X0306 4 2014-08-15 1 0001401688 Vitacost.com, Inc. VITC 0001161866 GREAT HILL INVESTORS LLC ONE LIBERTY SQUARE BOSTON MA 02109 0 0 1 0 0001349501 Great Hill Equity Partners III LP ONE LIBERTY SQUARE BOSTON MA 02109 0 0 1 0 0001365643 Great Hill Partners GP III, L.P. ONE LIBERTY SQUARE BOSTON MA 02109 0 0 1 0 0001365644 GHP III, LLC ONE LIBERTY SQUARE BOSTON MA 02109 0 0 1 0 0001437849 GREAT HILL EQUITY PARTNERS IV LP ONE LIBERTY SQUARE BOSTON MA 02109 0 0 1 0 0001486578 Great Hill Partners GP IV, L.P. ONE LIBERTY SQUARE BOSTON MA 02109 0 0 1 0 0001486581 GHP IV, LLC ONE LIBERTY SQUARE BOSTON MA 02109 0 0 1 0 Common Stock, $0.00001 par value per share 2014-08-15 4 U 0 18550 8.00 D 0 D Common Stock, $0.00001 par value per share 2014-08-15 4 U 0 4161898 8.00 D 0 I See Footnotes Common Stock, $0.00001 par value per share 2014-08-15 4 U 0 2182265 8.00 D 0 I See Footnotes Warrant to Purchase Common Stock 7.04 2014-08-15 2014-08-15 4 X 0 939 D Common Stock 939 0 D Warrant to Purchase Common Stock 7.04 2014-08-15 2014-08-15 4 X 0 210689 D Common Stock 210689 0 I See Footnote Warrant to Purchase Common Stock 7.04 2014-08-15 2014-08-15 4 X 0 110473 D Common Stock 110473 0 I See Footnote This report is filed jointly by Great Hill Investors, LLC ("GHI"), Great Hill Partners GP III, L.P. ("GHEPIIIGP"), Great Hill Equity Partners III, L.P. ("GHEP III"), GHP III, LLC ("GHPIII"), Great Hill Partners GP IV, L.P. ("GHEPIVGP"), Great Hill Equity Partners IV, L.P. ("GHEP IV"), GHP IV, LLC ("GHPIV"), Christopher S. Gaffney ("Gaffney"), John G. Hayes ("Hayes"), Michael A. Kumin ("Kumin"), Mark D. Taber ("Taber") and Matthew T. Vettel ("Vettel"). These shares were tendered by GHI into the tender offer commenced by Vigor Acquisition Corp., a wholly-owned subsidiary of The Kroger Co., to purchase all of the issued and outstanding shares of common stock of the Issuer, at a purchase price of $8.00 per share, net to the holder thereof in cash, without interest thereon and subject to any required tax withholding (the "Offer"). Each of Gaffney, Hayes and Vettel may be deemed to indirectly beneficially own shares beneficially owned by GHI and disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. These shares were tendered by GHEP III into the Offer. Each of Gaffney, Hayes, Kumin, Taber and Vettel, together with GHEPIIIGP and GHPIII, may be deemed to indirectly beneficially own shares beneficially owned by GHEP III and disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. These shares were tendered by GHEP IV into the Offer. Each of Gaffney, Hayes, Kumin, Taber and Vettel, together with GHEPIVGP and GHPIV, may be deemed to indirectly beneficially own shares beneficially owned by GHEP IV and disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. GHI disposed of this warrant on a net exercise basis, tendering 112.68 shares issuable upon exercise into the Offer. Each of Gaffney, Hayes and Vettel may be deemed to indirectly beneficially own shares beneficially owned by GHI and disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. GHEP III disposed of this warrant on a net exercise basis, tendering 25,282.68 shares issuable upon exercise into the Offer. Each of Gaffney, Hayes, Kumin, Taber and Vettel, together with GHEPIIIGP and GHPIII, may be deemed to indirectly beneficially own shares beneficially owned by GHEP III and disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. GHEP IV disposed of this warrant on a net exercise basis, tendering 13,256.76 shares issuable upon exercise into the Offer. Each of Gaffney, Hayes, Kumin, Taber and Vettel, together with GHEPIVGP and GHPIV, may be deemed to indirectly beneficially own shares beneficially owned by GHEP IV and disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. There are two parts to this Form 4 filing because of the constraint of a maximum of ten filers in a jointly filed Form 4. Gaffney, Hayes, Kumin, Taber and Vettel will report the above dispositions on the second part of this Form 4 filing. /s/ Laurie T. Gerber, as attorney-in-fact of Great Hill Investors, LLC 2014-08-19 /s/ Laurie T. Gerber, as attorney-in-fact of Great Hill Equity Partners III, L.P. 2014-08-19 /s/ Laurie T. Gerber, as attorney-in-fact of Great Hill Partners GP III, L.P. 2014-08-19 /s/ Laurie T. Gerber, as attorney-in-fact of GHP III, LLC 2014-08-19 /s/ Laurie T. Gerber, as attorney-in-fact of Great Hill Equity Partners IV, L.P. 2014-08-19 /s/ Laurie T. Gerber, as attorney-in-fact of Great Hill Partners GP IV, L.P. 2014-08-19 /s/ Laurie T. Gerber, as attorney-in-fact of GHP IV, LLC 2014-08-19