Nicolas Jammet - Jun 16, 2021 Form 4 Insider Report for Sweetgreen, Inc. (SG)

Signature
/s/ Andrew Glickman, Attorney-in-fact
Stock symbol
SG
Transactions as of
Jun 16, 2021
Transactions value $
$486,728
Form type
4
Date filed
11/23/2021, 05:00 PM
Next filing
Nov 17, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SG Common Stock Gift $0 -500K -15.86% $0.00 2.65M Sep 3, 2021 See footnote F1
transaction SG Common Stock Gift $0 +500K $0.00 500K Sep 3, 2021 See footnote F2
transaction SG Common Stock Options Exercise $133K +196K +27.09% $0.68* 918K Sep 23, 2021 Direct
transaction SG Common Stock Options Exercise $300K +125K +13.61% $2.40* 1.04M Sep 23, 2021 Direct
transaction SG Common Stock Options Exercise $53.6K +17.1K +1.64% $3.14 1.06M Sep 23, 2021 Direct
transaction SG Common Stock Gift $0 -1.06M -100% $0.00* 0 Sep 29, 2021 Direct
transaction SG Common Stock Gift $0 +1.06M +39.96% $0.00 3.71M Sep 29, 2021 See footnote F1
transaction SG Common Stock Award $0 -2.1M -50% $0.00 2.1M Oct 24, 2021 Direct F3
transaction SG Common Stock Other -3.71M -100% 0 Nov 22, 2021 See footnote F1, F4
transaction SG Class A Common Stock Other +3.71M 3.71M Nov 22, 2021 See footnote F1, F4
transaction SG Class A Common Stock Other -3.71M -100% 0 Nov 22, 2021 See footnote F1, F5
transaction SG Common Stock Other -500K -100% 0 Nov 22, 2021 See footnote F2, F4
transaction SG Class A Common Stock Other +500K 500K Nov 22, 2021 See footnote F2, F4
transaction SG Class A Common Stock Other -500K -100% 0 Nov 22, 2021 See footnote F2, F5
transaction SG Common Stock Other -185K -100% 0 Nov 22, 2021 See footnote F4, F6
transaction SG Class A Common Stock Other +185K 185K Nov 22, 2021 See footnote F4, F6
transaction SG Class A Common Stock Other -185K -100% 0 Nov 22, 2021 See footnote F5, F6
transaction SG Common Stock Other -2.1M -100% 0 Nov 22, 2021 Direct F3, F4
transaction SG Class A Common Stock Other -2.1M -50% 2.1M Nov 22, 2021 Direct F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SG Stock Option (Right to Buy) Award $0 +830K $0.00 830K Jun 16, 2021 Common Stock 830K $10.76 Direct F7
transaction SG Stock Option (Right to Buy) Options Exercise $0 -196K -100% $0.00* 0 Sep 23, 2021 Common Stock 196K $0.68 Direct F8
transaction SG Stock Option (Right to Buy) Options Exercise $0 -125K -100% $0.00* 0 Sep 23, 2021 Common Stock 125K $2.40 Direct F8
transaction SG Stock Option (right to Buy) Options Exercise $0 -17.1K -54.65% $0.00 14.2K Sep 23, 2021 Common Stock 17.1K $3.14 Direct F8
transaction SG Class B Common Stock Other $0 +3.71M $0.00 3.71M Nov 22, 2021 Class A Common Stock 3.71M See footnote F1, F5, F9, F10
transaction SG Class B Common Stock Other $0 +500K $0.00 500K Nov 22, 2021 Class A Common Stock 500K See footnote F2, F5, F9, F10
transaction SG Class B Common Stock Other $0 +185K $0.00 185K Nov 22, 2021 Class A Common Stock 185K See footnote F5, F6, F9, F10
transaction SG Stock Option (Right to Buy) Other $0 -275K -100% $0.00* 0 Nov 22, 2021 Common Stock 275K $0.96 Direct F4, F8
transaction SG Stock Option (Right to Buy) Other $0 +275K $0.00 275K Nov 22, 2021 Class A Common Stock 275K $0.96 Direct F4, F8
transaction SG Stock Option (Right to Buy) Other $0 -14.2K -100% $0.00* 0 Nov 22, 2021 Common Stock 14.2K $3.14 Direct F4, F8
transaction SG Stock Option (Right to Buy) Other $0 +14.2K $0.00 14.2K Nov 22, 2021 Class A Common Stock 14.2K $3.14 Direct F4, F8
transaction SG Stock Option (Right to Buy) Other $0 -1.2M -100% $0.00* 0 Nov 22, 2021 Common Stock 1.2M $3.73 Direct F4, F8
transaction SG Stock Option (Right to Buy) Other $0 +1.2M $0.00 1.2M Nov 22, 2021 Class A Common Stock 1.2M $3.73 Direct F4, F8
transaction SG Stock Option (Right to Buy) Other $0 -200K -100% $0.00* 0 Nov 22, 2021 Common Stock 200K $7.77 Direct F4, F8
transaction SG Stock Option (Right to Buy) Other $0 +200K $0.00 200K Nov 22, 2021 Class A Common Stock 200K $7.77 Direct F4, F8
transaction SG Stock Option (Right to Buy) Other $0 -249K -100% $0.00* 0 Nov 22, 2021 Common Stock 249K $7.77 Direct F4, F11
transaction SG Stock Option (Right to Buy) Other $0 +249K $0.00 249K Nov 22, 2021 Class A Common Stock 249K $7.77 Direct F4, F11
transaction SG Stock Option (Right to Buy) Other $0 -830K -100% $0.00* 0 Nov 22, 2021 Common Stock 830K $10.76 Direct F4, F7
transaction SG Stock Option (Right to Buy) Other $0 +830K $0.00 830K Nov 22, 2021 Class A Common Stock 830K $10.76 Direct F4, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares are held by Nicolas Jammet Revocable Trust U/T/A dated October 7, 2016.
F2 The shares are held by the Jammet Descendants Trust U/T/A dated September 3, 2021.
F3 Represents restricted stock units that vest if and to the extent the issuer's stock price reaches specified levels.
F4 Each share of Common Stock was reclassified into one share of Class A Common Stock immediately prior to the completion of the initial public offering of the issuer's Class A Common Stock (the "IPO").
F5 Each share of Class A Common Stock was exchanged for one share of Class B Common Stock effective upon the completion of the IPO.
F6 The shares are held by Patrick Jammet, as Trustee of the Nicolas H. Jammet 2014 GRAT.
F7 25% of the shares vest on January 1, 2022, the one-year anniversary of the vesting commencement date, with the remainder of the shares vesting in 36 equal monthly installments thereafter, subject to the recipient's continuous service through each applicable vesting date.
F8 Fully vested.
F9 The shares of Class B Common Stock will convert automatically into shares of our Class A Common Stock on the final conversion date defined as the earlier of (i) the nine-month anniversary of the death or permanent disability of the last of the founders; (ii) the last trading day of the fiscal year during which the 10th anniversary of the effectiveness of the IPO registration statement occurs, or (iii) the date specified by a vote of the holders of a majority of the outstanding shares of Class B Common Stock; provided, however, that the final conversion date may be extended by the affirmative vote of the holders of the majority of the voting power of the then-outstanding shares of Class A Common Stock not held by a founder or an affiliate or permitted transferee of a founder and entitled to vote generally in the election of directors, voting together as a single class.
F10 Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.
F11 The shares subject to the option are immediately exercisable. 25% of the shares subject to the original option vested on January 1, 2020, the one-year anniversary of the vesting commencement date, with the remainder of the shares vesting in 36 equal monthly installments thereafter, subject to the recipient's continuous service through each applicable vesting date.