Julie Bornstein - 24 May 2021 Form 4 Insider Report for Sweetgreen, Inc. (SG)

Role: Director
Signature: /s/ Andrew Glickman, Attorney-in-fact
Issuer symbol: SG
Transactions as of: 24 May 2021
Net transactions value: +$249,984
Form type: 4
Filing time: 23 Nov 2021, 17:12:17 UTC
Next filing: 09 Jun 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SG	Common Stock	Award	$0	+5,000		$0.000000	5,000	24 Oct 2021	Direct	F1
transaction	SG	Common Stock	Other		-5,000	-100%		0	22 Nov 2021	Direct	F1, F2
transaction	SG	Class A Common Stock	Other		+5,000			5,000	22 Nov 2021	Direct	F1, F2
transaction	SG	Class A Common Stock	Purchase	$249,984	+8,928	+179%	$28.00	13,928	22 Nov 2021	Direct	F3

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	+50,000		$0.000000	50,000	24 May 2021	Common Stock	50,000	$10.76	Direct	F4
transaction	SG	Stock Option (Right to Buy)	Other	$0	-50,000	-100%	$0.000000^*	0	22 Nov 2021	Common Stock	50,000	$10.76	Direct	F2, F4
transaction	SG	Stock Option (Right to Buy)	Other	$0	+50,000		$0.000000	50,000	22 Nov 2021	Class A Common Stock	50,000	$10.76	Direct	F2, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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 will be met upon the consummation of the initial public offering of the Issuer's Class A Common Stock (the "IPO"). The time based vesting requirement was satisfied with respect to 25% of the shares on November 15, 2021 and will be satisfied with respect to an additional 25% of the shares on each of February 15, 2022, May 15, 2022 and August 15, 2022, subject to the reporting person's continuous service through each applicable vesting date.
F2	Each share of Common Stock was reclassified into one share of Class A Common Stock immediately prior to the completion of the IPO.
F3	Includes 5,000 shares subject to RSUs.
F4	The shares subject to the option vest monthly over 24 months measured from May 7, 2021, subject to the reporting person's continuous service through each applicable vesting date.