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Filing Details

Accession Number:: 0001181431-10-027781
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-05-18 13:00:00
Reporting Period:: 2010-05-14

Filing Date:: 2010-05-18
Accepted Time:: 2010-05-18 21:03:16
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
865436	Whole Foods Market Inc	WFMI	Retail-Grocery Stores (5411)	741989366

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1175522	D Jonathan Sokoloff	11111 Santa Monica Boulevard Suite 2000 Los Angeles CA 90025		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2010-05-14	26,165	$42.01	25,159,976	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2010-05-17	662,500	$40.58	24,497,476	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2010-05-18	311,335	$41.29	24,186,141	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (right to buy)	Acquisiton	2010-05-14	2,250	$0.00	2,250	$40.83

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2,250		2017-05-14	No	4	A	Direct

Footnotes

Not applicable.
This transaction was executed in multiple trades at prices ranging from $42.00 to $42.10. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
Mr. Sokoloff directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares owned by Green Equity Investors V, L.P. ("GEI V"), Green Equity Investors Side V, L.P. ("GEI Side V") and Thyme Coinvest, LLC ("Thyme"). Mr. Sokoloff disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
GEI V, GEI Side V and Thyme sold 19,979, 5,993 and 193 of the shares reported as sold on this row, respectively, and following such sales were the direct owners of 19,211,269, 5,762,759 and 185,948 shares respectively.
This transaction was executed in multiple trades at prices ranging from $40.10 to $40.96. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
GEI V, GEI Side V and Thyme sold 505,862, 151,742 and 4,896 of the shares reported as sold on this row, respectively, and following such sales were the direct owners of 18,705,407, 5,611,017 and 181,052 shares respectively.
This transaction was executed in multiple trades at prices ranging from $40.53 to $41.69. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
GEI V, GEI Side V and Thyme sold 237,724, 71,310 and 2,301 of the shares reported as sold on this row, respectively, and following such sales are the direct owners of 18,467,683, 5,539,707 and 178,751 shares respectively.
The options vest in four equal annual installments beginning on May 14, 2011.
Granted as compensation for services.