8-K

Sprouts Farmers Market, Inc. (SFM)

8-K 2021-08-05 For: 2021-08-05
View Original
Added on April 07, 2026

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) August 5, 2021

Sprouts Farmers Market, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-36029 32-0331600
(State or other jurisdiction<br><br>of incorporation or organization) (Commission<br><br>File Number) (I.R.S. Employer<br><br>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. ☐

Item 2.02. Results of Operations and Financial Condition.

On August 5, 2021, Sprouts Farmers Market, Inc. (the “Company”) issued a press release announcing its results of operations for its second fiscal quarter ended July 4, 2021. On the same date, the Company posted on its investor relations website, located at investors.sprouts.com, a PowerPoint presentation (the “Presentation”) that will be used by management during the Company’s earnings conference call. A copy of the press release and the Presentation are furnished herewith as Exhibits 99.1 and 99.2, respectively, and are incorporated into this Item 2.02 by reference.

The information furnished in this Item 2.02, including Exhibits 99.1 and 99.2 attached hereto and incorporated herein, 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 text of this Current Report on Form 8-K is 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 7.01. Regulation FD Disclosure.

The information set forth under Item 2.02 is hereby incorporated by reference.

The information furnished in this Item 7.01, including Exhibits 99.1 and 99.2, 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 or Presentation is based.

The text of this Current Report on Form 8-K and the attached press release and 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

Exhibit<br><br>Number Description
99.1 Press release of Sprouts Farmers Market, Inc., dated August 5, 2021, entitled “Sprouts Farmers Market, Inc. Reports Second Quarter 2021 Results”
99.2 Sprouts Farmers Market, Inc. Presentation, dated August 5, 2021, entitled “Q2 2021 Earnings”
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: August 5, 2021 By: /s/ Brandon F. Lombardi
Name: Brandon F. Lombardi
Title: Chief Legal Officer and Corporate Secretary

EX-99.1

Exhibit 99.1

img150276533_0.jpg

Investor Contact: Media Contact:
Susannah Livingston Diego Romero
(602) 682-1584 (602) 682-3173
susannahlivingston@sprouts.com media@sprouts.com

Sprouts Farmers Market, Inc. Reports Second Quarter 2021 Results

PHOENIX, Ariz. – (Globe Newswire) – August 5, 2021 – Sprouts Farmers Market, Inc. (Nasdaq: SFM) today reported results for the 13-week second quarter ended July 4, 2021.

Second Quarter Highlights(1):

 Net sales of $1.5 billion; a 7% decrease from the same period in 2020 and a 7% increase from the same period in 2019

 Comparable store sales growth of -10.0% and two-year comparable store sales growth of -0.6%(2)

 Net income of $61 million; compared to net income of $67 million and adjusted net income(3) of $70 million in the same period in 2020; and compared to net income of $35 million from the same period in 2019

 Diluted earnings per share of $0.52; compared to $0.57 diluted earnings per share and adjusted diluted earnings per share(3) of $0.59 in the same period in 2020; and compared to $0.30 diluted earnings per share from the same period in 2019

"I am pleased with our strong profit results in the second quarter, continuing to build on the positive step change in financial performance we made in 2020,” said Jack Sinclair, chief executive officer of Sprouts Farmers Market. "As I look forward to the balance of the year, I am excited about growing our differentiated brand proposition. We continue to lead with our strategic priorities of investing in innovation and our new store format, accelerating our marketing initiatives to deepen our relationship with our target customer, and leveraging an advantaged fresh supply chain, setting the foundation for Sprouts' long-term growth.”

1 The Company’s results for the second quarter of 2020 were significantly impacted by the COVID-19 pandemic.  Accordingly, this presentation also includes certain comparisons to results in the second quarter of 2019.

2 To account for the 53rd week in fiscal 2020 we shifted each week back one week, thereby ignoring the first week of fiscal 2020 to better align holidays for comparison purposes.  More information can be found at investors.sprouts.com under additional reports.

3 Adjusted net income and adjusted diluted earnings per share, non-GAAP financial measures, exclude the impact of certain special items. There were no such adjustments for the quarter ended July 4, 2021. See the “Non-GAAP Financial Measures” section of this release for additional information about these items.

Second Quarter 2021 Financial Results

Net sales for the second quarter of 2021 were $1.5 billion, a 7% decrease compared to the same period in 2020. Net sales were driven by new stores opened, offset by a decrease of 10.0% in comparable store sales due to the impact from the COVID-19 pandemic during the second quarter of last year.

Gross profit for the quarter decreased 10.2% to $550 million, resulting in a gross profit margin of 36.1%, a decrease of 115 basis points compared to the same period in 2020. This decrease was predominantly related to lapping opportunistic produce buys and exceptionally low shrink from elevated demand last year due to the impact from the COVID-19 pandemic. Our efficient promotions, attractive everyday pricing, and differentiated assortment continue to result in margins superior to our historic trends, contributing to a 330 basis point increase over second quarter 2019.

Selling, general and administrative expenses ("SG&A")  for the quarter decreased $52 million to $436 million, or 28.7% of sales, a leverage of 108 basis points compared to the same period in 2020. This primarily reflects lower COVID-19 pandemic response costs, including incentive compensation in the prior year, along with lower e-commerce expense. This was partially offset by sales deleverage. Compared to the same period in 2019, SG&A increased 14%.

Depreciation and amortization for the quarter was $30 million, or 2.0% of sales, an increase of 14 basis points compared to the same period in 2020 as a result of sales deleverage.

Store closure and other costs, net for the quarter were a credit of $0.4 million compared to $0.5 million in the same period of 2020.

Net income for the quarter was $61 million, compared to $67 million for the same period in 2020. Diluted and adjusted diluted earnings per share (“EPS”) was $0.52, compared to diluted earnings per share of $0.57 and adjusted diluted earnings per share of $0.59 for the same period in 2020 (see "Non-GAAP Financial Measures”).

Unit Growth and Development

During the second quarter of 2021, Sprouts opened up one new store, resulting in 363 stores in 23 states as of July 4, 2021. Due to continued difficulties in obtaining necessary equipment from third parties because of supply chain delays complicated by the COVID-19 pandemic, approximately seven planned new store-openings in the fourth quarter of 2021 may be delayed until 2022.

Leverage and Liquidity

Sprouts generated cash from operations of $177 million year-to-date through July 4, 2021 and invested $27 million in capital expenditures net of landlord reimbursement, primarily for new stores. Sprouts ended the quarter with a $250 million balance on its revolving credit facility, $39 million of letters of credit outstanding under the facility, $221 million in cash and cash equivalents, and $213 million available under the current share repurchase authorization. Through July 4, 2021, we have repurchased 3.3 million shares of common stock under this authorization for a total investment of $87 million. Year-to-date through August 2, 2021, we have repurchased 4.3 million shares of common stock for a total investment of $112 million.

Full Year 2021 Outlook

We have adjusted our fiscal 2021 outlook, reflecting our year-to-date performance and our expectations for the remainder of the year:

Full-year 2021 Guidance
52-week to 52-week
Net sales growth Down low single digits
Unit growth 13- 20 new stores, subject to equipment delays
Comparable store sales growth (5.0%) to (7.0%)
Adjusted EBIT $305M to $325M
Adjusted diluted earnings per share $1.90 to $2.02
Effective tax rate Approximately 25%
Capital expenditures $110M to $125M
(net of landlord reimbursements)

Second Quarter 2021 Conference Call

Sprouts will hold a conference call at 2 p.m. Pacific Daylight Time (5 p.m. Eastern Daylight Time) on Thursday, August 5, 2021, during which Sprouts executives will further discuss second quarter 2021 financial results.

A webcast of the conference call will be available through Sprouts’ investor relations webpage located at investors.sprouts.com. Participants should register on the website approximately 15 minutes prior to the start of the webcast.

The audio replay will remain available for 72 hours and can be accessed by dialing 855-859-2056 (toll-free) or 404-537-3406 (international) and entering the confirmation code: 8184596.

Important Information Regarding Outlook

There is no guarantee that Sprouts will achieve its projected financial expectations, which are based on management estimates, currently available information and assumptions that management believes to be reasonable. These expectations are inherently subject to significant economic, competitive and other uncertainties and contingencies, many of which are beyond the control of management. See “Forward-Looking Statements” below.

Forward-Looking Statements

Certain statements in this press release are forward-looking as defined in the Private Securities Litigation Reform Act of 1995. Any statements contained herein that are not statements of historical fact (including, but not limited to, statements to the effect that Sprouts Farmers Market or its management "anticipates," "plans," "estimates," "expects," or "believes," or the negative of these terms and other similar expressions) should be considered forward-looking statements, including, without limitation, statements regarding the company’s outlook, growth, opportunities and long-term strategy. These statements involve certain risks and uncertainties that may cause actual results to differ materially from expectations as of the date of this release. These risks and uncertainties include, without limitation, risks associated with the impact of the COVID-19 pandemic; the company’s ability to execute on its long-term strategy; the company’s ability to successfully compete in its competitive industry; the company’s ability to successfully open new stores; the company’s ability to manage its growth; the company’s ability to maintain or improve its operating margins; the company’s ability to identify and react to trends in consumer preferences; product supply disruptions; general economic conditions; accounting standard changes; and other factors as set forth from time to time in the company’s Securities and Exchange Commission filings, including, without limitation, the company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The company intends these forward-looking statements to speak only as of the time of this release and does not undertake to update or revise them as more information becomes available, except as required by law.

Corporate Profile

Sprouts is the place where goodness grows. True to its farm-stand heritage, Sprouts offers a unique grocery experience featuring an open layout with fresh produce at the heart of the store. Sprouts inspires wellness naturally with a carefully curated assortment of better-for-you products paired with purpose-driven people. The healthy grocer continues to bring the latest in wholesome, innovative products made with lifestyle-friendly ingredients such as organic, plant-based and gluten-free. Headquartered in Phoenix, and one of the fastest growing retailers in the country, Sprouts employs approximately 35,000 team members and operates more than 360 stores in 23 states nationwide. To learn more about Sprouts, and the good it brings communities, visit about.sprouts.com.

SPROUTS FARMERS MARKET, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Thirteen weeks ended Twenty-six weeks ended
July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
Net sales $ 1,521,993 $ 1,642,788 $ 3,097,440 $ 3,289,327
Cost of sales 971,912 1,030,129 1,961,185 2,082,836
Gross profit 550,081 612,659 1,136,255 1,206,491
Selling, general and administrative expenses 436,420 488,877 876,082 925,181
Depreciation and amortization (exclusive of<br>   depreciation included in cost of sales) 30,430 30,549 61,659 61,570
Store closure and other costs, net (419 ) 470 1,629 (612 )
Income from operations 83,650 92,763 196,885 220,352
Interest expense, net 2,938 3,737 5,929 8,564
Income before income taxes 80,712 89,026 190,956 211,788
Income tax provision 19,698 22,024 46,894 52,976
Net income $ 61,014 $ 67,002 $ 144,062 $ 158,812
Net income per share:
Basic $ 0.52 $ 0.57 $ 1.22 $ 1.35
Diluted $ 0.52 $ 0.57 $ 1.22 $ 1.35
Weighted average shares outstanding:
Basic 117,246 117,832 117,645 117,688
Diluted 117,831 118,189 118,265 117,977

SPROUTS FARMERS MARKET, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

January 3, 2021
ASSETS
Current assets:
Cash and cash equivalents 220,909 $ 169,697
Accounts receivable, net 13,035 14,815
Inventories 274,097 254,224
Prepaid expenses and other current assets 43,338 27,224
Total current assets 551,379 465,960
Property and equipment, net of accumulated depreciation 703,571 726,500
Operating lease assets, net 1,052,851 1,045,408
Intangible assets, net of accumulated amortization 184,960 184,960
Goodwill 368,878 368,878
Other assets 16,724 14,698
Total assets 2,878,363 $ 2,806,404
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable 161,100 $ 139,337
Accrued liabilities 135,503 143,402
Accrued salaries and benefits 48,108 76,695
Current portion of operating lease liabilities 137,827 135,739
Current portion of finance lease liabilities 1,004 959
Total current liabilities 483,542 496,132
Long-term operating lease liabilities 1,082,136 1,069,535
Long-term debt and finance lease liabilities 260,082 260,459
Other long-term liabilities 42,487 40,912
Deferred income tax liability 60,993 58,073
Total liabilities 1,929,240 1,925,111
Commitments and contingencies
Stockholders' equity:
Undesignated preferred stock; 0.001 par value; 10,000,000 shares authorized, no shares issued and outstanding
Common stock, 0.001 par value; 200,000,000 shares authorized,   115,180,832 shares issued and outstanding, July 4, 2021;   117,953,435 shares issued and outstanding, January 3, 2021 115 118
Additional paid-in capital 695,745 686,648
Accumulated other comprehensive loss (6,319 ) (8,474 )
Retained earnings 259,582 203,001
Total stockholders' equity 949,123 881,293
Total liabilities and stockholders' equity 2,878,363 $ 2,806,404

All values are in US Dollars.

SPROUTS FARMERS MARKET, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(IN THOUSANDS)

Twenty-six<br>Weeks Ended Twenty-six<br>Weeks Ended
July 4, 2021 June 28, 2020
Cash flows from operating activities
Net income $ 144,062 $ 158,812
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense 63,152 62,928
Operating lease asset amortization 52,631 47,074
Store closure and other costs, net (321 )
Share-based compensation 7,851 6,727
Deferred income taxes 2,920 786
Other non-cash items 740 1,286
Changes in operating assets and liabilities:
Accounts receivable 14,685 14,423
Inventories (19,873 ) 20,627
Prepaid expenses and other current assets (13,679 ) (8,311 )
Other assets (4,363 ) (1,879 )
Accounts payable 23,653 46,554
Accrued liabilities (8,416 ) 18,240
Accrued salaries and benefits (28,587 ) 27,258
Accrued income tax 47,231
Operating lease liabilities (58,131 ) (52,063 )
Other long-term liabilities 660 3,976
Cash flows from operating activities 177,305 393,348
Cash flows used in investing activities
Purchases of property and equipment (39,421 ) (64,571 )
Cash flows used in investing activities (39,421 ) (64,571 )
Cash flows used in financing activities
Payments on revolving credit facilities (87,000 )
Payments on finance lease obligations (333 ) (311 )
Repurchase of common stock (87,484 )
Proceeds from exercise of stock options 1,246 1,343
Cash flows used in financing activities (86,571 ) (85,968 )
Increase in cash, cash equivalents, and restricted cash 51,313 242,809
Cash, cash equivalents, and restricted cash at beginning of the period 171,441 86,785
Cash, cash equivalents, and restricted cash at the end of the period $ 222,754 $ 329,594

Non-GAAP Financial Measures

In addition to reporting financial results in accordance with accounting principles generally accepted in the United States (“GAAP”), the company presents EBITDA, adjusted EBITDA, adjusted EBIT, adjusted net income and adjusted diluted earnings per share. These measures are not in accordance with, and are not intended as alternatives to, GAAP. The company's management believes that this presentation provides useful information to management, analysts and investors regarding certain additional financial and business trends relating to its results of operations and financial condition. In addition, management uses these measures for reviewing the financial results of the company, and certain of these measures may be used as components of incentive compensation.

The company defines EBITDA as net income before interest expense, provision for income tax, and depreciation, amortization and accretion and adjusted EBITDA as EBITDA excluding the impact of special items. The company defines adjusted EBIT, adjusted net income and adjusted diluted earnings per share by adjusting the applicable GAAP measure to remove the impact of special items.

Non-GAAP measures are intended to provide additional information only and do not have any standard meanings prescribed by GAAP. Use of these terms may differ from similar measures reported by other companies. Because of their limitations, non-GAAP measures should not be considered as a measure of discretionary cash available to use to reinvest in the growth of the company’s business, or as a measure of cash that will be available to meet the company’s obligations. Each non-GAAP measure has its limitations as an analytical tool, and they should not be considered in isolation or as a substitute for analysis of the company’s results as reported under GAAP.

The following table shows a reconciliation of adjusted EBITDA to net income for the thirteen and twenty-six weeks ended July 4, 2021 and June 28, 2020 and a reconciliation of EBIT, net income and diluted earnings per share to adjusted EBIT, adjusted net income and adjusted diluted earnings per share for the thirteen and twenty-six weeks ended July 4, 2021 and June 28, 2020:

SPROUTS FARMERS MARKET, INC. AND SUBSIDIARIES

NON-GAAP MEASURE RECONCILIATION

(UNAUDITED)

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Thirteen<br>Weeks Ended Thirteen<br>Weeks Ended Twenty-six<br>Weeks Ended Twenty-six<br>Weeks Ended
July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
Net income $ 61,014 $ 67,002 $ 144,062 $ 158,812
Income tax provision 19,698 22,024 46,894 52,976
Interest expense, net 2,938 3,737 5,929 8,564
Earnings before interest and taxes (EBIT) 83,650 92,763 196,885 220,352
Special items:
Strategic initiatives (1) 3,417 4,617
Adjusted EBIT 83,650 96,180 196,885 224,969
Depreciation, amortization and accretion 31,311 31,181 63,152 62,781
Adjusted EBITDA $ 114,961 $ 127,361 $ 260,037 $ 287,750
Net income $ 61,014 $ 67,002 $ 144,062 $ 158,812
Special Items:
Strategic initiatives, net of tax (1) 2,539 3,431
Adjusted Net income $ 61,014 $ 69,541 $ 144,062 $ 162,243
Diluted earnings per share $ 0.52 $ 0.57 $ 1.22 $ 1.35
Adjusted diluted earnings per share $ 0.52 $ 0.59 $ 1.22 $ 1.38
Diluted weighted average shares outstanding 117,831 118,189 118,265 117,977

(1) Includes professional fees related to strategic initiatives. After-tax impact includes the tax benefit on the pre-tax charge.

Source: Sprouts Farmers Market, Inc

Phoenix, AZ

8/5/21

Slide 1

Q2 2021 Earnings August 2021 Exhibit 99.2

Slide 2

Forward-Looking Statements Certain statements in this presentation are forward-looking as defined in the Private Securities Litigation Reform Act of 1995. Any statements contained herein (including, but not limited to, statements to the effect that Sprouts Farmers Market, Inc. (the “Company”) or its management "anticipates," "plans," "estimates," "expects," "believes," or the negative of these terms and other similar expressions) that are not statements of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the Company’s guidance, outlook, strategy, financial targets, growth and opportunities. These statements involve certain risks and uncertainties that may cause actual results to differ materially from expectations as of the date of this presentation. These risks and uncertainties include, without limitation, risks associated with the COVID-19 pandemic; the Company’s ability to execute on its long-term strategy; the Company’s ability to successfully compete in its competitive industry; the Company’s ability to successfully open new stores; the Company’s ability to manage its rapid growth; the Company’s ability to maintain or improve its comparable store sales and operating margins; the Company’s ability to identify and react to trends in consumer preferences; product supply disruptions; general economic conditions; accounting standard changes; and other factors as set forth from time to time in the Company’s Securities and Exchange Commission filings. The Company intends these forward-looking statements to speak only as of the date of this presentation and does not undertake to update or revise them as more information becomes available, except as required by law. Non-GAAP Financial Measures We refer to EBIT, adjusted EBIT, adjusted EBIT Margin, and adjusted diluted earnings per share, each of which is a Non-GAAP Financial Measure. These measures are not prepared in accordance with, and are not intended as alternatives to, generally accepted accounting principles in the United States, or GAAP. The Company's management believes that such measures provide useful information to management, analysts and investors regarding certain additional financial and business trends relating to its results of operations and financial condition. In addition, management uses these measures for reviewing the financial results of the Company, and certain of these measures may be used as components of incentive compensation. The Company defines EBIT, as net income before interest expense and provision for income tax, and adjusted EBIT as EBIT, excluding the impact of special items. Adjusted EBIT Margin reflects adjusted EBIT, divided by net sales for the applicable period. The Company defines adjusted diluted earnings per share as diluted earnings per share excluding the impact of special items. Non-GAAP measures are intended to provide additional information only and do not have any standard meanings prescribed by GAAP. Use of these terms may differ from similar measures reported by other companies. Because of their limitations, non-GAAP measures should not be considered as a measure of discretionary cash available to use to reinvest in the growth of the Company’s business, or as a measure of cash that will be available to meet the Company’s obligations. Each non-GAAP measure has its limitations as an analytical tool, and you should not consider them in isolation or as a substitute for analysis of the Company’s results as reported under GAAP. To the extent forward looking non-GAAP financial measures are provided herein, they are not reconciled to comparable forward-looking GAAP measures due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation.

Slide 3

Jack Sinclair CEO

Slide 4

4 New Aurora, CO and Orlando, FL Distribution Centers Support our Growth Strategy Focused on Fresh, Local and Organic Offerings The addition of the Colorado DC is resulting in an uptick of produce sales in this region

Slide 5

Smaller More Efficient Box Approximately 20% Cheaper to Build than our Current Format New Store Format – Highlighting Innovative & Fresh Products, Attribute Messaging, and a Treasure Hunt Experience

Slide 6

Cultivating Partnerships with Up-and-Coming Vendors in the Food Industry New products creating a treasure hunt experience, highlighted by our “Find a New Favorite” Building an Innovation Network

Slide 7

Denise Paulonis CFO

Slide 8

YTD NET SALES $3.1B YTD ADJUSTED DILUTED Earnings Per Share $1.22 Ongoing Strategic Changes are Producing Solid YTD Financials 8 ($ in mm) (1) See the Appendix to this presentation for a reconciliation of adjusted diluted EPS to net income

Slide 9

($ in mm) Structurally Improved Margin Profile 9 YTD ADJUSTED EBIT & Adjusted EBIT Margin(1) See the Appendix to this presentation for a reconciliation of EBIT to adjusted EBIT. For 2017,2018, & 2021 adjustments to EBIT were immaterial; thus only EBIT is presented.

Slide 10

Ecommerce Remains Here to Stay and Sales Appear to be Settling at New Levels Ecommerce Penetration Customers can now shop how they like – In-Store, Pick-up, or Delivery ($ in mm)

Slide 11

2021 Annual Outlook 11 Sales down low single digits 13-20 New Stores, subject to equipment delays (5%) to (7%) Comps Adjusted EBIT $305M to $325M Adjusted EPS $1.90 to $2.02 Capex $110M to $125M Approximately 25% Corporate Tax Rate

Slide 12

Appendix

Slide 13

SPROUTS FARMERS MARKET, INC. AND SUBSIDIARIES NON-GAAP MEASURE RECONCILIATION (UNAUDITED) (IN THOUSANDS) The following table shows a reconciliation of EBIT and adjusted EBIT to net income, as well as a reconciliation of net income and diluted earnings per share to adjusted net income and adjusted diluted earnings per share for the twenty-six weeks ended July 4, 2021, June 28, 2020, June 30, 2019, July 1, 2018, and July 2, 2017: Appendix Includes professional fees related to strategic initiatives. After-tax impact includes the tax benefit on the pre-tax charge. Includes the direct costs associated with store closures and relocation. After-tax impact includes the tax benefit on the pre-tax charge.   Twenty-six Weeks Ended Twenty-six Weeks Ended Twenty-six Weeks Ended Twenty-six Weeks Ended Twenty-six Weeks Ended July 4, 2021 June 28, 2020 June 30, 2019 July 1, 2018 July 2, 2017 Net income $ 144,062 $ 158,812 $ 91,735 $ 108,333 $ 87,255 Income tax provision 46,894 52,976 28,713 20,764 39,115 Interest expense, net 5,929 8,564 10,440 12,604 9,838 Earnings before interest and taxes (EBIT) 196,885 220,352 130,888 141,701 136,208 Special Items: Strategic initiatives (1) - 4,617 - - - Store closures (2) - - 508 - - Total Special Items - pre tax - 4,617 508 - - Adjusted EBIT $ 196,885 $ 224,969 $ 131,396 $ 141,701 $ 136,208 Net income $ 144,062 $ 158,812 $ 91,735 $ 108,333 $ 87,255 Special Items: Strategic Initiatives, net of tax $ - $ 3,431 $ - $ - $ - Store closures, net of tax (2) - - 377 - - Adjusted Net income $ 144,062 $ 162,243 $ 92,112 $ 108,333 $ 87,255 Diluted EPS $ 1.22 $ 1.35 $ 0.76 $ 0.82 $ 0.62 Adjusted Diluted EPS $ 1.22 $ 1.38 $ 0.76 $ 0.82 $ 0.62 Diluted Weighted Average Shares Outstanding 118,265 117,997 121,231 131,949 140,147