Mitch Reback - 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 $
$328,625
Form type
4
Date filed
11/23/2021, 05:03 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 Options Exercise $329K +68.8K +11.87% $4.78 648K Jun 28, 2021 Direct
transaction SG Common Stock Gift $0 -125K -19.3% $0.00 523K Jul 30, 2021 Direct
transaction SG Common Stock Gift $0 +125K $0.00 125K Jul 30, 2021 See footnote F1
transaction SG Common Stock Gift $0 -125K -23.91% $0.00 398K Jul 30, 2021 Direct
transaction SG Common Stock Gift $0 +125K $0.00 125K Jul 30, 2021 See footnote F2
transaction SG Common Stock Award $0 -200K -25.07% $0.00 598K Oct 24, 2021 Direct F3
transaction SG Common Stock Conversion of derivative security +70.9K +945.45% 78.4K Nov 21, 2021 By Family Trust F4
transaction SG Common Stock Other -78.4K -100% 0 Nov 22, 2021 By Family Trust F5
transaction SG Class A Common Stock Other +78.4K 78.4K Nov 22, 2021 By Family Trust F5
transaction SG Common Stock Conversion of derivative security +4.94K +197.48% 7.44K Nov 21, 2021 By Daughter's Trust F4
transaction SG Common Stock Other -7.44K -100% 0 Nov 22, 2021 By Daughter's Trust F5
transaction SG Class A Common Stock Other +7.44K 7.44K Nov 22, 2021 By Daughter's Trust F5
transaction SG Common Stock Other -125K -100% 0 Nov 22, 2021 See footnote F1, F5
transaction SG Class A Common Stock Other +125K 125K Nov 22, 2021 See footnote F1, F5
transaction SG Common Stock Other -125K -100% 0 Nov 22, 2021 See footnote F2, F5
transaction SG Class A Common Stock Other +125K 125K Nov 21, 2021 See footnote F2, F5
transaction SG Common Stock Other -598K -100% 0 Nov 22, 2021 Direct F5
transaction SG Class A Common Stock Other -598K -50% 598K Nov 22, 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 +250K $0.00 250K Jun 16, 2021 Common Stock 250K $10.76 Direct F7
transaction SG Stock Option (Right to Buy) Options Exercise $0 -68.8K -45.83% $0.00 81.3K Jun 28, 2021 Common Stock 68.8K $4.78 Direct F8
transaction SG Series C Preferred Stock Conversion of derivative security $0 -30.9K -100% $0.00* 0 Nov 21, 2021 Common Stock 30.9K By Family Trust F4
transaction SG Series C Preferred Stock Conversion of derivative security $0 -2.94K -100% $0.00* 0 Nov 21, 2021 Common Stock 2.94K By Daughter's Trust F4
transaction SG Series G Preferred Stock Conversion of derivative security $0 -40K -100% $0.00* 0 Nov 21, 2021 Common Stock 40K By Family Trust F4
transaction SG Series G Preferred Stock Conversion of derivative security $0 -2K -100% $0.00* 0 Nov 21, 2021 Common Stock 2K By Daughter's Trust F4
transaction SG Stock Option (Right to Buy) Other $0 -150K -100% $0.00* 0 Nov 22, 2021 Common Stock 150K $7.77 Direct F5, F9
transaction SG Stock Option (Right to Buy) Other $0 +150K $0.00 150K Nov 22, 2021 Class A Common Stock 150K $7.77 Direct F5, F9
transaction SG Stock Option (Right to Buy) Other $0 -30K -100% $0.00* 0 Nov 22, 2021 Common Stock 30K $7.77 Direct F5, F10
transaction SG Stock Option (Right to Buy) Other $0 +30K $0.00 30K Nov 22, 2021 Class A Common Stock 30K $7.77 Direct F5, F10
transaction SG Stock Option (Right to Buy) Other $0 -81.3K -100% $0.00* 0 Nov 22, 2021 Common Stock 81.3K $4.78 Direct F5, F8
transaction SG Stock Option (Right to Buy) Other $0 +81.3K $0.00 81.3K Nov 22, 2021 Class A Common Stock 81.3K $4.78 Direct F5, F8
transaction SG Stock Option (Right to Buy) Other $0 -250K -100% $0.00* 0 Nov 22, 2021 Common Stock 250K $10.76 Direct F5, F7
transaction SG Stock Option (Right to Buy) Other $0 +250K $0.00 250K Nov 22, 2021 Class A Common Stock 250K $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.