Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 25, 2022 | Oct. 31, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 25, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-26 | |
Entity Registrant Name | Vital Farms, Inc. | |
Entity Central Index Key | 0001579733 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Security 12b Title | Common Stock, par value $0.0001 per share | |
Trading Symbol | VITL | |
Security Exchange Name | NASDAQ | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-39411 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-0496985 | |
Entity Address, Address Line One | 3601 South Congress Avenue | |
Entity Address, Address Line Two | Suite C100 | |
Entity Address, City or Town | Austin | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78704 | |
City Area Code | 877 | |
Local Phone Number | 455-3063 | |
Entity Common Stock, Shares Outstanding | 40,731,879 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 26, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 18,838 | $ 30,966 |
Investment securities, available-for-sale | 68,076 | 68,621 |
Accounts receivable, net | 33,128 | 26,938 |
Inventories | 25,471 | 10,945 |
Prepaid expenses and other current assets | 5,572 | 3,817 |
Total current assets | 151,085 | 141,287 |
Property, plant and equipment, net | 48,230 | 44,608 |
Operating lease right-of-use assets | 2,238 | |
Goodwill | 3,858 | 3,858 |
Other assets | 1,183 | 189 |
Total assets | 206,594 | 189,942 |
Current liabilities: | ||
Accounts payable | 25,566 | 22,520 |
Accrued liabilities | 23,686 | 15,143 |
Operating lease liabilities | 1,444 | |
Finance lease liabilities | 5 | 327 |
Income taxes payable | 112 | 0 |
Total current liabilities | 50,813 | 37,990 |
Operating lease liabilities, non-current | 1,011 | |
Other liabilities | 209 | 192 |
Total liabilities | 52,033 | 38,182 |
Commitments and contingencies (Note 15) | 0 | 0 |
Stockholders’ equity: | ||
Common stock, $0.0001 par value per share, 310,000,000 shares authorized as of September 25, 2022 and December 26, 2021; 40,731,879 and 40,493,969 shares issued and outstanding as of September 25, 2022 and December 26, 2021, respectively | 4 | 5 |
Additional paid-in capital | 154,066 | 149,000 |
Retained earnings | 2,294 | 2,746 |
Accumulated other comprehensive loss | (1,803) | (281) |
Total stockholders’ equity attributable to Vital Farms, Inc. stockholders | 154,561 | 151,470 |
Noncontrolling interests | 0 | 115 |
Total stockholders’ equity | 154,561 | 151,585 |
Total liabilities, redeemable noncontrolling interest, and stockholders’ equity | 206,594 | 189,942 |
Variable Interest Entity, Primary Beneficiary | ||
Current liabilities: | ||
Redeemable noncontrolling interest | $ 0 | $ 175 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 25, 2022 | Dec. 26, 2021 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 310,000,000 | 310,000,000 |
Common stock, shares issued | 40,731,879 | 40,493,969 |
Common stock, shares outstanding | 40,731,879 | 40,493,969 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Income Statement [Abstract] | ||||
Net revenue | $ 92,040 | $ 64,627 | $ 251,969 | $ 183,496 |
Cost of goods sold | 62,549 | 44,788 | 175,838 | 120,394 |
Gross profit | 29,491 | 19,839 | 76,131 | 63,102 |
Operating expenses: | ||||
Selling, general and administrative | 20,561 | 15,326 | 55,193 | 42,053 |
Shipping and distribution | 6,906 | 6,318 | 22,279 | 16,755 |
Total operating expenses | 27,467 | 21,644 | 77,472 | 58,808 |
Income (loss) from operations | 2,024 | (1,805) | (1,341) | 4,294 |
Other income (expense), net: | ||||
Interest expense | (12) | (11) | (27) | (42) |
Other income (expense), net | 164 | 3 | 501 | 300 |
Total other income (expense), net | 152 | (8) | 474 | 258 |
Net income (loss) before income taxes | 2,176 | (1,813) | (867) | 4,552 |
Income tax provision (benefit) | 1,465 | (486) | (232) | (1,485) |
Net income (loss) | 711 | (1,327) | (635) | 6,037 |
Less: Net loss attributable to noncontrolling interests | (12) | (6) | (21) | (41) |
Net income (loss) attributable to Vital Farms, Inc. common stockholders | $ 723 | $ (1,321) | $ (614) | $ 6,078 |
Net income (loss) per share attributable to Vital Farms, Inc. stockholders: | ||||
Basic: | $ 0.02 | $ (0.03) | $ (0.02) | $ 0.15 |
Diluted: | $ 0.02 | $ (0.03) | $ (0.02) | $ 0.14 |
Weighted average common shares outstanding: | ||||
Basic: | 40,695,014 | 40,196,410 | 40,618,736 | 39,910,063 |
Diluted: | 42,879,818 | 40,196,410 | 40,618,736 | 43,380,711 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 711 | $ (1,327) | $ (635) | $ 6,037 |
Other comprehensive loss | ||||
Unrealized holding loss on available-for-sale securities, net of deferred tax benefit of $110 and $5 for the 13-week periods ended September 25, 2022 and September 26, 2021, respectively and $471 and $19 for the 39-week periods ended September 25, 2022 and September 26, 2021, respectively | (356) | (21) | (1,522) | (69) |
Total comprehensive income (loss) | $ 355 | $ (1,348) | $ (2,157) | $ 5,968 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Unrealized holding loss on available-for-sale securities, tax | $ 110 | $ 5 | $ 471 | $ 19 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Variable Interest Entity, Primary Beneficiary | Redeemable Noncontrolling Interest Variable Interest Entity, Primary Beneficiary | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings (Deficit) | Accumulated Other Comprehensive Loss | Total Stockholders' Equity Attributable to Vital Farms, Inc. Stockholders | Noncontrolling Interests |
Beginning balance at Dec. 27, 2020 | $ 142,211 | $ 5 | $ (16,276) | $ 144,311 | $ 14,039 | $ (31) | $ 142,048 | $ 163 | ||
Beginning balance at Dec. 27, 2020 | $ 175 | |||||||||
Beginning balance, shares at Dec. 27, 2020 | 44,938,958 | (5,494,918) | ||||||||
Exercise of stock options | 525 | 525 | 525 | |||||||
Exercise of stock options, Shares | 300,266 | |||||||||
Stock-based compensation expense | 853 | 853 | 853 | |||||||
Net loss attributable to non- controlling interests - stockholders | (11) | (11) | ||||||||
Other comprehensive loss, net | (22) | (22) | (22) | |||||||
Net income (loss) attributable to Vital Farms, Inc. stockholders | 3,491 | 3,491 | 3,491 | |||||||
Ending balance at Mar. 28, 2021 | 147,047 | $ 5 | $ (16,276) | 145,689 | 17,530 | (53) | 146,895 | 152 | ||
Ending balance at Mar. 28, 2021 | 175 | |||||||||
Ending balance, shares at Mar. 28, 2021 | 45,239,224 | (5,494,918) | ||||||||
Beginning balance at Dec. 27, 2020 | 142,211 | $ 5 | $ (16,276) | 144,311 | 14,039 | (31) | 142,048 | 163 | ||
Beginning balance at Dec. 27, 2020 | 175 | |||||||||
Beginning balance, shares at Dec. 27, 2020 | 44,938,958 | (5,494,918) | ||||||||
Net loss attributable to non- controlling interests - stockholders | (41) | |||||||||
Net income (loss) attributable to Vital Farms, Inc. stockholders | 6,078 | |||||||||
Ending balance at Sep. 26, 2021 | 153,405 | $ 5 | 146,983 | 6,395 | (100) | 153,283 | 122 | |||
Ending balance at Sep. 26, 2021 | 175 | |||||||||
Ending balance, shares at Sep. 26, 2021 | 40,302,470 | |||||||||
Beginning balance at Mar. 28, 2021 | 147,047 | $ 5 | $ (16,276) | 145,689 | 17,530 | (53) | 146,895 | 152 | ||
Beginning balance at Mar. 28, 2021 | 175 | |||||||||
Beginning balance, shares at Mar. 28, 2021 | 45,239,224 | (5,494,918) | ||||||||
Exercise of stock options | 978 | 978 | 978 | |||||||
Exercise of stock options, Shares | 393,922 | |||||||||
Vested restricted stock, Shares | 15,000 | |||||||||
Stock-based compensation expense | 1,141 | 1,141 | 1,141 | |||||||
Net loss attributable to non- controlling interests - stockholders | (24) | (24) | ||||||||
Other comprehensive loss, net | (26) | (26) | (26) | |||||||
Net income (loss) attributable to Vital Farms, Inc. stockholders | 3,907 | 3,907 | 3,907 | |||||||
Ending balance at Jun. 27, 2021 | 153,023 | $ 5 | $ (16,276) | 147,808 | 21,437 | (79) | 152,895 | 128 | ||
Ending balance at Jun. 27, 2021 | 175 | |||||||||
Ending balance, shares at Jun. 27, 2021 | 45,648,146 | (5,494,918) | ||||||||
Exercise of stock options | $ 532 | 532 | 532 | |||||||
Exercise of stock options, Shares | 149,242 | |||||||||
Stock-based compensation expense | $ 1,198 | 1,198 | ||||||||
Net loss attributable to non- controlling interests - stockholders | (6) | (6) | ||||||||
Retirement of treasury stock | $ 16,276 | (2,555) | (13,721) | |||||||
Retirement of treasury stock, Shares | 5,494,918 | 5,494,918 | ||||||||
Other comprehensive loss, net | (21) | (21) | (21) | |||||||
Net income (loss) attributable to Vital Farms, Inc. stockholders | (1,321) | (1,321) | (1,321) | |||||||
Ending balance at Sep. 26, 2021 | 153,405 | $ 5 | 146,983 | 6,395 | (100) | 153,283 | 122 | |||
Ending balance at Sep. 26, 2021 | 175 | |||||||||
Ending balance, shares at Sep. 26, 2021 | 40,302,470 | |||||||||
Beginning balance at Dec. 26, 2021 | 151,585 | $ 5 | 149,000 | 2,746 | (281) | 151,470 | 115 | |||
Beginning balance at Dec. 26, 2021 | $ 175 | 175 | ||||||||
Beginning balance, shares at Dec. 26, 2021 | 40,493,969 | |||||||||
Exercise of stock options | 254 | 254 | 254 | |||||||
Exercise of stock options, Shares | 102,328 | |||||||||
Stock-based compensation expense | 1,296 | 1,296 | 1,296 | |||||||
Net loss attributable to non- controlling interests - stockholders | (2) | 162 | 162 | (164) | ||||||
Other comprehensive loss, net | (783) | (783) | (783) | |||||||
Net income (loss) attributable to Vital Farms, Inc. stockholders | (1,536) | (1,536) | (1,536) | |||||||
Ending balance at Mar. 27, 2022 | 150,814 | $ 5 | 150,550 | 1,372 | (1,064) | 150,863 | (49) | |||
Ending balance at Mar. 27, 2022 | 175 | |||||||||
Ending balance, shares at Mar. 27, 2022 | 40,596,297 | |||||||||
Beginning balance at Dec. 26, 2021 | $ 151,585 | $ 5 | 149,000 | 2,746 | (281) | 151,470 | 115 | |||
Beginning balance at Dec. 26, 2021 | 175 | 175 | ||||||||
Beginning balance, shares at Dec. 26, 2021 | 40,493,969 | |||||||||
Exercise of stock options, Shares | 180,835 | |||||||||
Net loss attributable to non- controlling interests - stockholders | $ (21) | |||||||||
Net income (loss) attributable to Vital Farms, Inc. stockholders | (614) | |||||||||
Ending balance at Sep. 25, 2022 | 154,561 | $ 4 | 154,066 | 2,294 | (1,803) | 154,561 | ||||
Ending balance at Sep. 25, 2022 | 0 | 0 | ||||||||
Ending balance, shares at Sep. 25, 2022 | 40,731,879 | |||||||||
Beginning balance at Mar. 27, 2022 | 150,814 | $ 5 | 150,550 | 1,372 | (1,064) | 150,863 | (49) | |||
Beginning balance at Mar. 27, 2022 | 175 | |||||||||
Beginning balance, shares at Mar. 27, 2022 | 40,596,297 | |||||||||
Exercise of stock options | 143 | 143 | 143 | |||||||
Exercise of stock options, Shares | 35,573 | |||||||||
Vesting of restricted stock units | (9) | (9) | (9) | |||||||
Vested restricted stock, Shares | 47,544 | |||||||||
Stock-based compensation expense | 1,633 | 1,633 | 1,633 | |||||||
Net loss attributable to non- controlling interests - stockholders | (7) | (7) | ||||||||
Other comprehensive loss, net | (383) | (383) | (383) | |||||||
Net income (loss) attributable to Vital Farms, Inc. stockholders | 199 | 199 | 199 | |||||||
Ending balance at Jun. 26, 2022 | 152,390 | $ 5 | 152,317 | 1,571 | (1,447) | 152,446 | (56) | |||
Ending balance at Jun. 26, 2022 | 175 | |||||||||
Ending balance, shares at Jun. 26, 2022 | 40,679,414 | |||||||||
Exercise of stock options | 171 | 171 | 171 | |||||||
Exercise of stock options, Shares | 49,941 | |||||||||
Vested restricted stock, Shares | 2,524 | |||||||||
Stock-based compensation expense | 1,578 | 1,578 | 1,578 | |||||||
Dissolution of equity investment | 67 | (175) | $ (1) | (1) | 68 | |||||
Net loss attributable to non- controlling interests - stockholders | (12) | $ (12) | ||||||||
Other comprehensive loss, net | (356) | (356) | (356) | |||||||
Net income (loss) attributable to Vital Farms, Inc. stockholders | 723 | 723 | 723 | |||||||
Ending balance at Sep. 25, 2022 | $ 154,561 | $ 4 | $ 154,066 | $ 2,294 | $ (1,803) | $ 154,561 | ||||
Ending balance at Sep. 25, 2022 | $ 0 | $ 0 | ||||||||
Ending balance, shares at Sep. 25, 2022 | 40,731,879 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 25, 2022 | Sep. 26, 2021 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (635) | $ 6,037 |
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 3,795 | 2,526 |
Amortization of right-of-use assets | 1,228 | 0 |
Amortization of available-for-sale debt securities | 660 | 1,004 |
Stock-based compensation expense | 4,498 | 3,192 |
Bad debt expense | 501 | 65 |
(Decrease) increase in inventory provision | (388) | 186 |
Deferred taxes | (474) | (1,670) |
Other | 147 | 180 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (6,692) | (1,433) |
Inventories | (14,138) | (1,862) |
Prepaid expenses and other current assets | (1,884) | (818) |
Deposits and other assets | 20 | (114) |
Income taxes payable | 112 | 0 |
Accounts payable | 2,970 | 1,385 |
Accrued liabilities | 8,015 | 4,626 |
Operating lease liabilities | (1,103) | 0 |
Net cash (used in) provided by operating activities | (3,368) | 13,304 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (6,898) | (14,192) |
Purchases of available-for-sale debt securities | (33,173) | (43,106) |
Sales of available-for sale debt securities | 0 | 1,436 |
Maturities and call redemptions of available-for-sale debt securities | 31,145 | 39,300 |
Proceeds from the sale of property, plant and equipment | 89 | 0 |
Dissolution of equity investment | (108) | |
Net cash used in investing activities | (8,945) | (16,562) |
Cash flows from financing activities: | ||
Payment of contingent consideration | (38) | (126) |
Principal payments under finance lease obligations | (336) | (351) |
Proceeds from exercise of stock options | 559 | 2,035 |
Net cash provided by financing activities | 185 | 1,558 |
Net decrease in cash and cash equivalents | (12,128) | (1,700) |
Cash and cash equivalents at beginning of the period | 30,966 | 29,544 |
Cash and cash equivalents at end of the period | 18,838 | 27,844 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 27 | 38 |
Cash paid for income taxes | 97 | 4 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Purchases of property, plant and equipment included in accounts payable and accrued liabilities | $ 868 | $ 494 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 9 Months Ended |
Sep. 25, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of the Business and Basis of Presentation | Note 1. Nature of the Business and Basis of Presentation Vital Farms, Inc. (the “Company”, “we”, “us” or “our”) was incorporated in Delaware on June 6, 2013 and is headquartered in Austin, Texas. The Company packages, markets and distributes shell eggs, butter and other products. These products are sold under the trade names Vital Farms and RedHill Farms, primarily to retail and foodservice channels in the United States. The accompanying unaudited condensed consolidated financial statements as of September 25, 2022 and for the 13-week and 39-week periods ended September 25, 2022 and September 26, 2021 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto on our Annual Report on Form 10-K for the fiscal year ended December 26, 2021 (“Annual Report on Form 10-K”). In the opinion of management, the included disclosures are adequate, and the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary for a fair presentation of our consolidated financial position as of September 25, 2022, consolidated results of operations for the 13-week and 39-week periods ended September 25, 2022 and September 26, 2021, and consolidated cash flows for the 39-week periods ended September 25, 2022 and September 26, 2021. Such adjustments are of a normal and recurring nature and certain reclassifications of previously reported amounts have been made to conform to the current year presentation. The condensed consolidated results of operations for the 13-week and 39-week periods ended September 25, 2022 are not necessarily indicative of the consolidated results of operations that may be expected for the fiscal year ending December 25, 2022. Fiscal Year: The Company’s fiscal year ends on the last Sunday in December and contains either 52 or 53 weeks. In a 52-week fiscal year, each of the Company’s fiscal quarters consist of 13 weeks. The additional week in a 53-week fiscal year is added to the fourth quarter, making such quarter consist of 14 weeks. Therefore, the financial results of certain 53-week fiscal years, and the associated 14-week quarters, will not be exactly comparable to the prior and subsequent 52-week fiscal years and the associated 13-week quarters. The quarters ended September 25, 2022 and September 26, 2021 both contain operating results for 13 weeks. Impact of COVID-19 Pandemic: Due to the COVID-19 pandemic, the Company has implemented business continuity plans designed to address and mitigate the impact of the pandemic on the Company’s business. The Company does not currently anticipate that the COVID-19 pandemic will have a material impact on the timelines for the Company’s product development and expansion efforts. However, the full extent to which the COVID-19 pandemic impacts the Company’s business, product development and expansion efforts, corporate development objectives and the value of and market for the Company’s common stock will depend on future developments that are highly uncertain and cannot be predicted with confidence at this time. The global economic slowdown, the overall disruption of global supply chains and distribution systems and the other risks and uncertainties associated with the pandemic could have a material adverse effect on the Company’s business, financial condition, results of operations and growth prospects. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 25, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies The significant accounting policies and estimates used in preparation of the unaudited condensed consolidated financial statements are described in the Company’s audited consolidated financial statements as of and for the fiscal year ended December 26, 2021, and the notes thereto, which are included in our Annual Report on Form 10-K. Other than the adoption of the new accounting pronouncements as further described below, there have been no material changes to the Company’s significant accounting policies during the 39-week period ended September 25, 2022. Recently Adopted Accounting Pronouncements: The new accounting pronouncements recently adopted by the Company are described in the Company’s audited consolidated financial statements as of and for the fiscal year ended December 26, 2021, and the notes thereto, which are included in our Annual Report on Form 10-K. Except as described below, there have been no new accounting pronouncements adopted by the Company during the 39-week period ended September 25, 2022. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”) and also issued subsequent amendments to the initial guidance, ASU 2017-13, ASU 2018-01, ASU 2018-10, ASU 2018-11, ASU 2018-20, ASU 2019-01, ASU 2019-10, ASU 2020-02, and ASU 2020-05 (collectively, “Topic 842”). The guidance in Topic 842 supersedes the leasing guidance in Topic 840, Leases. Under the new guidance, lessees are required to recognize lease assets and lease liabilities on the balance sheet for all leases with terms longer than twelve months. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the unaudited condensed consolidated statement of operations. An entity may adopt the guidance either (1) retrospectively to each prior reporting period presented in the financial statements with a cumulative-effect adjustment recognized at the beginning of the earliest comparative period presented or (2) retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment. The Company adopted Topic 842 as of the beginning of the period of adoption, December 27, 2021, and has not applied the new standard to comparative periods presented. To reduce the burden of adoption and ongoing compliance with Topic 842, a number of practical expedients and policy elections are available under the new guidance. The Company elected the "package of practical expedients" permitted under the transition guidance, which among other things, did not require reassessment of whether contracts entered into prior to adoption are or contain leases, and allowed carryforward of the historical lease classification for existing leases. The Company has not elected to adopt the “hindsight” practical expedient, and therefore will measure the right-of-use (“ROU”) assets and lease liabilities using the remaining portion of the lease term at adoption on December 27, 2021. The Company made an accounting policy election under Topic 842 not to recognize ROU assets and lease liabilities for leases with a term of twelve months or less. For all other leases, the Company recognizes ROU assets and lease liabilities based on the present value of lease payments over the lease term at the commencement date of the lease (or December 27, 2021 for existing leases upon the adoption of Topic 842). The Company’s recognized ROU assets also include any initial direct costs incurred and lease payments made at or before the commencement date, which are reduced by any lease incentives. Future lease payments may include fixed rent escalation clauses or payments that depend on an index (such as the Consumer Price Index measured by the U.S. Bureau of Labor Statistics). Subsequent index changes and other periodic market-rate adjustments to base rent are recorded as variable lease expense during the period in which they are incurred. Residual value guarantees or payments for terminating the lease are included in the lease payments only when it is probable they will be incurred. The Company has made an accounting policy election to account for lease and non-lease components in its contracts as a single lease component for all asset classes. The non-lease components typically represent additional services transferred to the Company, such as common area maintenance for real estate, which are variable in nature and recorded in variable lease expense in the period incurred. As an emerging growth company, the Company uses its lease-specific collateralized incremental borrowing rate to determine the present value of lease payments at lease commencement or upon the adoption of Topic 842. The adoption of the new lease standard had an immaterial impact on our consolidated net earnings and consolidated cash flows and did not result in a cumulative-effect adjustment to the opening balance of retained earnings. The adoption of Topic 842 as of December 27, 2021, resulted in the recording of right-of-use assets and lease liabilities of $ 4.1 million and $ 3.8 million, respectively. Recently Issued Accounting Pronouncements Not Yet Adopted: In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) and also issued subsequent amendments to the initial guidance, ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10, ASU 2019-11, ASU 2020-02, and ASU 2020-03 (collectively, “Topic 326”), to introduce a new impairment model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. Topic 326 requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amounts. An entity must use judgment in determining the relevant information and estimation methods that are appropriate in its circumstances. The Company expects to adopt Topic 326 on December 26, 2022. Although the Company is currently evaluating the impact of its pending adoption of Topic 326, the Company does not expect it to have a material impact on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which intends to simplify the guidance by removing certain exceptions to the general principles and clarifying or amending existing guidance. ASU 2019-12 is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. The Company expects to adopt ASU 2019-12 on December 26, 2022. Although the Company is currently evaluating the impact of the adoption of ASU 2019-12, the Company does not expect it to have a material impact on its consolidated financial statements. |
Investment Securities
Investment Securities | 9 Months Ended |
Sep. 25, 2022 | |
Investments Debt And Equity Securities [Abstract] | |
Investment Securities | Note 3. Investment Securities The following table summarizes the Company’s available-for-sale investment securities as of September 25, 2022: Amortized Cost Unrealized Losses Fair Value U.S. Corporate Bonds and U.S. Dollar $ 68,613 $ ( 2,331 ) $ 66,282 Commercial Paper 650 — 650 U.S. Treasury 1,177 ( 33 ) 1,144 Total $ 70,440 $ ( 2,364 ) $ 68,076 The following table summarizes the Company’s available-for-sale investment securities as of December 26, 2021: Amortized Cost Unrealized Losses Fair Value U.S. Corporate Bonds and U.S. Dollar $ 64,816 $ ( 364 ) $ 64,452 Commercial Paper 2,999 — 2,999 U.S. Treasury 1,177 ( 7 ) 1,170 Total $ 68,992 $ ( 371 ) $ 68,621 The securities incurred unrealized losses of $ 466 and $ 1,993 , and related tax benefits of $ 110 and $ 471 for the 13-week and 39-week periods ended September 25, 2022. The unrealized losses in our U.S. corporate bond portfolio consist of losses on 97 diversified issuances with credit ratings ranging from BBB to AAA. There are no individual bonds with unrealized losses exceeding $ 100 , and 24 issuances have been in a loss position greater than 12 months with aggregate unrealized losses of $ 726 . The decline in fair value has resulted primarily from rising interest rates over the last 12 months, and the Company does not believe there has been any significant decline in the creditworthiness of the issuers. The Company also does not believe it is likely that the bonds will be called early given the current interest rate environment, and it does not have current liquidity needs that would necessitate a sale of the investments prior to maturity. Therefore, the Company has no t recorded an allowance for credit losses on the investment securities as of September 25, 2022. Actual maturities may differ from contractual maturities because some borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Contractual maturities of investment securities as of September 25, 2022 are as follows: Amortized Cost Fair Value Due within one year $ 20,464 $ 20,116 Due in 1-5 years 49,976 47,960 Total available-for-sale $ 70,440 $ 68,076 The following tables present information about the Company’s financial assets measured at fair value on a recurring basis for the periods presented: Fair Value Measurements as of September 25, 2022, Using: Level 1 Level 2 Level 3 Total Assets: U.S. Corporate Bonds and U.S. Dollar $ — $ 66,282 $ — $ 66,282 Commercial Paper — 650 — 650 Money Market 10,804 — — 10,804 U.S. Treasury — 1,144 — 1,144 Total assets measured at fair value $ 10,804 $ 68,076 $ — $ 78,880 Fair Value Measurements as of December 26, 2021, Using: Level 1 Level 2 Level 3 Total Assets: U.S. Corporate Bonds and U.S. Dollar $ — $ 64,452 $ — $ 64,452 Commercial Paper — 2,999 — 2,999 Money Market 20,101 — — 20,101 U.S. Treasury — 1,170 — 1,170 Total assets measured at fair value $ 20,101 $ 68,621 $ — $ 88,722 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 25, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | Note 4. Revenue Recognition The following table summarizes the Company’s net revenue by primary product for the periods presented: 13-Weeks Ended 39-Weeks Ended September 25, September 26, September 25, September 26, Net Revenue: Egg and egg-related products $ 86,191 $ 58,999 $ 236,419 $ 169,767 Butter and butter-related products 5,849 5,628 15,550 13,729 Net Revenue $ 92,040 $ 64,627 $ 251,969 $ 183,496 Net revenue is primarily generated from the sale of eggs and butter. The Company’s product offerings include shell eggs, hard-boiled eggs, liquid whole eggs, butter (including stick butter and spreadable tub butter) and ghee. The Company’s previous convenient breakfast product line (including egg bites and egg-based breakfast bars) was discontinued in 2022. As of September 25, 2022 and December 26, 2021, the Company had customers that individually represented 10% or more of the Company’s accounts receivable, net, and during the 13-week and 39-week periods ended September 25, 2022 and September 26, 2021 , the Company had customers that individually exceeded 10% or more of the Company’s net revenue. The percentage of net revenue from these significant customers during the 13-week and 39-week periods ended September 25, 2022 and September 26, 2021 is as follows: Net Revenue Net Revenue Net Revenue Net Revenue Customer A 24 % 20 % 27 % 13 % Customer B * 11 % * 20 % Customer C * 11 % * 10 % Customer D 11 % 14 % 11 % 12 % *Revenue was less than 10%. The increase in the percentage of net revenue for Customer A for the 13-week and 39-week periods ended September 25, 2022 compared to the 13-week and 39-week periods ended September 26, 2021 is due to a shift in the Company’s distribution channels away from Customer B during the year ended December 26, 2021. The decrease in the percentage of net revenue for Customer D for the 13-week and 39-week periods ended September 25, 2022 compared to the 13-week and 39-week periods ended September 26, 2021 is due to shifts in the Company's distribution channels. The percentage of accounts receivable, net due from these significant customers as of September 25, 2022 and December 26, 2021 is as follows: Accounts Receivable, Net as of September 25, 2022 Accounts Receivable, Net as of December 26, 2021 Customer A 23 % 19 % Customer B * * Customer C * * Customer D 16 % 13 % * Accounts receivable was less than 10%. |
Accounts Receivable
Accounts Receivable | 9 Months Ended |
Sep. 25, 2022 | |
Receivables [Abstract] | |
Accounts Receivable | Note 5. Accounts Receivable Accounts receivable, net, were $ 33,128 and $ 26,938 as of September 25, 2022 and December 26, 2021, respectively. As of September 25, 2022 and December 26, 2021, the Company had an allowance for doubtful accounts of $ 770 and $ 269 , respectively. Changes in the allowance for doubtful accounts were as follows: Allowance for As of December 26, 2021 $ ( 269 ) Provisions Charged to Operating Results ( 68 ) Account Write-off and Recoveries — As of March 27, 2022 $ ( 337 ) Provisions Released to Operating Results 24 Account Write-off and Recoveries 31 As of June 26, 2022 ( 282 ) Provisions Charged to Operating Results ( 523 ) Account Write-off and Recoveries 35 As of September 25, 2022 $ ( 770 ) |
Inventories
Inventories | 9 Months Ended |
Sep. 25, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 6. Inventories Inventory consisted of the following as of the periods presented: September 25, December 26, 2021 Eggs and egg-related products $ 13,578 $ 5,850 Butter and butter-related products 5,333 2,359 Packaging 4,996 2,166 Pullets 626 267 Other 978 731 Reserve for inventory obsolescence ( 40 ) ( 428 ) $ 25,471 $ 10,945 On a periodic basis, the Company compares the amount of inventory on hand with its latest forecasted requirements to determine whether provisions for excess or obsolete inventory reserves are required. |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Sep. 25, 2022 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Note 7. Property, Plant and Equipment Property, plant and equipment consisted of the following as of the periods presented: September 25, 2022 December 26, 2021 Land $ 552 $ 525 Land improvements 835 — Buildings and improvements 28,926 14,214 Vehicles 757 695 Machinery and equipment 24,524 15,523 Leasehold improvements 918 830 Furniture and fixtures 678 503 Construction in progress 1,809 21,164 58,999 53,454 Less: Accumulated depreciation and amortization ( 10,769 ) ( 8,846 ) Property, plant and equipment, net $ 48,230 $ 44,608 As of September 25, 2022 and December 26, 2021, machinery and equipment leased under finance leases and included in property, plant and equipment, net in the unaudited condensed consolidated balance sheets was $ 23 and $ 876 , respectively. During the 13-week periods ended September 25, 2022 and September 26, 2021, depreciation and amortization of property, plant and equipment was approximately $ 1,508 and $ 907 , respectively. During the 39-week periods ended September 25, 2022 and September 26, 2021, depreciation and amortization of property, plant and equipment was approximately $ 3,795 and $ 2,526 , respectively. As of the 39-week period ended September 25, 2022, $ 22.5 million of construction in progress, related to our expansion of Egg Central Station, was put into service across various property, plant and equipment categories. |
Leases
Leases | 9 Months Ended |
Sep. 25, 2022 | |
Leases [Abstract] | |
Leases | Note 8. Leases The Company determines if an arrangement is or contains a lease at inception, which is the date on which the terms of the contract are agreed to and the agreement creates enforceable rights and obligations. Under Topic 842, a contract is or contains a lease when (i) explicitly or implicitly identified assets have been deployed in the contract and (ii) the customer obtains substantially all of the economic benefits from the use of that underlying asset and directs how and for what purpose the asset is used during the term of the contract. The Company also considers whether its service arrangements include the right to control the use of an asset. The Company leases office facilities, warehouses and office equipment under lease agreements with initial terms approximating one to five year s. In addition, substantially all the Company’s long-term supply contracts with farms contain components that meet the definition of embedded leases within the scope of Topic 842, Leases. These arrangements convey to the Company the right to control implicitly identified property, plant and equipment as it takes substantially all the utility generated by these assets over the term of the arrangements at a variable price. The initial term of these supply agreements ranges from one to seven years. As total purchase commitments contained in these arrangements are variable, the amounts attributable to the lease components are contingent rentals; there are no minimum lease payments associated with these long-term supply contracts. As the classification and timing of recognition of costs attributable to the eggs and embedded cost of the lease rentals are identical, the Company does not allocate the total purchase cost of eggs between the cost of the eggs and the embedded cost of the lease rentals or distinguish between them in its accounting records. The Company records the total purchase cost of eggs, which includes costs associated with the eggs and the corresponding cost of embedded lease rentals from the same arrangement, into inventory. These costs are expensed to cost of goods sold when the associated eggs are sold to customers and are also reported as part of our variable lease cost. For the 13-week and 39-week periods ended September 25, 2022, these costs totaled $ 34.7 and $ 97 million, respectively. Our office lease for our corporate headquarters facility in Austin, Texas includes an option to renew, generally at our sole discretion, with renewal terms that can extend the lease term up to five years . In addition, certain leases contain termination options, where the rights to terminate are held by the Company, the lessor, or both parties. These options to extend or terminate a lease are included in the lease terms when it is reasonably certain that the Company will exercise that option. As of September 25, 2022, it is not reasonably certain that the Company will exercise the right to extend its office lease and therefore, the Company has not included the extended term in the calculation of its ROU assets or liabilities. The Company’s leases do not contain any material restrictive covenants or residual value guarantees. Operating lease cost is recognized on a straight-line basis over the lease term and is classified within cost of goods sold and selling, general and administrative cost in the unaudited condensed consolidated statement of operations for the 13-week and 39-week periods ended September 25, 2022. Finance lease cost is recognized as amortization expense for the ROU assets and interest expense associated with the finance lease liabilities. Amortization expense associated with our finance leases during the 13-week and 39-week periods ended September 25, 2022 was $ 59 and $ 216 , respectively, and is recorded within cost of goods sold and selling, general and administrative costs in the unaudited condensed consolidated statement of operations. The components of lease cost for the 13-week and 39-week periods ended September 25, 2022 are below: 13-Weeks Ended 39-Weeks Ended September 25, 2022 September 25, 2022 Operating lease cost $ 361 $ 1,083 Finance lease cost - amortization of right-of-use assets 59 216 Finance lease cost - interest on lease liabilities — 5 Short-term lease cost 32 46 Variable lease cost 35,502 98,917 Total lease cost $ 35,954 $ 100,267 Supplemental cash flow information related to leases is as follows: Cash paid for amounts included in measurement of lease liabilities: 13-Weeks Ended 39-Weeks Ended September 25, 2022 September 25, 2022 Operating cash outflows - payments on operating leases $ 368 $ 1,103 Operating cash outflows - interest payments on finance leases — 5 Financing cash outflows - principal payments on finance leases 84 331 Right-of-use assets obtained in exchange for new lease obligations: As of September 25, 2022 Operating leases $ — Finance leases 26 Supplemental balance sheet information related to leases is as follows: As of September 25, 2022 Operating Leases Operating lease right-of-use assets $ 2,238 Operating lease liabilities 1,444 Operating lease liabilities, non-current 1,011 Total operating lease liabilities $ 2,455 Finance Leases Property, plant and equipment, net $ 23 Finance lease liabilities 5 Other liabilities 17 Total finance lease liabilities $ 22 As of September 25, 2022 Operating Leases Finance Leases Weighted-average remaining lease term (years) 2.31 4.29 Weighted-average discount rate 3.30 % 3.55 % Future undiscounted cash flows are as follows: As of September 25, 2022 Operating Leases Finance Leases Remainder of 2022 $ 374 $ 1 2023 1,254 6 2024 471 6 2025 338 6 2026 115 6 Thereafter — — Total lease payments 2,552 25 Less imputed interest ( 97 ) ( 3 ) Total present value of lease liabilities $ 2,455 $ 22 |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 25, 2022 | |
Payables And Accruals [Abstract] | |
Accrued Liabilities | Note 9. Accrued Liabilities Accrued liabilities consisted of the following as of the periods presented: September 25, 2022 December 26, 2021 Accrued promotions and customer deductions $ 6,359 $ 3,599 Accrued distribution fees and freight 4,072 3,875 Accrued employee related costs 5,199 3,039 Accrued purchases of inventory 1,556 1,197 Accrued marketing and broker commissions 3,875 769 Accrued property, plant and equipment 792 1,258 Accrued professional fees 858 397 Other 975 1,009 Accrued liabilities $ 23,686 $ 15,143 |
Product Exit Costs
Product Exit Costs | 9 Months Ended |
Sep. 25, 2022 | |
Restructuring And Related Activities [Abstract] | |
Product Exit Costs | Note 10. Product Exit Costs During the 39-week period ended September 25, 2022, the Company made the determination to exit its convenient breakfast product category due to a shift in the Company's focus to product categories that are core to its operations. Charges incurred in connection with these product exits are expected to be paid or settled by the end of the 13-week period ending December 25, 2022. Due to the relatively short term over which the charges will ultimately be settled, the Company believes the actual charges as shown below approximate fair value. The following table summarizes the activity related to the exit of the Company’s convenient breakfast products: For the 39-week period ended September 25, Description Statement of Operations Charges Incurred Amounts Paid or Settled Amounts Released as Unutilized Ending Liability Balance Contract terminations Selling, general and administrative $ 1,126 $ ( 1,126 ) $ — $ — Inventory obsolescence Cost of goods sold 749 ( 749 ) — — Customer allowances Net revenue 146 ( 111 ) ( 35 ) — Asset write-downs Cost of goods sold 119 — — 119 Co-manufacturer charges Cost of goods sold 135 ( 135 ) — — Asset disposals Selling, general and administrative 66 ( 66 ) — — Total $ 2,341 $ ( 2,187 ) $ ( 35 ) $ 119 |
Common Stock
Common Stock | 9 Months Ended |
Sep. 25, 2022 | |
Equity [Abstract] | |
Common Stock | Note 11. Common Stock Common Stock: As of September 25, 2022 , the Company’s amended and restated certificate of incorporation authorized the Company to issue 310,000,000 shares of common stock, par value $ 0.0001 per share, of which 40,731,879 shares were issued and outstanding. The voting, dividend and liquidation rights of the holders of the Company’s common stock are subject to and qualified by the rights, powers and preferences of the holders of the preferred stock, if any. Each share of the Company’s common stock is entitled to one vote on all matters submitted to a vote of the Company’s stockholders. Holders of the Company’s common stock are entitled to receive dividends as may be declared by the Company’s board of directors, if any, subject to the preferential dividend rights of preferred stock, if any. No cash dividends had been declared or paid during the periods presented. As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following: September 25, 2022 December 26, 2021 Options to purchase common stock 4,650,759 4,927,033 Restricted stock units 513,944 107,867 Shares available for grant under the 2020 Equity Incentive 11,507,753 9,993,187 Total 16,672,456 15,028,087 Treasury Stock : In August 2021, the Company retired an aggregate of 5,494,918 shares of its common stock held in treasury. Upon retirement, the shares were redesignated as authorized but unissued shares of the Company’s common stock. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 25, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 12. Stock-Based Compensation During the 13-week periods ended September 25, 2022 and September 26, 2021, the Company recognized stock-based compensation expense of $ 1,569 and $ 1,198 , respectively. The Company measures compensation expense for all stock-based awards based on the estimated fair values on the date of the grant. The Company records stock-based compensation expense in selling, general and administrative expenses and cost of goods sold. During the 13-week periods ended September 25, 2022 and September 26, 2021, stock-based compensation expense of $ 56 and $ 37 , respectively, was recognized in cost of goods sold. During the 39-week periods ended September 25, 2022 and September 26, 2021, the Company recognized stock-based compensation expense of $ 4,498 and $ 3,192 , respectively. During the 39-week periods ended September 25, 2022 and September 26, 2021, $ 146 and $ 102 of stock-based compensation expense was recognized in cost of goods sold, respectively. As of September 25, 2022, total unrecognized stock-based compensation expense related to unvested stock options and the Company’s restricted stock units (“RSU”) was $ 11,889 , which is expected to be recognized over a weighted-average period of 2.12 years. Stock Option Activity The following table summarizes the Company’s stock option activity since December 26, 2021: Number of Weighted- Weighted- Aggregate Outstanding as of December 26, 2021 4,927,033 $ 9.25 $ 50,561,622 Granted 156,125 $ 12.45 Exercised ( 180,835 ) $ 3.14 $ 1,826,894 Cancelled ( 251,564 ) $ 12.91 $ 1,043,490 Outstanding as of September 25, 2022 4,650,759 $ 9.37 5.9 $ 25,943,703 Options exercisable as of September 25, 2022 3,042,027 $ 6.53 5.0 $ 21,325,183 Options vested and expected to vest as of September 25, 2022 4,648,842 $ 9.38 5.9 $ 25,930,203 The fair value of shares vested during the 13-week periods ended September 25, 2022 and September 26, 2021 was $ 2,261 and $ 1,968 , respectively. The fair value of shares vested during the 39-week periods ended September 25, 2022 and September 26, 2021 was $ 4,471 and $ 2,880 , respectively. Restricted Stock Unit Activity The following table summarizes the RSU activity since December 26, 2021: Number of Weighted- Unvested as of December 26, 2021 107,867 $ 27.53 Granted 512,587 12.27 Vested ( 54,888 ) 27.28 Forfeited ( 51,622 ) 14.78 Unvested as of September 25, 2022 513,944 $ 13.62 2020 Equity Incentive Plan: In July 2020, the Company’s board of directors adopted its 2020 Equity Incentive Plan (“2020 Incentive Plan”), which was subsequently approved by the Company's stockholders and became effective on July 30, 2020. Initially, the maximum number of the Company’s common stock that may be issued under the 2020 Incentive Plan was 8,595,871 shares. The 2020 Incentive Plan provides that the number of shares reserved and available for issuance under the 2020 Incentive Plan will automatically increase each January 1, beginning on January 1, 2021 and ending on (and including) January 1, 2030, by an amount equal to 4 % of the outstanding number of shares of common stock on the immediately preceding December 31 or such lesser number of shares as determined by the Company’s board of directors. As of September 25, 2022, 9,815,381 shares were available for future grants of the Company’s common stock, which includes 1,619,758 shares of stock that were automatically added to the available reserve on January 1, 2022. Awards issued under the 2020 Incentive Plan generally have a three-year ratable vesting period beginning on the date of grant. Employee Stock Purchase Plan: In July 2020, the Company’s board of directors adopted the 2020 Employee Stock Purchase Plan (“2020 ESPP”), which was subsequently approved by the Company’s stockholders and became effective on July 30, 2020 . The 2020 ESPP authorizes the initial issuance of up to 900,000 shares of the Company’s common stock to eligible employees of the Company or, as designated by the Company’s board of directors, employees of a related company. The 2020 ESPP provides that the number of shares reserved and available for issuance under the 2020 ESPP will automatically increase each January 1, beginning on January 1, 2021 and ending on (and including) January 1, 2030, by an amount equal to the lesser of (i) 1 % of the outstanding number of shares of common stock on the immediately preceding December 31 and (ii) 900,000 , or such lesser number of shares as determined by the Company’s board of directors. As of September 25, 2022, 1,692,372 shares of the Company’s common stock were available for future issuance, which includes 404,939 shares of common stock that were automatically added to the available reserve on January 1, 2022. In November 2021, the Company’s board of directors authorized an offering period commencing on March 1, 2022 and ending on May 15, 2022. The Company’s board of directors has authorized subsequent additional six-month offering periods, with the most recent beginning on May 16, 2022. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 25, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 13. Income Taxes The Company’s effective tax rate for the 13-week periods ended September 25, 2022 and September 26, 2021 was approximately 67 % and 27 %, respectively. The Company’s effective tax rate for the 39-week periods ended September 25, 2022 and September 26, 2021 was approximately 27 % and ( 33 )%, respectively. In the 13-week and 39-week periods ended September 25, 2022, the estimated annual effective tax rate was driven by permanent differences related to incentive stock options and the impact of compensation deduction limitations under Internal Revenue Code Section 162(m). For interim periods, our income tax expense and resulting effective tax rate are based upon an estimated annual effective tax rate adjusted for the effects of items required to be treated as discrete to the period, including changes in tax laws, changes in estimated exposures for uncertain tax positions, and other items. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Sep. 25, 2022 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Note 14. Net Income (Loss) Per Share Basic and diluted net income (loss) per share attributable to Vital Farms, Inc. common stockholders were calculated as follows: 13-Weeks Ended September 25, September 26, Numerator: Net income (loss) $ 711 $ ( 1,327 ) Less: Net loss attributable to noncontrolling ( 12 ) ( 6 ) Net income (loss) attributable to Vital Farms, Inc. $ 723 $ ( 1,321 ) Denominator: Weighted average common shares outstanding 40,695,014 40,196,410 Weighted average effect of potentially dilutive Effect of potentially dilutive stock options 2,130,963 — Effect of potentially dilutive restricted stock units 49,486 — Effect of potentially dilutive common stock issuable pursuant to the ESPP 4,355 — Weighted average common shares outstanding 42,879,818 40,196,410 Net income (loss) per share attributable to Vital Farms, Basic $ 0.02 $ ( 0.03 ) Diluted $ 0.02 $ ( 0.03 ) The Company excluded the following shares of common stock, outstanding at each period end, from the computation of diluted net income (loss) per share attributable to Vital Farms, Inc. common stockholders for the periods indicated because including them would have had an anti-dilutive effect: 13-Weeks Ended September 25, September 26, Options to purchase common stock 415 3,007,783 Unvested restricted stock 41,856 282 42,271 3,008,065 39-Weeks Ended September 25, September 26, Numerator: Net (loss) income $ ( 635 ) $ 6,037 Less: Net loss attributable to noncontrolling ( 21 ) ( 41 ) Net (loss) income attributable to Vital Farms, Inc. $ ( 614 ) $ 6,078 Denominator: Weighted average common shares outstanding 40,618,736 39,910,063 Weighted average effect of potentially dilutive Effect of potentially dilutive stock options — 3,468,937 Effect of potentially dilutive restricted stock units — 1,711 Weighted average common shares outstanding 40,618,736 43,380,711 Net (loss) income per share attributable to Vital Farms, Basic $ ( 0.02 ) $ 0.15 Diluted $ ( 0.02 ) $ 0.14 The Company excluded the following shares of common stock, outstanding at each period end, from the computation of diluted net income (loss) per share attributable to Vital Farms, Inc. common stockholders for the periods indicated because including them would have had an anti-dilutive effect: 39-Weeks Ended September 25, September 26, Options to purchase common stock 2,251,142 178,655 Unvested restricted stock 41,718 16,470 Common stock issuable pursuant to the ESPP 11,088 — 2,303,948 195,125 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 25, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 15. Commitments and Contingencies Supplier Contracts: The Company purchases its egg inventories under long-term supply contracts with farms. Purchase commitments contained in these arrangements are variable depending on the quantity of eggs produced by the farms. Accordingly, there are no estimable future purchase commitments associated with these supplier contracts and there are no minimum payments associated with these long-term supply contracts. The Company records the total cost of eggs into inventory and they are expensed to cost of goods sold when the associated eggs are sold to customers. Transportation Agreement: During the 13-week period ended September 25, 2022 , the Company entered into a long-term transportation agreement commencing in the fourth quarter of fiscal 2022. Future undiscounted minimum payments contained in this agreement are approximately $ 10.3 million over the five-year term of the lease. Indemnification Agreements: In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and its executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. As of September 25, 2022, the Company has not incurred any material costs as a result of such indemnifications. Litigation: The Company is subject to various claims and contingencies which are in the scope of ordinary and routine litigation incidental to its business, including those related to regulation, litigation, business transactions, employee-related matters and taxes, among others. When the Company becomes aware of a claim or potential claim, the likelihood of any loss or exposure is assessed. If it is probable that a loss will result and the amount of the loss can be reasonably estimated, the Company records a liability for the loss. The liability recorded includes probable and estimable legal costs incurred to date and future legal costs to the point in the legal matter where the Company believes a conclusion to the matter will be reached. If the loss is not probable or the amount of the loss cannot be reasonably estimated, the Company discloses the claim if the likelihood of a potential loss is reasonably possible. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 25, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 16. Related Party Transactions Ovabrite, Inc.: Ovabrite, Inc., a Delaware corporation ("Ovabrite"), has been deemed a related party because its founders were stockholders of the Company, with the majority stockholder in Ovabrite also serving as the Company’s executive chairman and member of the Company’s board of directors. Since Ovabrite’s incorporation in November 2016, the Company has been deemed to have had a variable interest in Ovabrite, and Ovabrite has been deemed to have been a variable interest entity, of which the Company has been the primary beneficiary. Accordingly, the Company has consolidated the results of Ovabrite since November 2016. All significant intercompany transactions between the Company and Ovabrite have been eliminated in consolidation. The results of operations of the Ovabrite entity were immaterial for the 13-week and 39-week periods ended September 25, 2022 . Effective August 30, 2022, Ovabrite's board of directors and the holders of the majority of its outstanding capital stock consented to dissolving the entity, and a Certificate of Dissolution was filed with the Delaware Secretary of State. As of September 25, 2022, Ovabrite was in the process of winding up its business activities and liquidating its remaining assets. The accompanying unaudited condensed consolidated financial statements as of and for the 13-week and 39-week periods ended September 25, 2022 include all necessary adjustments to reflect the dissolution of Ovabrite. The derecognition of the Company's investment in Ovabrite resulted in a loss of $ 122 , included in other income (expense), net in the Company's condensed consolidated statements of operations for the 13-week and 39-week periods ended September 25, 2022. Sandpebble Builders Preconstruction, Inc.: The Company utilizes Sandpebble Builders Preconstruction, Inc. and Sandpebble South, Inc. (collectively “Sandpebble”) for project management and related services associated with the construction and expansion of our egg processing facilities. As of September 25, 2022, the Company was in negotiation with Sandpebble for project management and related services associated with future expansion of its production capacity. The owner and principal of Sandpebble is the father of an executive of the Company. In connection with the services described above, the Company paid Sandpebble $ 430 and $ 142 during the 13-week periods ended September 25, 2022 and September 26, 2021, respectively, and $ 801 and $ 766 during the 39-week periods ended September 25, 2022 and September 26, 2021 , respectively. Amounts paid to Sandpebble are included in property, plant and equipment, net, selling, general and administrative costs, accounts payable and accrued liabilities in the unaudited condensed consolidated balance sheets. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 25, 2022 | |
Accounting Policies [Abstract] | |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements: The new accounting pronouncements recently adopted by the Company are described in the Company’s audited consolidated financial statements as of and for the fiscal year ended December 26, 2021, and the notes thereto, which are included in our Annual Report on Form 10-K. Except as described below, there have been no new accounting pronouncements adopted by the Company during the 39-week period ended September 25, 2022. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”) and also issued subsequent amendments to the initial guidance, ASU 2017-13, ASU 2018-01, ASU 2018-10, ASU 2018-11, ASU 2018-20, ASU 2019-01, ASU 2019-10, ASU 2020-02, and ASU 2020-05 (collectively, “Topic 842”). The guidance in Topic 842 supersedes the leasing guidance in Topic 840, Leases. Under the new guidance, lessees are required to recognize lease assets and lease liabilities on the balance sheet for all leases with terms longer than twelve months. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the unaudited condensed consolidated statement of operations. An entity may adopt the guidance either (1) retrospectively to each prior reporting period presented in the financial statements with a cumulative-effect adjustment recognized at the beginning of the earliest comparative period presented or (2) retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment. The Company adopted Topic 842 as of the beginning of the period of adoption, December 27, 2021, and has not applied the new standard to comparative periods presented. To reduce the burden of adoption and ongoing compliance with Topic 842, a number of practical expedients and policy elections are available under the new guidance. The Company elected the "package of practical expedients" permitted under the transition guidance, which among other things, did not require reassessment of whether contracts entered into prior to adoption are or contain leases, and allowed carryforward of the historical lease classification for existing leases. The Company has not elected to adopt the “hindsight” practical expedient, and therefore will measure the right-of-use (“ROU”) assets and lease liabilities using the remaining portion of the lease term at adoption on December 27, 2021. The Company made an accounting policy election under Topic 842 not to recognize ROU assets and lease liabilities for leases with a term of twelve months or less. For all other leases, the Company recognizes ROU assets and lease liabilities based on the present value of lease payments over the lease term at the commencement date of the lease (or December 27, 2021 for existing leases upon the adoption of Topic 842). The Company’s recognized ROU assets also include any initial direct costs incurred and lease payments made at or before the commencement date, which are reduced by any lease incentives. Future lease payments may include fixed rent escalation clauses or payments that depend on an index (such as the Consumer Price Index measured by the U.S. Bureau of Labor Statistics). Subsequent index changes and other periodic market-rate adjustments to base rent are recorded as variable lease expense during the period in which they are incurred. Residual value guarantees or payments for terminating the lease are included in the lease payments only when it is probable they will be incurred. The Company has made an accounting policy election to account for lease and non-lease components in its contracts as a single lease component for all asset classes. The non-lease components typically represent additional services transferred to the Company, such as common area maintenance for real estate, which are variable in nature and recorded in variable lease expense in the period incurred. As an emerging growth company, the Company uses its lease-specific collateralized incremental borrowing rate to determine the present value of lease payments at lease commencement or upon the adoption of Topic 842. The adoption of the new lease standard had an immaterial impact on our consolidated net earnings and consolidated cash flows and did not result in a cumulative-effect adjustment to the opening balance of retained earnings. The adoption of Topic 842 as of December 27, 2021, resulted in the recording of right-of-use assets and lease liabilities of $ 4.1 million and $ 3.8 million, respectively. |
Investment Securities (Tables)
Investment Securities (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Available-for-sale Investment Securities | The following table summarizes the Company’s available-for-sale investment securities as of September 25, 2022: Amortized Cost Unrealized Losses Fair Value U.S. Corporate Bonds and U.S. Dollar $ 68,613 $ ( 2,331 ) $ 66,282 Commercial Paper 650 — 650 U.S. Treasury 1,177 ( 33 ) 1,144 Total $ 70,440 $ ( 2,364 ) $ 68,076 The following table summarizes the Company’s available-for-sale investment securities as of December 26, 2021: Amortized Cost Unrealized Losses Fair Value U.S. Corporate Bonds and U.S. Dollar $ 64,816 $ ( 364 ) $ 64,452 Commercial Paper 2,999 — 2,999 U.S. Treasury 1,177 ( 7 ) 1,170 Total $ 68,992 $ ( 371 ) $ 68,621 |
Summary of Contractual Maturities of Investment Securities | Contractual maturities of investment securities as of September 25, 2022 are as follows: Amortized Cost Fair Value Due within one year $ 20,464 $ 20,116 Due in 1-5 years 49,976 47,960 Total available-for-sale $ 70,440 $ 68,076 |
Schedule of Financial Assets Measured at Fair Value | The following tables present information about the Company’s financial assets measured at fair value on a recurring basis for the periods presented: Fair Value Measurements as of September 25, 2022, Using: Level 1 Level 2 Level 3 Total Assets: U.S. Corporate Bonds and U.S. Dollar $ — $ 66,282 $ — $ 66,282 Commercial Paper — 650 — 650 Money Market 10,804 — — 10,804 U.S. Treasury — 1,144 — 1,144 Total assets measured at fair value $ 10,804 $ 68,076 $ — $ 78,880 Fair Value Measurements as of December 26, 2021, Using: Level 1 Level 2 Level 3 Total Assets: U.S. Corporate Bonds and U.S. Dollar $ — $ 64,452 $ — $ 64,452 Commercial Paper — 2,999 — 2,999 Money Market 20,101 — — 20,101 U.S. Treasury — 1,170 — 1,170 Total assets measured at fair value $ 20,101 $ 68,621 $ — $ 88,722 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Net Revenue by Primary Product | The following table summarizes the Company’s net revenue by primary product for the periods presented: 13-Weeks Ended 39-Weeks Ended September 25, September 26, September 25, September 26, Net Revenue: Egg and egg-related products $ 86,191 $ 58,999 $ 236,419 $ 169,767 Butter and butter-related products 5,849 5,628 15,550 13,729 Net Revenue $ 92,040 $ 64,627 $ 251,969 $ 183,496 |
Summary of Percentage of Net Revenue and Accounts Receivable, Net Due from Significant Customers | The percentage of net revenue from these significant customers during the 13-week and 39-week periods ended September 25, 2022 and September 26, 2021 is as follows: Net Revenue Net Revenue Net Revenue Net Revenue Customer A 24 % 20 % 27 % 13 % Customer B * 11 % * 20 % Customer C * 11 % * 10 % Customer D 11 % 14 % 11 % 12 % *Revenue was less than 10%. The percentage of accounts receivable, net due from these significant customers as of September 25, 2022 and December 26, 2021 is as follows: Accounts Receivable, Net as of September 25, 2022 Accounts Receivable, Net as of December 26, 2021 Customer A 23 % 19 % Customer B * * Customer C * * Customer D 16 % 13 % * Accounts receivable was less than 10%. |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Receivables [Abstract] | |
Schedule of Changes in Allowance for Doubtful Accounts Receivable | Changes in the allowance for doubtful accounts were as follows: Allowance for As of December 26, 2021 $ ( 269 ) Provisions Charged to Operating Results ( 68 ) Account Write-off and Recoveries — As of March 27, 2022 $ ( 337 ) Provisions Released to Operating Results 24 Account Write-off and Recoveries 31 As of June 26, 2022 ( 282 ) Provisions Charged to Operating Results ( 523 ) Account Write-off and Recoveries 35 As of September 25, 2022 $ ( 770 ) |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consisted of the following as of the periods presented: September 25, December 26, 2021 Eggs and egg-related products $ 13,578 $ 5,850 Butter and butter-related products 5,333 2,359 Packaging 4,996 2,166 Pullets 626 267 Other 978 731 Reserve for inventory obsolescence ( 40 ) ( 428 ) $ 25,471 $ 10,945 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment consisted of the following as of the periods presented: September 25, 2022 December 26, 2021 Land $ 552 $ 525 Land improvements 835 — Buildings and improvements 28,926 14,214 Vehicles 757 695 Machinery and equipment 24,524 15,523 Leasehold improvements 918 830 Furniture and fixtures 678 503 Construction in progress 1,809 21,164 58,999 53,454 Less: Accumulated depreciation and amortization ( 10,769 ) ( 8,846 ) Property, plant and equipment, net $ 48,230 $ 44,608 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Leases [Abstract] | |
Schedule of Components of Lease Cost | The components of lease cost for the 13-week and 39-week periods ended September 25, 2022 are below: 13-Weeks Ended 39-Weeks Ended September 25, 2022 September 25, 2022 Operating lease cost $ 361 $ 1,083 Finance lease cost - amortization of right-of-use assets 59 216 Finance lease cost - interest on lease liabilities — 5 Short-term lease cost 32 46 Variable lease cost 35,502 98,917 Total lease cost $ 35,954 $ 100,267 |
Summary of Cash Flow Information related to Leases | Supplemental cash flow information related to leases is as follows: Cash paid for amounts included in measurement of lease liabilities: 13-Weeks Ended 39-Weeks Ended September 25, 2022 September 25, 2022 Operating cash outflows - payments on operating leases $ 368 $ 1,103 Operating cash outflows - interest payments on finance leases — 5 Financing cash outflows - principal payments on finance leases 84 331 Right-of-use assets obtained in exchange for new lease obligations: As of September 25, 2022 Operating leases $ — Finance leases 26 |
Summary of Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases is as follows: As of September 25, 2022 Operating Leases Operating lease right-of-use assets $ 2,238 Operating lease liabilities 1,444 Operating lease liabilities, non-current 1,011 Total operating lease liabilities $ 2,455 Finance Leases Property, plant and equipment, net $ 23 Finance lease liabilities 5 Other liabilities 17 Total finance lease liabilities $ 22 As of September 25, 2022 Operating Leases Finance Leases Weighted-average remaining lease term (years) 2.31 4.29 Weighted-average discount rate 3.30 % 3.55 % |
Summary of Operating and Finance Leases Future Undiscounted Cash Flows | Future undiscounted cash flows are as follows: As of September 25, 2022 Operating Leases Finance Leases Remainder of 2022 $ 374 $ 1 2023 1,254 6 2024 471 6 2025 338 6 2026 115 6 Thereafter — — Total lease payments 2,552 25 Less imputed interest ( 97 ) ( 3 ) Total present value of lease liabilities $ 2,455 $ 22 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following as of the periods presented: September 25, 2022 December 26, 2021 Accrued promotions and customer deductions $ 6,359 $ 3,599 Accrued distribution fees and freight 4,072 3,875 Accrued employee related costs 5,199 3,039 Accrued purchases of inventory 1,556 1,197 Accrued marketing and broker commissions 3,875 769 Accrued property, plant and equipment 792 1,258 Accrued professional fees 858 397 Other 975 1,009 Accrued liabilities $ 23,686 $ 15,143 |
Product Exit Costs (Tables)
Product Exit Costs (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Restructuring And Related Activities [Abstract] | |
Summary of Activity Related to Exit of Breakfast Products | The following table summarizes the activity related to the exit of the Company’s convenient breakfast products: For the 39-week period ended September 25, Description Statement of Operations Charges Incurred Amounts Paid or Settled Amounts Released as Unutilized Ending Liability Balance Contract terminations Selling, general and administrative $ 1,126 $ ( 1,126 ) $ — $ — Inventory obsolescence Cost of goods sold 749 ( 749 ) — — Customer allowances Net revenue 146 ( 111 ) ( 35 ) — Asset write-downs Cost of goods sold 119 — — 119 Co-manufacturer charges Cost of goods sold 135 ( 135 ) — — Asset disposals Selling, general and administrative 66 ( 66 ) — — Total $ 2,341 $ ( 2,187 ) $ ( 35 ) $ 119 |
Common Stock (Tables)
Common Stock (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Equity [Abstract] | |
Schedule of Reserved Shares of Common Stock for Issuance | As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following: September 25, 2022 December 26, 2021 Options to purchase common stock 4,650,759 4,927,033 Restricted stock units 513,944 107,867 Shares available for grant under the 2020 Equity Incentive 11,507,753 9,993,187 Total 16,672,456 15,028,087 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | The following table summarizes the Company’s stock option activity since December 26, 2021: Number of Weighted- Weighted- Aggregate Outstanding as of December 26, 2021 4,927,033 $ 9.25 $ 50,561,622 Granted 156,125 $ 12.45 Exercised ( 180,835 ) $ 3.14 $ 1,826,894 Cancelled ( 251,564 ) $ 12.91 $ 1,043,490 Outstanding as of September 25, 2022 4,650,759 $ 9.37 5.9 $ 25,943,703 Options exercisable as of September 25, 2022 3,042,027 $ 6.53 5.0 $ 21,325,183 Options vested and expected to vest as of September 25, 2022 4,648,842 $ 9.38 5.9 $ 25,930,203 |
Summary of Restricted Stock Unit Activity | The following table summarizes the RSU activity since December 26, 2021: Number of Weighted- Unvested as of December 26, 2021 107,867 $ 27.53 Granted 512,587 12.27 Vested ( 54,888 ) 27.28 Forfeited ( 51,622 ) 14.78 Unvested as of September 25, 2022 513,944 $ 13.62 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 25, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income (Loss) Per Share | Basic and diluted net income (loss) per share attributable to Vital Farms, Inc. common stockholders were calculated as follows: 13-Weeks Ended September 25, September 26, Numerator: Net income (loss) $ 711 $ ( 1,327 ) Less: Net loss attributable to noncontrolling ( 12 ) ( 6 ) Net income (loss) attributable to Vital Farms, Inc. $ 723 $ ( 1,321 ) Denominator: Weighted average common shares outstanding 40,695,014 40,196,410 Weighted average effect of potentially dilutive Effect of potentially dilutive stock options 2,130,963 — Effect of potentially dilutive restricted stock units 49,486 — Effect of potentially dilutive common stock issuable pursuant to the ESPP 4,355 — Weighted average common shares outstanding 42,879,818 40,196,410 Net income (loss) per share attributable to Vital Farms, Basic $ 0.02 $ ( 0.03 ) Diluted $ 0.02 $ ( 0.03 ) 39-Weeks Ended September 25, September 26, Numerator: Net (loss) income $ ( 635 ) $ 6,037 Less: Net loss attributable to noncontrolling ( 21 ) ( 41 ) Net (loss) income attributable to Vital Farms, Inc. $ ( 614 ) $ 6,078 Denominator: Weighted average common shares outstanding 40,618,736 39,910,063 Weighted average effect of potentially dilutive Effect of potentially dilutive stock options — 3,468,937 Effect of potentially dilutive restricted stock units — 1,711 Weighted average common shares outstanding 40,618,736 43,380,711 Net (loss) income per share attributable to Vital Farms, Basic $ ( 0.02 ) $ 0.15 Diluted $ ( 0.02 ) $ 0.14 |
Schedule of Common Shares Excluded from Computation of Diluted Earnings Per Share | The Company excluded the following shares of common stock, outstanding at each period end, from the computation of diluted net income (loss) per share attributable to Vital Farms, Inc. common stockholders for the periods indicated because including them would have had an anti-dilutive effect: 13-Weeks Ended September 25, September 26, Options to purchase common stock 415 3,007,783 Unvested restricted stock 41,856 282 42,271 3,008,065 the following shares of common stock, outstanding at each period end, from the computation of diluted net income (loss) per share attributable to Vital Farms, Inc. common stockholders for the periods indicated because including them would have had an anti-dilutive effect: 39-Weeks Ended September 25, September 26, Options to purchase common stock 2,251,142 178,655 Unvested restricted stock 41,718 16,470 Common stock issuable pursuant to the ESPP 11,088 — 2,303,948 195,125 |
Nature of the Business and Ba_2
Nature of the Business and Basis of Presentation - Additional Information (Details) | 9 Months Ended |
Sep. 25, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Date of incorporation | Jun. 06, 2013 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 27, 2021 |
Summary of Significant Accounting Policies [Line Items] | ||
Right-of-use asset | $ 2,238 | |
Lease liability | $ 2,455 | |
ASU 2016-02 | ||
Summary of Significant Accounting Policies [Line Items] | ||
Right-of-use asset | $ 4,100 | |
Lease liability | $ 3,800 |
Investment Securities - Summary
Investment Securities - Summary of Available-for-sale Investment Securities (Details) - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 26, 2021 |
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | $ 70,440 | $ 68,992 |
Unrealized Losses | (2,364) | (371) |
Investment securities, available-for-sale | 68,076 | 68,621 |
Commercial Paper | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 650 | 2,999 |
Investment securities, available-for-sale | 650 | 2,999 |
U.S. Corporate Bonds and U.S. Dollar Denominated Foreign Bonds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 68,613 | 64,816 |
Unrealized Losses | (2,331) | (364) |
Investment securities, available-for-sale | 66,282 | 64,452 |
U.S. Treasury Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 1,177 | 1,177 |
Unrealized Losses | (33) | (7) |
Investment securities, available-for-sale | $ 1,144 | $ 1,170 |
Investment Securities - Additio
Investment Securities - Additional Information (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2022 USD ($) Position Security | Sep. 26, 2021 USD ($) | Sep. 25, 2022 USD ($) Position Security | Sep. 26, 2021 USD ($) | Dec. 26, 2021 USD ($) | |
Schedule Of Available For Sale Securities [Line Items] | |||||
Securities incurred unrealized losses | $ 466,000 | $ 1,993,000 | |||
Securities related tax benefit | 110,000 | $ 5,000 | 471,000 | $ 19,000 | |
Unrealized Losses | $ 2,364,000 | $ 2,364,000 | $ 371,000 | ||
Unrealized Loss Position greater than 12 months | Position | 24 | 24 | |||
Aggregate unrealized losses | $ 726 | $ 726 | |||
Allowance for credit losses on the investment securities | 0 | 0 | |||
Bonds | Minimum | |||||
Schedule Of Available For Sale Securities [Line Items] | |||||
Unrealized Losses | $ 100 | $ 100 | |||
U.S. Corporate Bonds and U.S. Dollar Denominated Foreign Bonds | |||||
Schedule Of Available For Sale Securities [Line Items] | |||||
Number of Securities Issuances for unrealized losses | Security | 97 | 97 | |||
Unrealized Losses | $ 2,331,000 | $ 2,331,000 | $ 364,000 |
Investment Securities - Summa_2
Investment Securities - Summary of Contractual Maturities of Investment Securities (Details) - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 26, 2021 |
Investments Debt And Equity Securities [Abstract] | ||
Due within one year Amortized Cost | $ 20,464 | |
Due in 1-5 years Amortized Cost | 49,976 | |
Amortized Cost | 70,440 | $ 68,992 |
Due within one year Fair Value | 20,116 | |
Due in 1-5 years Fair Value | 47,960 | |
Total available-for-sale Fair Value | $ 68,076 |
Investment Securities - Schedul
Investment Securities - Schedule of Financial Assets Measured at Fair Value (Details) - Recurring - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 26, 2021 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | $ 78,880 | $ 88,722 |
Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 10,804 | 20,101 |
Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 68,076 | 68,621 |
U.S. Corporate Bonds and U.S. Dollar Denominated Foreign Bonds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 66,282 | 64,452 |
U.S. Corporate Bonds and U.S. Dollar Denominated Foreign Bonds | Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 66,282 | 64,452 |
Commercial Paper | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 650 | 2,999 |
Commercial Paper | Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 650 | 2,999 |
Money Market | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 10,804 | 20,101 |
Money Market | Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 10,804 | 20,101 |
U.S. Treasury Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | 1,144 | 1,170 |
U.S. Treasury Securities | Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Assets measured at fair value | $ 1,144 | $ 1,170 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Net Revenue by Primary Product (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | $ 92,040 | $ 64,627 | $ 251,969 | $ 183,496 |
Egg and Egg Related Products | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | 86,191 | 58,999 | 236,419 | 169,767 |
Butter and Butter Related Products | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | $ 5,849 | $ 5,628 | $ 15,550 | $ 13,729 |
Revenue Recognition - Summary_2
Revenue Recognition - Summary of Percentage of Net Revenue from Significant Customers (Details) - Customer Concentration Risk - Net Revenue | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Customer A | ||||
Disaggregation Of Revenue [Line Items] | ||||
Concentration risk percentage | 24% | 20% | 27% | 13% |
Customer B | ||||
Disaggregation Of Revenue [Line Items] | ||||
Concentration risk percentage | 11% | 20% | ||
Customer C | ||||
Disaggregation Of Revenue [Line Items] | ||||
Concentration risk percentage | 11% | 10% | ||
Customer D | ||||
Disaggregation Of Revenue [Line Items] | ||||
Concentration risk percentage | 11% | 14% | 11% | 12% |
Revenue Recognition - Summary_3
Revenue Recognition - Summary of Percentage of Accounts Receivable, Net Due from Significant Customers (Details) - Customer Concentration Risk - Accounts Receivable | 9 Months Ended | |
Sep. 25, 2022 | Sep. 26, 2021 | |
Customer A | ||
Disaggregation Of Revenue [Line Items] | ||
Concentration risk percentage | 23% | 19% |
Customer D | ||
Disaggregation Of Revenue [Line Items] | ||
Concentration risk percentage | 16% | 13% |
Accounts Receivable - Additiona
Accounts Receivable - Additional Information (Details) - USD ($) $ in Thousands | Sep. 25, 2022 | Jun. 26, 2022 | Mar. 27, 2022 | Dec. 26, 2021 |
Receivables [Abstract] | ||||
Accounts receivable, net | $ 33,128 | $ 26,938 | ||
Allowance for doubtful accounts | $ 770 | $ 282 | $ 337 | $ 269 |
Accounts Receivable - Summary o
Accounts Receivable - Summary of Changes in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 25, 2022 | Jun. 26, 2022 | Mar. 27, 2022 | |
Receivables [Abstract] | |||
Allowance for doubtful accounts, Beginning balance | $ (282) | $ (337) | $ (269) |
Provisions Charged or Released to Operating Results | (523) | 24 | (68) |
Account Write-off and Recoveries | 35 | 31 | 0 |
Allowance for doubtful accounts, Ending balance | $ (770) | $ (282) | $ (337) |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory (Details) - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 26, 2021 |
Inventory [Line Items] | ||
Reserve for inventory obsolescence | $ (40) | $ (428) |
Inventories | 25,471 | 10,945 |
Eggs and Egg Related Products | ||
Inventory [Line Items] | ||
Inventories gross | 13,578 | 5,850 |
Butter and Butter Related Products | ||
Inventory [Line Items] | ||
Inventories gross | 5,333 | 2,359 |
Packaging | ||
Inventory [Line Items] | ||
Inventories gross | 4,996 | 2,166 |
Pullets | ||
Inventory [Line Items] | ||
Inventories gross | 626 | 267 |
Other | ||
Inventory [Line Items] | ||
Inventories gross | $ 978 | $ 731 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 26, 2021 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 58,999 | $ 53,454 |
Less: Accumulated depreciation and amortization | (10,769) | (8,846) |
Property, plant and equipment, net | 48,230 | 44,608 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 552 | 525 |
Land improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 835 | |
Buildings and Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 28,926 | 14,214 |
Vehicles | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 757 | 695 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 24,524 | 15,523 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 918 | 830 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 678 | 503 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,809 | $ 21,164 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | Dec. 26, 2021 | |
Property Plant And Equipment [Line Items] | |||||
Depreciation and amortization of property, plant and equipment | $ 1,508 | $ 907 | $ 3,795 | $ 2,526 | |
Machinery and Equipment | |||||
Property Plant And Equipment [Line Items] | |||||
Finance leases included in property, plant and equipment | 23 | 23 | $ 876 | ||
Egg Central Station | |||||
Property Plant And Equipment [Line Items] | |||||
Construction in progress | $ 22,500 | $ 22,500 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 25, 2022 USD ($) | Sep. 25, 2022 USD ($) | |
Lessee Lease Description [Line Items] | ||
Variable lease cost | $ 34,700 | $ 97,000 |
Option to extend | Our office lease for our corporate headquarters facility in Austin, Texas includes an option to renew, generally at our sole discretion, with renewal terms that can extend the lease term up to five years. | |
Renewal term | 5 years | 5 years |
Option to terminate | In addition, certain leases contain termination options, where the rights to terminate are held by the Company, the lessor, or both parties. | |
Finance lease amortization expense | $ 59 | $ 216 |
Minimum | ||
Lessee Lease Description [Line Items] | ||
Initial term of lease contract | 1 year | 1 year |
Maximum [Member] | ||
Lessee Lease Description [Line Items] | ||
Initial term of lease contract | 5 years | 5 years |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 25, 2022 | Sep. 25, 2022 | |
Leases [Abstract] | ||
Operating lease cost | $ 361 | $ 1,083 |
Finance lease amortization expense | 59 | 216 |
Finance lease cost - interest on lease liabilities | 0 | 5 |
Short-term lease cost | 32 | 46 |
Variable lease cost | 35,502 | 98,917 |
Total lease cost | $ 35,954 | $ 100,267 |
Leases - Summary of Cash Flow I
Leases - Summary of Cash Flow Information related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 25, 2022 | Sep. 25, 2022 | |
Leases [Abstract] | ||
Operating cash outflows - payments on operating leases | $ 368 | $ 1,103 |
Operating cash outflows - interest payments on finance leases | 0 | 5 |
Financing cash outflows - principal payments on finance leases | $ 84 | $ 331 |
Leases - Summary of Right-of-Us
Leases - Summary of Right-of-Use Assets (Details) $ in Thousands | 9 Months Ended |
Sep. 25, 2022 USD ($) | |
Leases [Abstract] | |
Finance leases | $ 26 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 26, 2021 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 2,238 | |
Operating lease liabilities | 1,444 | |
Operating lease liabilities, non-current | 1,011 | |
Total operating lease liabilities | 2,455 | |
Property, plant and equipment, net | 23 | |
Finance lease liabilities | 5 | $ 327 |
Other liabilities | 17 | |
Total finance lease liabilities | $ 22 | |
Weighted-average remaining lease term (years) | 2 years 3 months 21 days | |
Weighted-average discount rate | 3.30% | |
Weighted-average remaining lease term (years) | 4 years 3 months 14 days | |
Weighted-average discount rate | 3.55% |
Leases - Summary of Operating a
Leases - Summary of Operating and Finance Leases Future Undiscounted Cash Flows (Details) $ in Thousands | Sep. 25, 2022 USD ($) |
Leases [Abstract] | |
Operating leases Remainder of 2022 | $ 374 |
Operating leases 2023 | 1,254 |
Operating leases 2024 | 471 |
Operating leases 2025 | 338 |
Operating leases 2026 | 115 |
Total lease payments | 2,552 |
Less imputed interest | (97) |
Total present value of lease liabilities | 2,455 |
Finance leases Remainder of 2022 | 1 |
Finance leases 2023 | 6 |
Finance leases 2024 | 6 |
Finance leases 2025 | 6 |
Finance leases 2026 | 6 |
Total lease payments | 25 |
Less imputed interest | (3) |
Total present value of lease liabilities | $ 22 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 25, 2022 | Dec. 26, 2021 |
Payables And Accruals [Abstract] | ||
Accrued promotions and customer deductions | $ 6,359 | $ 3,599 |
Accrued distribution fees and freight | 4,072 | 3,875 |
Accrued employee related costs | 5,199 | 3,039 |
Accrued purchases of inventory | 1,556 | 1,197 |
Accrued marketing and broker commissions | 3,875 | 769 |
Accrued property, plant and equipment | 792 | 1,258 |
Accrued professional fees | 858 | 397 |
Other | 975 | 1,009 |
Accrued liabilities | $ 23,686 | $ 15,143 |
Product Exit Costs - Summary of
Product Exit Costs - Summary of Activity Related to Exit of Breakfast Products (Details) $ in Thousands | 9 Months Ended |
Sep. 25, 2022 USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Charges Incurred | $ 2,341 |
Amounts Paid or Settled | (2,187) |
Amounts Released as Unutilized | (35) |
Ending Liability Balance | 119 |
Net Revenue | Customer Allowances | |
Restructuring Cost And Reserve [Line Items] | |
Charges Incurred | 146 |
Amounts Paid or Settled | (111) |
Amounts Released as Unutilized | (35) |
Ending Liability Balance | 0 |
Cost of Goods Sold | Inventory Obsolescence | |
Restructuring Cost And Reserve [Line Items] | |
Charges Incurred | 749 |
Amounts Paid or Settled | (749) |
Amounts Released as Unutilized | 0 |
Ending Liability Balance | 0 |
Cost of Goods Sold | Asset Write-downs | |
Restructuring Cost And Reserve [Line Items] | |
Charges Incurred | 119 |
Amounts Released as Unutilized | 0 |
Ending Liability Balance | 119 |
Cost of Goods Sold | Co-manufacturer Charges | |
Restructuring Cost And Reserve [Line Items] | |
Charges Incurred | 135 |
Amounts Paid or Settled | (135) |
Amounts Released as Unutilized | 0 |
Selling, General and Administrative | Asset Disposals | |
Restructuring Cost And Reserve [Line Items] | |
Charges Incurred | 66 |
Amounts Paid or Settled | (66) |
Selling, General and Administrative | Contract Terminations | |
Restructuring Cost And Reserve [Line Items] | |
Charges Incurred | 1,126 |
Amounts Paid or Settled | (1,126) |
Amounts Released as Unutilized | 0 |
Ending Liability Balance | $ 0 |
Common Stock - Additional Infor
Common Stock - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
Aug. 31, 2021 | Sep. 26, 2021 | Sep. 25, 2022 | Dec. 26, 2021 | |
Class Of Stock [Line Items] | ||||
Common stock, shares authorized | 310,000,000 | 310,000,000 | ||
Common stock, shares issued | 40,731,879 | 40,493,969 | ||
Common stock, shares outstanding | 40,731,879 | 40,493,969 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||
Common stock voting rights | Each share of the Company’s common stock is entitled to one vote on all matters submitted to a vote of the Company’s stockholders. | |||
Common stock dividend declared or paid | $ 0 | |||
Treasury Stock | ||||
Class Of Stock [Line Items] | ||||
Retirement of common stock held in treasury | 5,494,918 | 5,494,918 |
Common Stock - Schedule of Rese
Common Stock - Schedule of Reserved Shares of Common Stock for Issuance (Details) - shares | Sep. 25, 2022 | Dec. 26, 2021 |
Class Of Stock [Line Items] | ||
Common stock for issuance | 16,672,456 | 15,028,087 |
Options to Purchase Common Stock | ||
Class Of Stock [Line Items] | ||
Common stock for issuance | 4,650,759 | 4,927,033 |
Restricted Stock Units | ||
Class Of Stock [Line Items] | ||
Common stock for issuance | 513,944 | 107,867 |
Shares Available for Grant | 2020 Equity Incentive Plan and 2020 Employee Stock Purchase Plan | ||
Class Of Stock [Line Items] | ||
Common stock for issuance | 11,507,753 | 9,993,187 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jan. 01, 2022 | Jul. 31, 2020 | Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | Dec. 26, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 1,569,000 | $ 1,198,000 | $ 4,498,000 | $ 3,192,000 | |||
Unrecognized stock-based compensation expense | 11,889,000 | $ 11,889,000 | |||||
Expected weighted-average period of recognition | 2 years 1 month 13 days | ||||||
Fair value of shares vested | $ 2,261,000 | 1,968 | $ 4,471,000 | 2,880,000 | |||
Common stock for issuance | 16,672,456 | 16,672,456 | 15,028,087 | ||||
2020 Equity Incentive Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation award, description | Initially, the maximum number of the Company’s common stock that may be issued under the 2020 Incentive Plan was 8,595,871 shares. The 2020 Incentive Plan provides that the number of shares reserved and available for issuance under the 2020 Incentive Plan will automatically increase each January 1, beginning on January 1, 2021 and ending on (and including) January 1, 2030, by an amount equal to 4% of the outstanding number of shares of common stock on the immediately preceding December 31 or such lesser number of shares as determined by the Company’s board of directors. | ||||||
2020 Equity Incentive Plan | Common Stock | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Maximum number of shares issuable | 8,595,871 | ||||||
Percentage of outstanding common stock | 4% | ||||||
Number of shares available for future grants | 9,815,381 | 9,815,381 | |||||
Number of new shares issued | 1,619,758 | ||||||
2020 Employee Stock Purchase Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation award, description | . The 2020 ESPP authorizes the initial issuance of up to 900,000 shares of the Company’s common stock to eligible employees of the Company or, as designated by the Company’s board of directors, employees of a related company. The 2020 ESPP provides that the number of shares reserved and available for issuance under the 2020 ESPP will automatically increase each January 1, beginning on January 1, 2021 and ending on (and including) January 1, 2030, by an amount equal to the lesser of (i) 1% of the outstanding number of shares of common stock on the immediately preceding December 31 and (ii) 900,000, or such lesser number of shares as determined by the Company’s board of directors. As of September 25, 2022, 1,692,372 shares of | ||||||
Common stock for issuance | 1,692,372 | 1,692,372 | |||||
2020 Employee Stock Purchase Plan | Common Stock | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Maximum number of shares issuable | 900,000 | ||||||
Percentage of outstanding common stock | 1% | ||||||
Number of new shares issued | 404,939 | ||||||
Cost of Goods Sold | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 56,000 | $ 37,000 | $ 146,000 | $ 102,000 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 26, 2021 | Sep. 25, 2022 | Dec. 26, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Number of Options, Beginning balance | 4,927,033 | ||
Number of Options, Granted | 156,125 | ||
Number of Options, Exercised | (149,242) | (180,835) | |
Number of Options, Cancelled | (251,564) | ||
Number of Options, Ending balance | 4,650,759 | ||
Number of Options, Options exercisable as of June 26, 2022 | 3,042,027 | ||
Number of Options, Options vested and expected to vest as of June 26, 2022 | 4,648,842 | ||
Weighted-Average Exercise Price, Beginning balance | $ 9.25 | ||
Weighted-Average Exercise Price, Options Granted | 12.45 | ||
Weighted-Average Exercise Price, Options Exercised | 3.14 | ||
Weighted-Average Exercise Price, Options Cancelled | 12.91 | ||
Weighted-Average Exercise Price, Ending balance | 9.37 | ||
Weighted-Average Exercise Price, Options exercisable as of June 26, 2022 | 6.53 | ||
Weighted-Average Exercise Price, Options vested and expected to vest as of June 26, 2022 | $ 9.38 | ||
Weighted Average Remaining Contractual Life (Years), Balance | 5 years 10 months 24 days | ||
Weighted Average Remaining Contractual Life (Years), Options exercisable as of June 26, 2022 | 5 years | ||
Weighted Average Remaining Contractual Life (Years), Options vested and expected to vest as of June 26, 2022 | 5 years 10 months 24 days | ||
Aggregate Intrinsic Value | $ 25,943,703 | $ 50,561,622 | |
Aggregate Intrinsic Value, Exercised | 1,826,894 | ||
Aggregate Intrinsic Value, Cancelled | 1,043,490 | ||
Aggregate Intrinsic Value, Options exercisable as of June 26, 2022 | 21,325,183 | ||
Aggregate Intrinsic Value, Options vested and expected to vest as of June 26, 2022 | $ 25,930,203 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units | 9 Months Ended |
Sep. 25, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of RSUs, Beginning balance | shares | 107,867 |
Number of RSUs, Granted | shares | 512,587 |
Number of RSUs, Vested | shares | (54,888) |
Number of RSUs, Forfeited | shares | (51,622) |
Number of RSUs, Ending balance | shares | 513,944 |
Weighted-Average Exercise Price, Beginning balance | $ / shares | $ 27.53 |
Weighted-Average Exercise Price, Granted | $ / shares | 12.27 |
Weighted-Average Exercise Price, Vested | $ / shares | 27.28 |
Weighted-Average Exercise Price, Forfeited | $ / shares | 14.78 |
Weighted-Average Exercise Price, Ending balance | $ / shares | $ 13.62 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 67% | 27% | 27% | (33.00%) |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 25, 2022 | Jun. 26, 2022 | Mar. 27, 2022 | Sep. 26, 2021 | Jun. 27, 2021 | Mar. 28, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Numerator: | ||||||||
Net (loss) income | $ 711 | $ (1,327) | $ (635) | $ 6,037 | ||||
Less: Net loss attributable to noncontrolling interests | (12) | $ (7) | $ (2) | (6) | $ (24) | $ (11) | (21) | (41) |
Net income (loss) attributable to Vital Farms, Inc. common stockholders | $ 723 | $ 199 | $ (1,536) | $ (1,321) | $ 3,907 | $ 3,491 | $ (614) | $ 6,078 |
Denominator: | ||||||||
Weighted average common shares outstanding — basic | 40,695,014 | 40,196,410 | 40,618,736 | 39,910,063 | ||||
Weighted average effect of potentially dilutive securities: | ||||||||
Weighted average common shares outstanding — diluted | 42,879,818 | 40,196,410 | 40,618,736 | 43,380,711 | ||||
Net income (loss) per share attributable to Vital Farms, Inc. stockholders: | ||||||||
Basic | $ 0.02 | $ (0.03) | $ (0.02) | $ 0.15 | ||||
Diluted | $ 0.02 | $ (0.03) | $ (0.02) | $ 0.14 | ||||
Options to Purchase Common Stock | ||||||||
Weighted average effect of potentially dilutive securities: | ||||||||
Effect of potentially dilutive stock | 2,130,963 | 3,468,937 | ||||||
Restricted Stock Units | ||||||||
Weighted average effect of potentially dilutive securities: | ||||||||
Effect of potentially dilutive stock | 49,486 | 1,711 | ||||||
Employee Stock Purchase Plan | ||||||||
Weighted average effect of potentially dilutive securities: | ||||||||
Effect of potentially dilutive stock | 4,355 |
Net Income (Loss) Per Share -_2
Net Income (Loss) Per Share - Schedule of Excluded Common Shares Including at Anti-dilutive Effect (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 42,271 | 3,008,065 | 2,303,948 | 195,125 |
Options to Purchase Common Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 415 | 3,007,783 | 2,251,142 | 178,655 |
Restricted Stock Units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 41,856 | 282 | 41,718 | 16,470 |
Common Stock Issuable pursuant to the ESPP | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 11,088 | 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | Sep. 25, 2022 USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
Future minimum payments, transportation agreement | $ 10.3 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2022 | Sep. 26, 2021 | Sep. 25, 2022 | Sep. 26, 2021 | |
Sandpebble Builders Preconstruction, Inc | ||||
Related Party Transaction [Line Items] | ||||
Paid to related party | $ 430 | $ 142 | $ 801 | $ 766 |
Ovabrite, Inc. | ||||
Related Party Transaction [Line Items] | ||||
Gain loss on derecognition of investments | $ 122 | $ 122 |