Charity Isely - 31 Oct 2025 Form 4 Insider Report for Natural Grocers by Vitamin Cottage, Inc. (NGVC)

Role
13D Group Member
Signature
/s/ Kemper Isely, by Power of Attorney
Issuer symbol
NGVC
Transactions as of
31 Oct 2025
Transactions value $
-$19,029
Form type
4
Filing time
04 Nov 2025, 18:00:18 UTC
Previous filing
12 Dec 2024
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Isely Charity 13D Group Member C/O NATURAL GROCERS BY VITAMIN COTTAGE, 12612 WEST ALAMEDA PARKWAY, LAKEWOOD /s/ Kemper Isely, by Power of Attorney 04 Nov 2025 0001554582

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NGVC Common Stock Options Exercise $0 +2K +16.27% $0.00 14.3K 03 Nov 2025 Direct F1
transaction NGVC Common Stock Tax liability -$19K -593 -4.15% $32.09 13.7K 03 Nov 2025 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NGVC Restricted Stock Units Options Exercise $0 +1.17K +21.22% $0.00 6.67K 31 Oct 2025 Common Stock 1.17K $0.00 Direct F3, F4
transaction NGVC Restricted Stock Units Options Exercise $0 -2K -30% $0.00 4.67K 03 Nov 2025 Common Stock 2K $0.00 Direct F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of NGVC common stock issued to the reporting person upon the vesting of 2,000 restricted stock units ("RSUs") on November 3, 2025, where each RSU represented the economic equivalent of one share of NGVC common stock.
F2 Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of on this line were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of the RSUs.
F3 Each RSU represents the economic equivalent of one share of NGVC common stock.
F4 These RSUs will vest in full on October 31, 2028.
F5 In addition to the transactions reported in this Form 4, includes (a) 2,000 RSUs vesting on October 31, 2026; and (b) 1,500 RSUs vesting on October 31, 2027.

Remarks:

The Reporting Person is a party to a Stockholders Agreement that contains voting agreements and thus is a member of a Schedule 13D group that beneficially owns more than 10% of the issuer's common stock. The number of shares identified as beneficially owned by the Reporting Person excludes shares of Common Stock deemed to be beneficially owned by her solely because of this Stockholders Agreement.