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

Signature
/s/ Andrew Glickman, Attorney-in-fact
Issuer symbol
SG
Transactions as of
16 Jun 2021
Net transactions value
+$328,625
Form type
4
Filing time
23 Nov 2021, 17:03:24 UTC
Next filing
17 Nov 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SG Common Stock Options Exercise $328,625 +68,750 +12% $4.78 647,750 28 Jun 2021 Direct
transaction SG Common Stock Gift $0 -125,000 -19% $0.000000 522,750 30 Jul 2021 Direct
transaction SG Common Stock Gift $0 +125,000 $0.000000 125,000 30 Jul 2021 See footnote F1
transaction SG Common Stock Gift $0 -125,000 -24% $0.000000 397,750 30 Jul 2021 Direct
transaction SG Common Stock Gift $0 +125,000 $0.000000 125,000 30 Jul 2021 See footnote F2
transaction SG Common Stock Award $0 -200,000 -25% $0.000000 597,750 24 Oct 2021 Direct F3
transaction SG Common Stock Conversion of derivative security +70,909 +945% 78,409 21 Nov 2021 By Family Trust F4
transaction SG Common Stock Other -78,409 -100% 0 22 Nov 2021 By Family Trust F5
transaction SG Class A Common Stock Other +78,409 78,409 22 Nov 2021 By Family Trust F5
transaction SG Common Stock Conversion of derivative security +4,937 +197% 7,437 21 Nov 2021 By Daughter's Trust F4
transaction SG Common Stock Other -7,437 -100% 0 22 Nov 2021 By Daughter's Trust F5
transaction SG Class A Common Stock Other +7,437 7,437 22 Nov 2021 By Daughter's Trust F5
transaction SG Common Stock Other -125,000 -100% 0 22 Nov 2021 See footnote F1, F5
transaction SG Class A Common Stock Other +125,000 125,000 22 Nov 2021 See footnote F1, F5
transaction SG Common Stock Other -125,000 -100% 0 22 Nov 2021 See footnote F2, F5
transaction SG Class A Common Stock Other +125,000 125,000 21 Nov 2021 See footnote F2, F5
transaction SG Common Stock Other -597,750 -100% 0 22 Nov 2021 Direct F5
transaction SG Class A Common Stock Other -597,750 -50% 597,750 22 Nov 2021 Direct F5, F6

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 +250,000 $0.000000 250,000 16 Jun 2021 Common Stock 250,000 $10.76 Direct F7
transaction SG Stock Option (Right to Buy) Options Exercise $0 -68,750 -46% $0.000000 81,250 28 Jun 2021 Common Stock 68,750 $4.78 Direct F8
transaction SG Series C Preferred Stock Conversion of derivative security $0 -30,909 -100% $0.000000* 0 21 Nov 2021 Common Stock 30,909 By Family Trust F4
transaction SG Series C Preferred Stock Conversion of derivative security $0 -2,937 -100% $0.000000* 0 21 Nov 2021 Common Stock 2,937 By Daughter's Trust F4
transaction SG Series G Preferred Stock Conversion of derivative security $0 -40,000 -100% $0.000000* 0 21 Nov 2021 Common Stock 40,000 By Family Trust F4
transaction SG Series G Preferred Stock Conversion of derivative security $0 -2,000 -100% $0.000000* 0 21 Nov 2021 Common Stock 2,000 By Daughter's Trust F4
transaction SG Stock Option (Right to Buy) Other $0 -150,000 -100% $0.000000* 0 22 Nov 2021 Common Stock 150,000 $7.77 Direct F5, F9
transaction SG Stock Option (Right to Buy) Other $0 +150,000 $0.000000 150,000 22 Nov 2021 Class A Common Stock 150,000 $7.77 Direct F5, F9
transaction SG Stock Option (Right to Buy) Other $0 -30,000 -100% $0.000000* 0 22 Nov 2021 Common Stock 30,000 $7.77 Direct F5, F10
transaction SG Stock Option (Right to Buy) Other $0 +30,000 $0.000000 30,000 22 Nov 2021 Class A Common Stock 30,000 $7.77 Direct F5, F10
transaction SG Stock Option (Right to Buy) Other $0 -81,250 -100% $0.000000* 0 22 Nov 2021 Common Stock 81,250 $4.78 Direct F5, F8
transaction SG Stock Option (Right to Buy) Other $0 +81,250 $0.000000 81,250 22 Nov 2021 Class A Common Stock 81,250 $4.78 Direct F5, F8
transaction SG Stock Option (Right to Buy) Other $0 -250,000 -100% $0.000000* 0 22 Nov 2021 Common Stock 250,000 $10.76 Direct F5, F7
transaction SG Stock Option (Right to Buy) Other $0 +250,000 $0.000000 250,000 22 Nov 2021 Class A Common Stock 250,000 $10.76 Direct F5, 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 Donald Spetner, Trustee of The IMCR GRAT, dated July 27, 2021.
F2 The shares are held by Donald Spetner, Trustee of The MRCR GRAT, dated July 27, 2021.
F3 Represents restricted stock units ("RSUs") that are subject to both a time based vesting requirement and a liquidity event vesting requirement. The liquidity event vesting requirement was met upon the consummation of the initial public offering of the Issuer's Class A Common Stock (the "IPO"). The time based vesting requirement will be satisfied with respect to 25% of the shares on August 15, 2022 and with respect to the remainder of the shares in equal quarterly amounts over the following 36 months, subject to the reporting person's continuous service through each applicable vesting date.
F4 The shares of Series C Preferred Stock and Series G Preferred Stock are convertible into shares of Common Stock on a 1:1 basis and have no expiration date. At 11:59 p.m. Eastern time the shares of Series C Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock in connection with the IPO.
F5 Each share of Common Stock was reclassified into one share of Class A Common Stock immediately prior to the completion of the IPO.
F6 Includes 200,000 shares subject to RSUs.
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 The shares subject to the option are immediately exercisable and vest monthly over 24 months measured from June 30, 2020, subject to the reporting person's continuous service through each applicable vesting date.
F9 The shares subject to the option are immediately exercisable and vest monthly over 36 months measured from January 1, 2019, subject to the reporting person's continuous service through each applicable vesting date.
F10 Fully vested.