Lloyd Anderson Wilson, 54, of Tucker, Georgia, is a certified public accountant licensed in Illinois and Virginia. From November 2021 he was corporate controller of Vital Farms, Inc., the Nasdaq-listed Austin company that sells pasture-raised eggs and butter, working remotely from his home in Georgia. He helped prepare the company’s Forms 10-K and 10-Q, assisted with the monthly close, and worked on reports covering revenue recognition, accounts payable and accounts receivable. In other words, he saw the numbers before the market did, which is the entire function of a controller. On three occasions he bought Vital Farms stock the day before the company announced results. The Securities and Exchange Commission charged him on September 24, 2026, and he settled the same day. His trading produced $21,524.97. The judgment he consented to will cost him $47,895.86.
The settled action, filed in the Northern District of Georgia, charges Wilson with violating Section 10(b) of the Exchange Act and Rule 10b-5. Subject to court approval he will pay disgorgement of $21,524.97, prejudgment interest of $4,845.92 and a civil penalty of $21,524.97, accept a permanent injunction and a five-year bar from serving as an officer or director of a public company, and submit to an administrative order under Rule 102(e)(3)(i) suspending him from appearing or practising before the Commission as an accountant, with the right to apply for reinstatement after five years.
Every Trade Fell Inside a Blackout
Vital Farms had a written insider trading policy, and on joining the company Wilson acknowledged receiving and reviewing it. The policy prohibited trading by anyone aware of material nonpublic information, stated plainly that unreleased financial results and forecasts counted as such, and imposed blackout periods running from a few weeks before each quarterly announcement until several trading days afterwards. It also required employees who left during a blackout to keep out of the stock until the blackout ended.
According to the complaint, every one of Wilson’s three trades took place inside a blackout period. That matters because a blackout is a bright line. An employee arguing about whether a particular fact was material still has something to argue. An employee who buys during a window when all trading is forbidden, having signed to say they understood the rule, does not.
A Record Quarter, Phenomenal Growth, and 44 Percent
The first trade followed an email from Vital Farms’ auditor on October 27, 2022, attaching a draft earnings release headed with the news that third quarter net revenue was a record $92 million, up 42.4 percent. Gross profit had gone from $19.8 million to $29.5 million. Wilson bought 1,500 shares at $13.50 on November 2, the results came out the next day, the stock rose 3.86 percent and he sold for $1,079.46.
The second followed a draft Form 10-K he received on March 7, 2023 showing 2022 revenue up 38.8 percent, and an internal report from February forecasting a 38 percent rise in net sales and what it called phenomenal top and bottom-line growth. He bought 3,000 shares at $15.43 on March 8. The 10-K landed on March 9, the stock closed 4.31 percent higher, and he was up $1,680 on paper. He did not sell.
He Asked for the Deck Two Days Before He Was Fired
The third trade is the one that carries the case. On March 20, 2023 Wilson asked a finance manager for a monthly slide deck summarising current earnings performance, together with the annual budget and an updated forecast. The manager sent it. It showed net sales running 44 percent ahead of the same period a year earlier, with adjusted earnings beating both the forecast and the prior year.
Two days later, on March 22, Vital Farms terminated his employment. The complaint is specific that this was for conduct unrelated to insider trading, and does not say what it was. He received a severance package and signed a separation agreement barring him from using confidential information from the job for any purpose.
On May 3, 2023, six weeks gone from the company, bound by that agreement and inside another blackout period, Wilson bought 10,000 shares for $123,731.90. The next day Vital Farms reported first quarter net sales up 54.7 percent. The stock jumped 14.85 percent to close at $14.25. He sold the whole position that day for a profit of $18,765.51, which is seventeen times what the first two trades had produced between them.
Then He Said He Still Worked There
The complaint closes its description of Wilson with something that happened two years later and had nothing to do with the trading. In 2025 he was hired as Principal Accounting Officer of a publicly traded Canadian company. He was dismissed in under two months when the employer discovered that he had represented, in his résumé, in emails and in job interviews, that he was still Vital Farms’ corporate controller as of June 2025.
He had been terminated in March 2023. The claim was more than two years out of date, and he had used it to obtain the senior accounting post at a listed company. The SEC’s release credits the assistance of the Ontario Securities Commission, which indicates where part of this investigation came from.
Twenty-One Thousand Dollars
The sums here are small by the standards of an SEC insider trading case. Wilson cleared $19,844.97 in realised profit and $1,680 on paper, on trades funded with six figures of his own money. The May purchase alone cost him $123,731.90 to make $18,765.51.
The Commission pursued it anyway, and the penalty structure shows why. Disgorgement returns what he made. The civil penalty is set at the same figure again, so the gain is wiped out twice over, and interest adds $4,845.92. He pays $47,895.86 against $21,524.97 earned, loses the ability to serve as an officer or director anywhere public for five years, and cannot practise before the Commission as an accountant for the same period. For a career CPA, the 102(e) suspension is the sanction that bites. The same proportionality appeared in the case against Justin Chen of EdgarAgents, where the amounts were larger but the principle was identical: the advantage was the offence, not the size of it.
Conclusion
Lloyd Wilson was the person who assembled the numbers Vital Farms reported to the market. Three times he bought the stock the day before those numbers became public, each time during a window when the company forbade all trading, having signed to confirm he understood the rule. He asked a colleague for the latest earnings deck on a Monday and was fired that Wednesday for unrelated reasons, then used what the deck showed to buy 10,000 shares six weeks later while still bound by his severance terms. He made $21,524.97 in total. He will pay $47,895.86, sit out five years from public company boards, and spend five years unable to practise before the SEC. In 2025, a Canadian issuer made him its Principal Accounting Officer and let him go within two months after learning he had told them he still worked at Vital Farms.
