SCHEDULE: Vital Farms Founder O'Hayer Maintains 16.05% Stake
Beneficial Ownership Report
Matthew O'Hayer, founder of Vital Farms, Inc., reported a 16.05% beneficial ownership stake in the company as of September 30, 2025.
Summary
- Matthew O'Hayer beneficially owns 7,185,282 shares of Vital Farms, Inc. common stock.
- This ownership represents 16.05% of the company's outstanding common stock.
- The percentage is calculated based on 44,774,520 outstanding shares as reported in the Issuer's Quarterly Report on Form 10-Q for the period ended September 28, 2025.
- His beneficial ownership includes 6,478,457 shares held directly, 400,000 shares over which he has sole voting control via an agreement with Catherine Stewart, 303,212 shares from immediately exercisable options, and 3,613 shares from restricted stock units exercisable within 60 days of September 30, 2025.
Sentiment
Score: 7
Explanation: The filing indicates a significant and stable insider ownership stake by the founder, which can be viewed positively by investors as it aligns management interests with shareholders and demonstrates continued commitment.
Positives
- The founder, Matthew O'Hayer, maintains a significant beneficial ownership stake of 16.05%, which can align management interests with shareholders and signal confidence in the company's future.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Voting Agreement | Matthew O'Hayer has sole voting control over 400,000 shares held by Catherine Stewart, pursuant to a voting agreement. | Not specified, but active as of 09/30/2025 | Consolidates voting power for the reporting person, potentially strengthening founder control and influence over company decisions. |
Stakeholder Impact
- Shareholders: The founder's substantial and stable ownership stake may instill confidence due to aligned long-term interests.
- Management: The founder maintains significant influence over the company's strategic direction and governance through his voting power.
Key Dates
| Date | Description |
|---|---|
| 03/31/2025 | Date of event which requires the filing of this statement. |
| 09/28/2025 | End date of the period for the Issuer's Quarterly Report on Form 10-Q, used for outstanding shares calculation. |
| 09/30/2025 | Date as of which beneficial ownership calculations are made. |
| 11/04/2025 | Date the Issuer's Quarterly Report on Form 10-Q (Commission File No. 001-39411) was filed with the SEC. |
| 11/13/2025 | Date of Matthew O'Hayer's Schedule 13G filing. |
Recommendation
holdThis filing is a routine amendment to a beneficial ownership report, confirming a significant and stable insider stake by the company's founder. While a large insider holding is generally positive, this specific update does not introduce new information or changes in ownership that would typically warrant a shift in investment recommendation (buy or sell). It primarily reaffirms the existing ownership structure.
Keywords
Vital Farms, Matthew O'Hayer, beneficial ownership, Schedule 13G, insider ownership, equity stake, common stock, corporate governance
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