Termination of Registration of a Class of Security Under Section 13 and 15(d) (15-15d)
September 27 2017 - 6:10AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number 333-213568
(and the subsidiary guarantor registrants listed in Schedule A)
(Exact name of registrant as specified in its charter)
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550 Bowie Street
Austin, Texas 78703
(512)
477-4455
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(Address, including zip code, and telephone number, including area code, of registrant’s principal
executive offices)
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5.200% Senior Notes due 2025
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(and guarantees by subsidiary guarantor registrants with respect thereto)
(Title of each class of securities covered by this Form)
(Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d)
remains)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
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Rule 12g-4(a)(1)
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☐
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Rule 12g-4(a)(2)
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☐
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Rule 12h-3(b)(1)(i)
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☒
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Rule 12h-3(b)(1)(ii)
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☐
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Rule 15d-6
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☒
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Rule 15d-22(b)
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☐
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Approximate number of holders of record as of the certification or notice date: Less than 300
Schedule A
TABLE OF SUBSIDIARY GUARANTOR REGISTRANTS
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Exact Name of Registrant as Specified in its Charter
1
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State or Other
Jurisdiction of
Incorporation or
Organization
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I.R.S. Employer
Identification
Number
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Mrs. Gooch’s Natural Food Markets, Inc.
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California
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95-3096433
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WFM Hawaii, LLC
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Hawaii
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26-3153326
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WFM IP Investments, Inc.
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Delaware
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26-0060459
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WFM Kansas, LLC
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Kansas
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47-2916592
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WFM Nebraska, LLC
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Delaware
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46-3662981
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WFM Northern Nevada, Inc.
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Delaware
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20-2522815
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WFM Southern Nevada, Inc.
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Delaware
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81-0616883
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WFM-WO, Inc.
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Delaware
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84-1100630
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Whole Foods Market California, Inc.
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California
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74-2489930
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Whole Foods Market Group, Inc.
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Delaware
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52-1711175
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Whole Foods Market IP, L.P.
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Delaware
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74-2949152
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Whole Foods Market Pacific Northwest, Inc.
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Delaware
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20-2020453
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Whole Foods Market Rocky Mountain/Southwest, L.P.
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Texas
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74-2737164
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Whole Foods Market Services, Inc.
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Delaware
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74-2730250
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1
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The subsidiary guarantor registrants have the following principal executive office:
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c/o Whole Foods Market,
Inc.
550 Bowie Street
Austin, Texas 78703
(512) 477-4455
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Whole Foods Market, Inc. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.
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Date: September 25, 2017
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By:
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/s/ Heather Stern
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Heather Stern
General Counsel and Global Vice President of Legal Affairs
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, Mrs. Gooch’s Natural Food Markets, Inc. has caused this
certification/notice to be signed on its behalf by the undersigned duly authorized person.
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MRS. GOOCH’S NATURAL FOOD MARKETS, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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Vice President, Secretary, and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, WFM Hawaii, LLC has caused this certification/notice to be signed on its behalf by
the undersigned duly authorized person.
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WFM HAWAII, LLC
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By:
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MRS. GOOCH’S NATURAL FOOD
MARKETS, INC., its sole member
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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Vice President, Secretary, and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, WFM IP Investments, Inc. has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.
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WFM IP INVESTMENTS, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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President, Secretary, and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, WFM Kansas, LLC has caused this certification/notice to be signed on its behalf by
the undersigned duly authorized person.
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WFM KANSAS, LLC
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By:
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WHOLE FOODS MARKET ROCKY
MOUNTAIN/SOUTHWEST, L.P., its
sole member
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By:
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WHOLE FOODS MARKET ROCKY
MOUNTAIN SOUTHWEST I, INC.,
its general partner
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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President, Vice President, Secretary, and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, WFM Nebraska, LLC has caused this certification/notice to be signed on its behalf
by the undersigned duly authorized person.
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WFM NEBRASKA, LLC
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By:
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WHOLE FOODS MARKET GROUP,
INC., its sole member
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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President, Vice President, Secretary, and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, WFM Northern Nevada, Inc. has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.
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WFM NORTHERN NEVADA, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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Vice President, Secretary, and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, WFM Southern Nevada, Inc. has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.
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WFM SOUTHERN NEVADA, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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Assistant Secretary
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, WFM-WO, Inc. has caused this certification/notice to be signed on its behalf by
the undersigned duly authorized person.
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WFM-WO, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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President, Vice President, Secretary,
and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, Whole Foods Market California, Inc. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.
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WHOLE FOODS MARKET CALIFORNIA, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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Vice President, Secretary, and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, Whole Foods Market Group, Inc. has caused this certification/notice to be signed
on its behalf by the undersigned duly authorized person.
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WHOLE FOODS MARKET GROUP, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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President, Vice President, Secretary,
and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, Whole Foods Market IP, L.P. has caused this certification/notice to be signed on
its behalf by the undersigned duly authorized person.
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WHOLE FOODS MARKET IP, L.P.
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By:
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WFM IP MANAGEMENT, INC., its
general partner
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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President
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, Whole Foods Market Pacific Northwest, Inc. has caused this certification/notice to
be signed on its behalf by the undersigned duly authorized person.
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WHOLE FOODS MARKET PACIFIC
NORTHWEST, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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President, Secretary, and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, Whole Foods Market Rocky Mountain/Southwest, L.P. has caused this
certification/notice to be signed on its behalf by the undersigned duly authorized person.
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WHOLE FOODS MARKET ROCKY
MOUNTAIN/SOUTHWEST, L.P.
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By:
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WHOLE FOODS MARKET ROCKY
MOUNTAIN/SOUTHWEST I, Inc., its
general partner
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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President, Vice President, Secretary,
and Treasurer
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, Whole Foods Market Services, Inc. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.
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WHOLE FOODS MARKET SERVICES, INC.
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Date: September 25, 2017
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By:
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/s/ Albert E. Percival
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Albert E. Percival
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Secretary
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