Sprouts Farmers Market 2015 Annual Report Download - page 95

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87
per share. The Company sold 20,477,215 shares of common stock, including the additional shares, and
certain stockholders sold the remaining 797,785 shares.
The Company received net proceeds from the IPO of approximately $344.1 million, after deducting
underwriting discounts and offering expenses.
As of January 3, 2016, 152,577,884 shares of the Company’s common stock were issued and
outstanding after the repurchase and retirement of 1,068,279 shares as described below. As of
January 3, 2016, 6,727,450 shares of common stock are reserved for issuance under the Sprouts
Farmers Market, Inc. 2013 Incentive Plan (see Note 22, “Equity-Based Compensation”). During 2015,
options were exercised in exchange for the issuance of 1,773,518 shares of common stock. During 2014,
options were exercised in exchange for the issuance of 4,216,774 shares of common stock, including a
total of 2,340,639 options exercised and the stock sold in our April and August secondary offerings.
During 2013, options were exercised in exchange for the issuance of 1,194,999 shares of common stock
and the Company repurchased 12,375 of the shares of common stock issued in one exercise.
On November 4, 2015, the Company’s board of directors authorized a $150 million common stock
share repurchase program. The shares may be purchased from time to time over two year period, subject
to general business and market conditions and other investment opportunities, through open market
purchases, privately negotiated transactions or other means, including through Rule 10b5-1 trading plans.
The board’s authorization of the share repurchase program does not obligate the Company to acquire
any particular amount of common stock, and the repurchase program may be commenced, suspended or
discontinued at any time. As of January 3, 2016, the Company had repurchased 1,068,279 million shares
of common stock for $25.7 million and subsequently retired such shares. Subsequent to January 3, 2016,
the Company repurchased an additional 2,431,721 shares of common stock for $59.3 million and
subsequently retired such shares.
During 2013, the Company received $0.2 million from certain officers as the return of deemed profits
on the purchase of stock in our IPO and the subsequent sale of our stock within six months. These
proceeds are included in “Issuance of shares in IPO, net of issuance costs” in the accompanying
consolidated statements of stockholders’ equity and in “Proceeds from the issuance of shares” in the
accompanying consolidated statements of cash flows.
Preferred Stock
The Company’s board of directors is authorized, subject to limitations prescribed by Delaware law,
to issue up to 10,000,000 shares of the Company’s preferred stock in one or more series, to establish
from time to time the number of shares to be included in each series, to fix the designation, powers,
preferences, and rights of the shares of each series and any of its qualifications, limitations, or
restrictions, in each case without further action by the Company’s stockholders. The Company’s board of
directors can also increase or decrease the number of shares of any series of preferred stock, but not
below the number of shares of that series then outstanding. The Company’s board of directors may
authorize the issuance of preferred stock with voting or conversion rights that could adversely affect the
voting power or other rights of the holders of the common stock. The issuance of preferred stock, while
providing flexibility in connection with possible acquisitions and other corporate purposes, could, among
other things, have the effect of delaying, deferring, or preventing a change in control of the Company and
might adversely affect the market price of the Company’s common stock and the voting and other rights
of the holders of the Company’s common stock. The Company has no current plan to issue any shares of
preferred stock.
21. Net Income per Share
The computation of net income per share is based on the number of weighted average shares
outstanding during the period. The computation of diluted net income per share includes the dilutive effect