Luke D. Thompson - Mar 2, 2023 Form 4 Insider Report for Grocery Outlet Holding Corp. (GO)

Role: SVP, GC and Secretary
Signature: /s/ Lauri Fischer, Lauri Fischer, as Attorney-in-Fact
Stock symbol: GO
Transactions as of: Mar 2, 2023
Transactions value $: $0
Form type: 4
Date filed: 3/6/2023, 04:42 PM
Previous filing: Aug 12, 2022
Next filing: May 24, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GO	Common Stock	Award	$0	+12K	+107.18%	$0.00	23.1K	Mar 2, 2023	Direct	F1

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

Explanation of Responses:

Id	Content
F1	Represents 11,961 restricted stock units ("RSUs") granted to the reporting person that will entitle the reporting person to receive one share of the Issuer's Common Stock per RSU. The RSUs will vest, and the underlying shares will be concurrently issued in a series of three equal installments upon the reporting person's completion of each 12 month period of service over the period measured from March 1, 2023 to March 1, 2026, subject to the continued service of the reporting person through such vesting dates. Does not include up to an additional 17,941 unvested PSUs at target achievement (or up to an additional 35,882 unvested PSUs at maximum achievement) which are eligible to vest upon the achievement of certain performance-based vesting conditions.

Content

Represents 11,961 restricted stock units ("RSUs") granted to the reporting person that will entitle the reporting person to receive one share of the Issuer's Common Stock per RSU. The RSUs will vest, and the underlying shares will be concurrently issued in a series of three equal installments upon the reporting person's completion of each 12 month period of service over the period measured from March 1, 2023 to March 1, 2026, subject to the continued service of the reporting person through such vesting dates. Does not include up to an additional 17,941 unvested PSUs at target achievement (or up to an additional 35,882 unvested PSUs at maximum achievement) which are eligible to vest upon the achievement of certain performance-based vesting conditions.