Adrienne Gemperle - Feb 12, 2024 Form 4 Insider Report for Sweetgreen, Inc. (SG)

Role: CHIEF PEOPLE OFFICER
Signature: /s/ Ashley Van, Attorney-in-Fact
Stock symbol: SG
Transactions as of: Feb 12, 2024
Transactions value $: $0
Form type: 4
Date filed: 2/14/2024, 09:22 PM
Previous filing: Nov 20, 2023
Next filing: Feb 21, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SG	Class A Common Stock	Award	$0	+18.9K	+15.14%	$0.00	144K	Feb 12, 2024	Direct	F1

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	+99.2K		$0.00	99.2K	Feb 12, 2024	Class A Common Stock	99.2K	$12.49	Direct	F2

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

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	Represents the grant of restricted stock units ("RSUs") that vest as follows measured from February 15, 2024: (i) 5% of the RSUs will vest in quarterly installments on each Quarterly Vesting Date over the first year, (ii) 7.5% of the RSUs will vest in quarterly installments on each Quarterly Vesting Date over the second year, and (iii) 12.5% of the RSUs will vest in quarterly installments on each Quarterly Vesting Date over the third year, subject to the reporting person's continuous service through each applicable vesting date.
F2	The shares subject to the option vest as follows measured from February 15, 2024: (i) 5% of the options will vest in quarterly installments on each Quarterly Vesting Date over the first year, (ii) 7.5% of the options will vest in quarterly installments on each Quarterly Vesting Date over the second year, and (iii) 12.5% of the options will vest in quarterly installments on each Quarterly Vesting Date over the third year, subject to the reporting person's continuous service through each applicable vesting date.

Content

Represents the grant of restricted stock units ("RSUs") that vest as follows measured from February 15, 2024: (i) 5% of the RSUs will vest in quarterly installments on each Quarterly Vesting Date over the first year, (ii) 7.5% of the RSUs will vest in quarterly installments on each Quarterly Vesting Date over the second year, and (iii) 12.5% of the RSUs will vest in quarterly installments on each Quarterly Vesting Date over the third year, subject to the reporting person's continuous service through each applicable vesting date.

The shares subject to the option vest as follows measured from February 15, 2024: (i) 5% of the options will vest in quarterly installments on each Quarterly Vesting Date over the first year, (ii) 7.5% of the options will vest in quarterly installments on each Quarterly Vesting Date over the second year, and (iii) 12.5% of the options will vest in quarterly installments on each Quarterly Vesting Date over the third year, subject to the reporting person's continuous service through each applicable vesting date.