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Ownership Document
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| Schema Version: X0508 |
| Document Type: 4 |
| Period of Report: 3/22/24 |
| Not Subject to Section 16: 0 |
| Issuer: |
| Issuer CIK: 1575515 |
| Issuer Name: Sprouts Farmers Market, Inc. |
| Issuer Trading Symbol: SFM |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1834427 |
| | Owner Name: Konat Nicholas |
| Reporting Owner Address: |
| | Owner Street 1: 5455 EAST HIGH STREET, SUITE 111 |
| | Owner Street 2: |
| | Owner City: PHOENIX |
| | Owner State: AZ |
| | Owner ZIP Code: 85054 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: President & COO |
| Aff 10b5 One: 0 |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock, par value $0.001 per share |
| | Transaction Date: |
| | | Value: 3/22/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 31,846 |
| | | Transaction Price Per Share: |
| Value: 62.13 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 82,495 |
| Footnote ID: F2 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Table: |
| Footnotes: |
| Footnote - F1: 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, as mandated by the Issuer's election under its equity incentive plan documents, and does not represent a discretionary trade by the reporting person. |
| Footnote - F2: Includes 47,278 shares of common stock and 35,217 restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of common stock. 26,822 restricted stock units will vest on March 21, 2025, 4,628 restricted stock units will vest evenly over two years on March 14, 2025 and March 14, 2026, and 3,767 restricted stock units will vest evenly over three on March 19, 2025, March 19, 2026 and March 19, 2027, assuming continued employment through the applicable vest date. |
| Remarks: |
| Owner Signature: |
| Signature Name: /s/ Brandon F. Lombardi, Attorney-in-Fact for Nicholas Konat |
| Signature Date: 3/26/24 |
