Jonathan Neman - 20 Feb 2024 Form 4 Insider Report for Sweetgreen, Inc. (SG)

Role
CHIEF EXECUTIVE OFFICER, Director
Signature
/s/ Ashley Van, Attorney-in-Fact
Issuer symbol
SG
Transactions as of
20 Feb 2024
Net transactions value
-$57,750
Form type
4
Filing time
21 Feb 2024, 17:04:46 UTC
Previous filing
24 Jan 2024
Next filing
04 Mar 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SG Class A Common Stock Conversion of derivative security $0 +5,000 $0.000000 5,000 20 Feb 2024 See footnote F1, F2
transaction SG Class A Common Stock Sale $57,750 -5,000 -100% $11.55 0 20 Feb 2024 See footnote F2, F3, F4
holding SG Class A Common Stock 2,100,000 20 Feb 2024 Direct F5
holding SG Class A Common Stock 943,991 20 Feb 2024 See footnote F6
holding SG Class A Common Stock 50,000 20 Feb 2024 By spouse

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 Class B Common Stock Conversion of derivative security $0 -5,000 -0.13% $0.000000 3,966,893 20 Feb 2024 Class A Common Stock 5,000 See footnote F1, F2
holding SG Class B Common Stock 177,040 20 Feb 2024 Class A Common Stock 177,040 See footnote F1, F7
holding SG Class B Common Stock 500,000 20 Feb 2024 Class A Common Stock 500,000 See footnote F1, F8
* 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 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.
F2 The shares are held by Jonathan Neman Revocable Trust U/T/A dated October 7, 2016.
F3 Shares sold pursuant to a 10b5-1 trading plan adopted by the reporting person on May 31, 2023.
F4 The price reported in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $11.24 to $12.14. The reporting person will provide to the SEC, the issuer or security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 Represents restricted stock units that vest over time and if and to the extent the issuer's stock price reaches specified levels.
F6 The shares are held by the JDRB Trust.
F7 The shares are held by Nicolas H. Jammet, as Trustee of the Jonathan Neman 2014 GRAT.
F8 The shares are held by the Neman Descendants Trust U/T/A dated September 3, 2021.