Vital Farms (VITL) risk factors, FY2025 10-K

Vital Farms's FY2025 10-K, filed Feb 26, 2026, lists 69 risk factors in 7 groups. Against the prior year's 66: 18 new, 15 dropped, 34 substantially reworded.

Risk factors listed
697 groups
New this year
18vs 66 last year
Dropped
15since the prior 10-K
Substantially reworded
34of those kept
Section length
26k wordsItem 1A

What the changes say

  • Vital Farms faces heightened risks from agricultural disease outbreaks like avian influenza impacting its shell egg supply chain.
  • Fluctuations in commodity egg prices and potential capacity constraints at facilities like Egg Central Station threaten operations.
  • New tariffs and packaging cost volatility create ongoing margin pressures.

What changed since the prior 10-K

New

  • New

    If our forecasts of future supply capacity or customer and consumer demand are inaccurate, our business and operating results could be harmed

    Inaccurate forecasts of consumer demand or supply capacity, or disruptions at the Egg Central Station facility in Missouri, could harm operations.

  • New

    Our planned Vital Crossroads egg washing and packing facility with onsite cold storage in Indiana or other future expansions of our processing capacity may not provide us with the benefits we expect to receive

    The planned Vital Crossroads facility in Indiana or other expansions may not deliver expected benefits, and commodity egg price fluctuations could hurt results.

  • New

    If our development and operation of accelerator farms do not result in the benefits we anticipate, our business and financial results may be adversely affected

    Agricultural diseases like avian influenza and egg drop syndrome, or failure to effectively price products, could reduce supply or demand.

  • NewRisks Related to Our Business, Our Brand, Our Products and Our Industry

    If our forecasts of future supply capacity or customer and consumer demand are inaccurate, our business and operating results could be adversely affected

    Demand forecasts rely on third-party proprietary scanner data that may prove inaccurate and lead to processing or storage capacity mismatches.

  • NewRisks Related to Our Business, Our Brand, Our Products and Our Industry

    We are dependent on the market for shell eggs, and fluctuations in this market, including the decline of commodity shell egg prices relative to the price of our shell eggs, could adversely affect our business, financial condition and results of operations

    Contractual obligations to buy all egg production from family farms regardless of sales can lead to excess supply sold at reduced prices during market oversupplies.

  • NewRisks Related to Our Business, Our Brand, Our Products and Our Industry

    our flocks are kept as safe as possible, including the procurement and implementation of newly available vaccinations for EDS. However, we may not be able to obtain enough vaccinations to treat all of the flocks in our network

    Outbreaks of HPAI or egg drop syndrome could limit the use of co-packers and cause severe supply disruptions across farms.

  • NewRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Nevertheless, if our security measures fail, losses exceed our insurance coverage, or we are not able to maintain insurance at a reasonable cost, we could incur significant losses from damage, loss or theft, any of which could substantially harm our business and results of operations

    Noncompliance by third-party transportation providers with regulatory requirements could cause logistical difficulties and increase shipping costs.

  • NewRisks Related to Our Business, Our Brand, Our Products and Our Industry

    market, increased commodity or raw material costs, increased packaging or transportation costs or otherwise, any resulting decline in consumer demand for our products may be exacerbated by the competitiveness of our market

    Large multinational conventional food competitors and private label brands possess greater resources to compete aggressively on price and shelf placement.

  • NewRisks Related to Our Business, Our Brand, Our Products and Our Industry

    effect on our business, financial condition and results of operations until such time as the interruption is resolved or an alternate source of production or distribution is secured, especially in times of low inventory

    Increased marketing and advertising spending to maintain brand awareness and shelf placement may not successfully drive revenue or protect market share.

  • NewRisks Related to Our Business, Our Brand, Our Products and Our Industry

    advance. Once the chicks are hatched, they are delivered to a network of pullet farms, who rear the chicks to approximately 16 to 18 weeks of age, at which time they are delivered to our network of family farms to begin laying eggs

    Lack of long-term contracts with pullet hatcheries and independent pullet farms exposes the supply chain to severe disruptions from disease or utility failures.

  • NewRisks Related to Our Business, Our Brand, Our Products and Our Industry

    We rely on independent certification for a number of our products

    Loss of independent third-party certifications such as Certified Humane, USDA organic, or Regenified could harm brand reputation and market position.

  • NewRisks Related to Socioeconomic, Political and Environmental Factors

    International trade policies, including tariffs, sanctions and trade barriers, and ongoing changes and uncertainty in the tariff regime, may adversely affect our business, financial condition, results of operations and prospects

    New tariffs implemented in fiscal 2025 increased expenses for imported butter, processing equipment, and packaging, reducing margins.

  • NewRisks Related to Socioeconomic, Political and Environmental Factors

    Failure to adequately respond to stakeholder scrutiny related to environmental, social and governance issues or failure to achieve our stated Impact Goals could adversely impact our reputation and brand

  • NewRisks Related to Cybersecurity, Information Technology and Intellectual Property

    cyber-attacks, that could materially disrupt our systems and operations, supply chain, and ability to produce, sell and distribute our services

  • NewRisks Related to Cybersecurity, Information Technology and Intellectual Property

    Further, we have and may in the future experience delays in developing and deploying remedial measures and patches designed to address identified vulnerabilities. Vulnerabilities could be exploited and result in a security incident

  • NewRisks Related to Cybersecurity, Information Technology and Intellectual Property

    Our continued success depends, to a significant degree, upon our ability to protect and preserve our intellectual property, including our trademarks and copyrights

  • NewRisks Related to Being a Public Company, Ownership of Our Common Stock and Other General Risks

    If we fail to maintain an effective system of internal control over financial reporting in the future, we may not be able to accurately report our financial condition, results of operations or cash flows, which may adversely affect investor confidence in us and, as a result, the value of our common stock

  • NewRisks Related to Being a Public Company, Ownership of Our Common Stock and Other General Risks

    We cannot guarantee that our stock repurchase program will be fully implemented or that it will enhance long-term stockholder value

Dropped

  • Dropped

    Failure to introduce successful new products, successfully enter new product categories or successfully pursue growth by other means may adversely affect our ability to continue to grow

  • Dropped

    We currently have a limited number of third-party co-manufacturers and cold storage providers. The loss of one or more of our co-manufacturers or cold storage providers or our failure to timely identify and establish new relationships could harm our business and impede our growth

    Failure to introduce successful new products or expand processing capacity.

  • Dropped

    We source substantially all of our shell egg cartons from a sole source supplier, and any disruptions may impact our ability to sell our eggs

  • Dropped

    Our status as a public benefit corporation and a Certified B Corporation may not result in the benefits we anticipate, and we may be unable to maintain our Certified B Corporation status

  • DroppedRisks Related to Our Growth and Capital Requirements

    capacity. We believe that we will continue to expend substantial resources for the foreseeable future as we consider additional markets we may choose to pursue and other growth opportunities

    Limited third-party co-manufacturers and cold storage providers.

  • DroppedRisks Related to Our Business, Our Brand, Our Products and Our Industry

    who have previously purchased our products may buy other brands and our retail customers may allocate shelf space to other brands, each of which could adversely affect our business, financial condition and results of operations

  • DroppedRisks Related to Our Business, Our Brand, Our Products and Our Industry

    A substantial amount of our shell egg processing occurs at our existing Egg Central Station processing facility in Missouri. Any damage or disruption at this facility may harm our business

    Sole source supplier for egg cartons and seasonal demand fluctuations.

  • DroppedRisks Related to Our Business, Our Brand, Our Products and Our Industry

    We also sell a small percentage of our shell eggs to wholesalers and egg breaking plants at commodity shell egg prices, which fluctuate widely and are outside our control. Small increases in production or small decreases in demand can have a large adverse effect on the prices at which these eggs are sold

  • DroppedRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Our sales and profits are dependent upon our ability to expand existing customer relationships and acquire new customers

  • DroppedRisks Related to Legal and Government Regulation

    be subject to increased challenges by class action plaintiffs. Our inability or failure to obtain consent for these practices could result in adverse consequences, including class action litigation and mass arbitration demands

    Material weakness in internal control over financial reporting.

  • DroppedRisks Related to Being a Public Company

    Effective as of December 29, 2024, we are a large accelerated filer, which has increased and will continue to increase our costs and demands on management

  • DroppedRisks Related to Being a Public Company

    the requirement that we hold a non-binding advisory vote on executive compensation and obtain stockholder approval of any golden parachute payments not previously approved

  • DroppedRisks Related to Cybersecurity, Information Technology and Intellectual Property

    The implementation of a new enterprise resource planning system could cause disruption to our business, and we may not be able to effectively realize the benefits of this new system

  • DroppedRisks Related to Ownership of Our Common Stock and Other General Risks

    The market price of our common stock may be highly volatile and may fluctuate or decline substantially as a result of a variety of factors, some of which are beyond our control, including those described elsewhere in this “Risk Factors” section

  • DroppedRisks Related to Ownership of Our Common Stock and Other General Risks

    We may be subject to significant liability that is not covered by insurance

Reworded

  • 100% rewritten

    We must expend resources to maintain consumer awareness of our brand, build brand loyalty and generate interest in our products. Our marketing strategies and channels will evolve, and our programs may or may not be successful

    Completely replaced prior marketing cost details with a broad threat regarding consumer preferences and perception shifts in natural and animal-based foods.

  • 100% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Packaging costs are volatile, have recently increased and may continue to increase, which may negatively impact our profitability, and reduced availability of packaging supplies may otherwise impact our business

    Swapped a management retention risk with detailed commentary on packaging cost volatility, trade impacts, and unrecoverable price increases continuing into fiscal 2025.

  • 100% rewrittenRisks Related to Being a Public Company, Ownership of Our Common Stock and Other General Risks

    Our stock price may be volatile, and the value of our common stock may decline

    Added an entirely new risk factor covering common stock volatility, potential stock buyback impacts, and broad macroeconomic and geopolitical uncertainties.

  • 99% rewritten

    Our brand and reputation may be diminished due to real or perceived quality or food safety issues with our products, which could have an adverse effect on our business, reputation, operating results and financial condition

    Replaced quality and food safety content by shifting text to cover management retention and culture risks, while folding food safety into a different frame.

  • 95% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    If we fail to effectively maintain relationships within our contracted farm network or further expand our farm network, our business, operating results and brand reputation could be harmed

    Updated to specifically name the cream sourcing network through butter suppliers and emphasize risks from contracted farmers taking adverse actions.

    Was: If we fail to effectively maintain relationships within our existing farm network or further expand our farm network, or if our plans for the purchase, development and potential sale of accelerator farms do not result in the benefits we anticipate, our business, operating results and brand reputation could be harmed

  • 90% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    We are dependent on hatcheries and pullet farms to supply our network of contracted family farms and accelerator farms with laying hens. Any disruption in that supply chain could materially and adversely affect our business, financial condition or results of operations

    Added explicit references to accelerator farms alongside contracted family farms regarding laying hen supply chain dependencies.

    Was: We are dependent on hatcheries and pullet farms to supply our network of family farms with laying hens. Any disruption in that supply chain could materially and adversely affect our business, financial condition or results of operations

  • 88% rewrittenRisks Related to Our Growth and Capital Requirements

    We may require additional financing to achieve our goals, and the failure to obtain this necessary capital when needed on acceptable terms, or at all, may force us to delay, limit, reduce or terminate our product manufacturing and development, and other operations

    Integrated forward-looking statements regarding liquidity and the 12-month sufficiency of the Credit Facility directly into the financing risk.

  • 87% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Elevated interest rates could adversely affect our business and the ability of our family farmers to access capital

    Retained substantially similar text regarding elevated interest rates impacting the company and family farmers' access to capital.

  • 86% rewrittenRisks Related to Cybersecurity, Information Technology and Intellectual Property

    The loss of any registered trademark or other intellectual property could enable other companies to compete more effectively with us

  • 83% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Our business activities are subject to a variety of agricultural risks, including pests and diseases such as HPAI and egg drop syndrome, or EDS, the occurrence of which can materially and adversely affect the quality and quantity of products, including shell eggs, that we distribute

  • 76% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Failure to leverage our brand value propositions to compete against private-label products, especially during an economic downturn, may adversely affect our profitability

  • 72% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    If we fail to effectively expand our processing, manufacturing and production capacity as we continue to grow and scale our business, our business and operating results could be adversely affected

    Was: If we fail to effectively expand our processing, manufacturing and production capacity as we continue to grow and scale our business, or if our forecasts of future supply capacity or customer and consumer demand are inaccurate, our business and operating results could be harmed

  • 72% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Our operations are geographically consolidated. A major tornado or other natural disaster or extreme weather event within the regions in which we operate could seriously disrupt our entire business

    Was: Our operations are geographically consolidated. A major tornado or other natural disaster within the regions in which we operate could seriously disrupt our entire business

  • 56% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Consolidation of retail customers or the loss of a significant retail customer could negatively impact our sales and profitability

  • 53% rewritten

    Increased transportation and freight costs or failure by our transportation providers to pick up raw materials or deliver our products on time, in compliance with applicable governmental regulations or at all, have adversely impacted and are expected to continue to adversely impact our operating results

  • 53% rewrittenRisks Related to Our Growth and Capital Requirements

    Sales of shell eggs constitute the vast majority of our net revenue, and a reduction in these sales would have an adverse effect on our financial condition

  • 52% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Increased transportation and freight costs or failure by our transportation providers to pick up raw materials or deliver our products on time, in compliance with applicable governmental regulations or at all, have adversely impact and are expected to continue to adversely impact our operating results

  • 51% rewrittenRisks Related to Socioeconomic, Political and Environmental Factors

    Climate change, or legal, regulatory or market efforts to address climate change, may negatively affect our business and operations

  • 50% rewritten

    A limited number of distributors represent a substantial portion of our sales, and disruptions affecting our significant distributors or our relationships with such distributors may adversely affect our results of operations

  • 49% rewrittenRisks Related to Our Growth and Capital Requirements

    Our recent, rapid growth may not be indicative of our future growth, and if we continue to grow rapidly, we may not be able to effectively manage our growth or evaluate our future prospects. If we fail to effectively manage our growth or evaluate our future prospects, our business could be adversely affected

  • 45% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Fluctuations in commodity prices and in the availability of feed grains could negatively impact our results of operations and financial condition

  • 43% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    Our future business, results of operations and financial condition may be adversely affected by reduced or limited availability of eggs, cream for our butter and other raw materials that meet our standards

  • 39% rewritten

    Our operations are subject to FDA and USDA federal regulations, as well as other federal, state and local regulations, and there is no assurance that we will be in compliance with all applicable regulations

  • 32% rewritten

    Summary of Selected Risks Associated with Our Business

  • 32% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    If we fail to cost-effectively attract new consumers and customers or retain our existing consumers and customer relationships, our business could be adversely affected

    Was: If we fail to cost-effectively attract new consumers or retain our existing consumers, our business could be adversely affected

  • 32% rewrittenRisks Related to Socioeconomic, Political and Environmental Factors

    Disruptions in international trade, including disruptions due to global health pandemics, third-party labor disputes or geopolitical tensions, may have a material adverse impact on us, our suppliers and our network of farms, including our ability to expand our operations as planned

  • 30% rewrittenRisks Related to Our Growth and Capital Requirements

    We may not be able to maintain or increase our profitability in the future

  • 28% rewrittenRisks Related to Our Business, Our Brand, Our Products and Our Industry

    If we fail to retain and motivate members of our management team or other key crew members or fail to attract, train, develop and retain additional qualified crew members to support our operations, our business and future growth prospects may be harmed

  • 27% rewrittenRisks Related to Legal and Government Regulation

    Litigation or legal proceedings could expose us to significant liabilities and have a negative impact on our reputation or business

  • 27% rewrittenRisks Related to Our Status as a Certified B Corporation and Public Benefit Corporation

    Our status as a public benefit corporation and a Certified B Corporation may not result in the benefits that we anticipate, and we may be unable to maintain our Certified B Corporation status

  • 25% rewrittenRisks Related to Legal and Government Regulation

    Food safety and food-borne illness incidents or advertising or product mislabeling may materially and adversely affect our business by exposing us to lawsuits, product recalls or regulatory enforcement actions, increasing our operating costs and reducing demand for our product offerings

  • 25% rewrittenRisks Related to Our Growth and Capital Requirements

    The agreements governing our credit facility require us to meet certain covenants, which could restrict our operational and financial flexibility

  • 23% rewrittenRisks Related to Legal and Government Regulation

    We are subject to stringent environmental regulation and potentially subject to environmental litigation, proceedings and investigations

  • 21% rewrittenRisks Related to Legal and Government Regulation

    Our compliance with these legal requirements and obligations, together with any policies or practices that we have or may implement to further secure and protect sensitive data, could limit our ability to utilize data that may be valuable to our business

All 69 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01Summary of Selected Risks Associated with Our Business32% rewritten
  2. 02If our forecasts of future supply capacity or customer and consumer demand are inaccurate, our business and operating results could be harmedNew
  3. 03Our planned Vital Crossroads egg washing and packing facility with onsite cold storage in Indiana or other future expansions of our processing capacity may not provide us with the benefits we expect to receiveNew
  4. 04If our development and operation of accelerator farms do not result in the benefits we anticipate, our business and financial results may be adversely affectedNew
  5. 05Increased transportation and freight costs or failure by our transportation providers to pick up raw materials or deliver our products on time, in compliance with applicable governmental regulations or at all, have adversely impacted and are expected to continue to adversely impact our operating results53% rewritten
  6. 06We must expend resources to maintain consumer awareness of our brand, build brand loyalty and generate interest in our products. Our marketing strategies and channels will evolve, and our programs may or may not be successful100% rewritten
  7. 07A limited number of distributors represent a substantial portion of our sales, and disruptions affecting our significant distributors or our relationships with such distributors may adversely affect our results of operations50% rewritten
  8. 08Our brand and reputation may be diminished due to real or perceived quality or food safety issues with our products, which could have an adverse effect on our business, reputation, operating results and financial condition99% rewritten
  9. 09Our operations are subject to FDA and USDA federal regulations, as well as other federal, state and local regulations, and there is no assurance that we will be in compliance with all applicable regulations39% rewritten

Risks Related to Our Growth and Capital Requirements

  1. 10Our recent, rapid growth may not be indicative of our future growth, and if we continue to grow rapidly, we may not be able to effectively manage our growth or evaluate our future prospects. If we fail to effectively manage our growth or evaluate our future prospects, our business could be adversely affected49% rewritten
  2. 11maintain quality control over our product offerings
  3. 12We may not be able to maintain or increase our profitability in the future30% rewritten
  4. 13Sales of shell eggs constitute the vast majority of our net revenue, and a reduction in these sales would have an adverse effect on our financial condition53% rewritten
  5. 14Failure to introduce successful new products, successfully enter into new product categories or successfully pursue growth by other means may adversely affect our ability to continue to grow
  6. 15We estimate market opportunity and forecast market growth that may prove to be inaccurate, and even if the markets in which we compete achieve the forecasted growth, our business could fail to grow at similar rates, if at all
  7. 16We may require additional financing to achieve our goals, and the failure to obtain this necessary capital when needed on acceptable terms, or at all, may force us to delay, limit, reduce or terminate our product manufacturing and development, and other operations88% rewritten
  8. 17The agreements governing our credit facility require us to meet certain covenants, which could restrict our operational and financial flexibility25% rewritten

Risks Related to Our Business, Our Brand, Our Products and Our Industry

  1. 18If we fail to effectively expand our processing, manufacturing and production capacity as we continue to grow and scale our business, our business and operating results could be adversely affected72% rewritten
  2. 19If our forecasts of future supply capacity or customer and consumer demand are inaccurate, our business and operating results could be adversely affectedNew
  3. 20We are dependent on the market for shell eggs, and fluctuations in this market, including the decline of commodity shell egg prices relative to the price of our shell eggs, could adversely affect our business, financial condition and results of operationsNew
  4. 21If we fail to effectively maintain relationships within our contracted farm network or further expand our farm network, our business, operating results and brand reputation could be harmed95% rewritten
  5. 22Our business activities are subject to a variety of agricultural risks, including pests and diseases such as HPAI and egg drop syndrome, or EDS, the occurrence of which can materially and adversely affect the quality and quantity of products, including shell eggs, that we distribute83% rewritten
  6. 23our flocks are kept as safe as possible, including the procurement and implementation of newly available vaccinations for EDS. However, we may not be able to obtain enough vaccinations to treat all of the flocks in our networkNew
  7. 24Increased transportation and freight costs or failure by our transportation providers to pick up raw materials or deliver our products on time, in compliance with applicable governmental regulations or at all, have adversely impact and are expected to continue to adversely impact our operating results52% rewritten
  8. 25Nevertheless, if our security measures fail, losses exceed our insurance coverage, or we are not able to maintain insurance at a reasonable cost, we could incur significant losses from damage, loss or theft, any of which could substantially harm our business and results of operationsNew
  9. 26Our future business, results of operations and financial condition may be adversely affected by reduced or limited availability of eggs, cream for our butter and other raw materials that meet our standards43% rewritten
  10. 27market, increased commodity or raw material costs, increased packaging or transportation costs or otherwise, any resulting decline in consumer demand for our products may be exacerbated by the competitiveness of our marketNew
  11. 28Failure to leverage our brand value propositions to compete against private-label products, especially during an economic downturn, may adversely affect our profitability76% rewritten
  12. 29effect on our business, financial condition and results of operations until such time as the interruption is resolved or an alternate source of production or distribution is secured, especially in times of low inventoryNew
  13. 30Fluctuations in commodity prices and in the availability of feed grains could negatively impact our results of operations and financial condition45% rewritten
  14. 31We are dependent on hatcheries and pullet farms to supply our network of contracted family farms and accelerator farms with laying hens. Any disruption in that supply chain could materially and adversely affect our business, financial condition or results of operations90% rewritten
  15. 32advance. Once the chicks are hatched, they are delivered to a network of pullet farms, who rear the chicks to approximately 16 to 18 weeks of age, at which time they are delivered to our network of family farms to begin laying eggsNew
  16. 33Consolidation of retail customers or the loss of a significant retail customer could negatively impact our sales and profitability56% rewritten
  17. 34Elevated interest rates could adversely affect our business and the ability of our family farmers to access capital87% rewritten
  18. 35If we fail to develop and maintain our brand, our business could suffer
  19. 36If we fail to cost-effectively attract new consumers and customers or retain our existing consumers and customer relationships, our business could be adversely affected32% rewritten
  20. 37If we fail to retain and motivate members of our management team or other key crew members or fail to attract, train, develop and retain additional qualified crew members to support our operations, our business and future growth prospects may be harmed28% rewritten
  21. 38If we cannot maintain our company culture or focus on our purpose as we grow, our business and competitive position may be harmed
  22. 39Our operations are geographically consolidated. A major tornado or other natural disaster or extreme weather event within the regions in which we operate could seriously disrupt our entire business72% rewritten
  23. 40Packaging costs are volatile, have recently increased and may continue to increase, which may negatively impact our profitability, and reduced availability of packaging supplies may otherwise impact our business100% rewritten
  24. 41Our net revenue and earnings may fluctuate as a result of price actions, promotional activities and chargebacks
  25. 42We rely on independent certification for a number of our productsNew
  26. 43Our inability to maintain our GFSI and SQF Select Site certifications may negatively affect our reputation

Risks Related to Socioeconomic, Political and Environmental Factors

  1. 44Disruptions in the worldwide economy may adversely affect our business, results of operations and financial condition
  2. 45Disruptions in international trade, including disruptions due to global health pandemics, third-party labor disputes or geopolitical tensions, may have a material adverse impact on us, our suppliers and our network of farms, including our ability to expand our operations as planned32% rewritten
  3. 46International trade policies, including tariffs, sanctions and trade barriers, and ongoing changes and uncertainty in the tariff regime, may adversely affect our business, financial condition, results of operations and prospectsNew
  4. 47Climate change, or legal, regulatory or market efforts to address climate change, may negatively affect our business and operations51% rewritten
  5. 48Failure to adequately respond to stakeholder scrutiny related to environmental, social and governance issues or failure to achieve our stated Impact Goals could adversely impact our reputation and brandNew

Risks Related to Legal and Government Regulation

  1. 49Food safety and food-borne illness incidents or advertising or product mislabeling may materially and adversely affect our business by exposing us to lawsuits, product recalls or regulatory enforcement actions, increasing our operating costs and reducing demand for our product offerings25% rewritten
  2. 50Our operations are subject to FDA and USDA federal regulations, as well as other state and local regulations, and there is no assurance that we will be in compliance with all applicable regulations
  3. 51Changes in existing laws or regulations, or the adoption of new laws or regulations may increase our costs and otherwise adversely affect our business, results of operations and financial condition
  4. 52Failure by us, our network of small farms, suppliers of raw materials or co-manufacturers to comply with food safety, environmental or other laws and regulations, or with the specifications and requirements of our products, may disrupt our supply of products and adversely affect our business
  5. 53We are subject to stringent environmental regulation and potentially subject to environmental litigation, proceedings and investigations23% rewritten
  6. 54Legal claims, government investigations or other regulatory enforcement actions could subject us to civil and criminal penalties
  7. 55Litigation or legal proceedings could expose us to significant liabilities and have a negative impact on our reputation or business27% rewritten
  8. 56Our compliance with these legal requirements and obligations, together with any policies or practices that we have or may implement to further secure and protect sensitive data, could limit our ability to utilize data that may be valuable to our business21% rewritten

Risks Related to Our Status as a Certified B Corporation and Public Benefit Corporation

  1. 57Our status as a public benefit corporation and a Certified B Corporation may not result in the benefits that we anticipate, and we may be unable to maintain our Certified B Corporation status27% rewritten
  2. 58As a public benefit corporation, our directors’ fiduciary duty to balance a variety of interests may result in actions that do not maximize stockholder value
  3. 59As a public benefit corporation, we may be subject to increased derivative litigation concerning our duty to balance stockholder and public benefit interests, the occurrence of which may have an adverse impact on our financial condition and results of operations

Risks Related to Cybersecurity, Information Technology and Intellectual Property

  1. 60cyber-attacks, that could materially disrupt our systems and operations, supply chain, and ability to produce, sell and distribute our servicesNew
  2. 61Further, we have and may in the future experience delays in developing and deploying remedial measures and patches designed to address identified vulnerabilities. Vulnerabilities could be exploited and result in a security incidentNew
  3. 62The loss of any registered trademark or other intellectual property could enable other companies to compete more effectively with us86% rewritten
  4. 63Our continued success depends, to a significant degree, upon our ability to protect and preserve our intellectual property, including our trademarks and copyrightsNew

Risks Related to Being a Public Company, Ownership of Our Common Stock and Other General Risks

  1. 64If we fail to maintain an effective system of internal control over financial reporting in the future, we may not be able to accurately report our financial condition, results of operations or cash flows, which may adversely affect investor confidence in us and, as a result, the value of our common stockNew
  2. 65Our stock price may be volatile, and the value of our common stock may decline100% rewritten
  3. 66Sales of our common stock in the public market could cause the market price of our common stock to decline
  4. 67We cannot guarantee that our stock repurchase program will be fully implemented or that it will enhance long-term stockholder valueNew
  5. 68Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current management and limit the market price of our common stock
  6. 69provide that vacancies on our Board of Directors may be filled only by a majority of directors then in office, even though less than a quorum

Other Vital Farms 10-Ks

  • FY2024 10-K risk factors
    66 risks

    Rapid growth to $606.3 million net revenue in fiscal 2024 heavily strains operations, supply chains, and management resources.

    Filed Feb 27, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.