the transactions: 5,440 shares of common stock and 4,640 RSUs (this total includes the newly granted 2,220 RSUs).
• Notable footnotes:
  • F1: The 2,220 RSUs vest over three years — one-third on 3/12/2027, one-third on 3/12/2028, and one-third on 3/12/2029 (subject to continued employment).
  • F2: The 119-share sale was a broker-assisted sale to satisfy withholding tax from the RSU vesting and was not a discretionary trade by the reporting person.
  • F3: In addition to the 2,220 RSUs just granted, Hilgendorf holds 5,440 common shares and 2,420 other RSUs. Of those 2,420 RSUs, 1,682 vest evenly on 3/19/2026 and 3/19/2027, and 738 vest evenly on 3/12/2027 and 3/12/2028 (all vesting assumes continued employment).
• Filing timeliness: Report filed 2026-03-16 for transactions on 3/12 and 3/13 — within the Form 4 reporting window (timely).

Context

• RSUs are deferred stock awards that convert to shares upon vesting; tax withholding sales (like this one) are common and typically routine, not an indicator of trading bias.
• The larger action here is an award (a non-cash grant) while the small sale (~$9.4k) was to cover taxes, not a market-timed disposition by the insider.