0001209191-23-018027.txt : 20230310 0001209191-23-018027.hdr.sgml : 20230310 20230310200043 ACCESSION NUMBER: 0001209191-23-018027 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230309 FILED AS OF DATE: 20230310 DATE AS OF CHANGE: 20230310 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sinclair Jack CENTRAL INDEX KEY: 0001719121 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36029 FILM NUMBER: 23725374 MAIL ADDRESS: STREET 1: 800 WEST 1ST STREET STREET 2: APT. 2308 CITY: LOS ANGELES STATE: CA ZIP: 90012 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sprouts Farmers Market, Inc. CENTRAL INDEX KEY: 0001575515 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 320331600 STATE OF INCORPORATION: DE FISCAL YEAR END: 0101 BUSINESS ADDRESS: STREET 1: 5455 E. HIGH ST. STREET 2: SUITE 111 CITY: PHOENIX STATE: AZ ZIP: 85054 BUSINESS PHONE: 480-814-8016 MAIL ADDRESS: STREET 1: 5455 E. HIGH ST. STREET 2: SUITE 111 CITY: PHOENIX STATE: AZ ZIP: 85054 FORMER COMPANY: FORMER CONFORMED NAME: Sprouts Farmers Markets, LLC DATE OF NAME CHANGE: 20130426 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2023-03-09 0 0001575515 Sprouts Farmers Market, Inc. SFM 0001719121 Sinclair Jack 5455 EAST HIGH STREET, SUITE 111 PHOENIX AZ 85054 1 1 0 0 Chief Executive Officer Common Stock, par value $0.001 per share 2023-03-09 4 A 0 149999 0.00 A 357637 D Common Stock, par value $0.001 per share 2023-03-10 4 S 0 66709 32.8483 D 290928 D On March 9, 2020, the reporting person was granted performance share awards covering 101,351 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 2022 performance goals as certified by the Issuer's compensation committee, subject to award limitations set forth in the Issuer's equity incentive plan. Although the Issuer's compensation committee certified achievement of the performance criteria for fiscal 2022 at the 200% performance level, due to the plan award limitations, the reporting person's achievement was capped at the 148% performance level and accordingly, 149,999 shares vested on March 9, 2023. This transaction was a broker-assisted sale of shares of common stock to satisfy the withholding tax liability incurred upon the vesting of restricted stock units and performance share awards, as mandated by the Issuer's election under its equity incentive plan documents, and does not represent a discretionary trade by the reporting person. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.84 to $33.42 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Includes 230,108 shares of common stock and 60,820 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 27,512 restricted stock units will vest evenly over two years on March 16, 2023 and March 16, 2024 and 33,308 restricted stock units will vest evenly over three years on March 15, 2023, March 15, 2024 and March 15, 2025. All such vests assume continued employment through the applicable vest dates. /s/ Brandon F. Lombardi, Attorney-in-Fact for Jack L. Sinclair 2023-03-10