Item 2.05 Costs Associated with Exit or Disposal Activities As previously disclosed in the Original Report, on May 1, 2026, management of the Company elected to wind down and discontinue its butter product offerings to focus on its core egg product categories, with such discontinuation expected to be substantially completed by the end of fiscal 2026.…
Filed Nov 3, 2026Accepted Nov 3, 2026, 8:20 AM ESTCIK 1579733Accession 0001193125-26-444419
Vital Farms (Nasdaq: VITL) is a Certified B Corporation that offers a range of ethically produced foods nationwide. Started on a single farm in Austin, Texas, in 2007, Vital Farms is now a national consumer brand that works with more than 600 small farms and is the leading U.S. brand of pasture-raised eggs by retail dollar sales. Vital Farms’ ethics are exemplified by its focus on the humane treatment of farm animals and sustainable farming practices. In addition, as a Delaware public benefit corporation, Vital Farms prioritizes the long-term benefits of each of its stakeholders, including farmers and suppliers, customers and consumers, communities and the environment, and crew members and stockholders. Vital Farms’ products, including shell eggs, hard-boiled eggs, and liquid whole eggs, are sold in more than 24,500 stores nationwide. Vital Farms pasture-raised eggs can also be found on menus at hundreds of foodservice operators across the country. For more information, visit https://vitalfarms.com/.
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Item 2.05Item 2.05 - Costs with Exit or Disposal
Item 2.05 Costs Associated with Exit or Disposal Activities
As previously disclosed in the Original Report, on May 1, 2026, management of the Company elected to wind down and discontinue its butter product offerings to focus on its core egg product categories, with such discontinuation expected to be substantially completed by the end of fiscal 2026.
On October 30, 2026, management of the Company determined in good faith that the Company expects to incur costs and charges associated with the wind-down that are now reasonably estimable, as follows:
Description Estimated Range Cash / Non-Cash Expected Timing
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Inventory Obsolescence $8.0 million to $13.0 million Non-cash charges By the end of fiscal 2026
TOTAL $8.0 million to $13.0 million
Inventory obsolescence includes write-downs of finished goods butter, bulk butter and packaging. The range noted above includes the $7.8 million of inventory obsolescence the Company recognized in the 13-week period ended June 28, 2026. The Company does not expect to incur material costs other than non-cash charges related to inventory obsolescence. The Company does not expect these charges to result in future cash expenditures.
The Company may also incur additional costs not currently contemplated due to events that may occur as a result of, or that are associated with, the wind-down of its butter business.
Forward-Looking Statements
This Amendment contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Amendment that do not relate to matters of historical fact should be considered forward-looking statements, including statements regarding the scope, expected costs, timing and financial impacts of the planned wind-down of the Company’s butter products.
These forward-looking statements are based on the Company’s current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including the Company’s ability to execute the discontinuation as currently planned, changes in the timing or scope of the discontinuation, operational or commercial developments that affect the wind-down process, the impact on relationships with consumers, customers, suppliers and other third parties, and other risks described in the Company’s filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of this Amendment. Except as required by law, the Company does not undertake to update any forward-looking statements or information, including those contained in this Amendment.