Form 4 for SG Sweetgreen, Inc.
Accepted 2021-11-23 00:00:00 ET · period of report 2021-11-21 · accession 0001209191-21-066597 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2021-11-23 | 2021-11-22 | SG | CASE STEPHEN M | Dir | J - Other | — | 0 | 6.24M | New | — |
| DMI | 2021-11-23 | 2021-11-21 | SG | CASE STEPHEN M | Dir | C - Cnv Deriv | — | +6.41M | 163.5K | New | — |
| DMI | 2021-11-23 | 2021-11-21 | SG | CASE STEPHEN M | Dir | C - Cnv Deriv | $0.00 | -6.41M | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2021-11-22 | J | D | 163,544 | — | 0 | I See Footnote | — | — | (F3) Each share of Common Stock was reclassified into one share of Class A Common Stock immediately prior to the completion of the initial public offering of the issuer's Class A Common Stock (the "IPO"). (F2) The shares are held by TF Group Holdings LLC. |
| 2 | Common | Class A Common Stock | 2021-11-22 | J | A | 163,544 | — | 163,544 | I See Footnote | — | — | (F3) Each share of Common Stock was reclassified into one share of Class A Common Stock immediately prior to the completion of the initial public offering of the issuer's Class A Common Stock (the "IPO"). (F2) The shares are held by TF Group Holdings LLC. |
| 3 | Common | Common Stock | 2021-11-21 | C | A | 6,241,521 | — | 6,241,521 | I See Footnote | — | — | (F1) The shares of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F 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 Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock. (F4) Includes 2,080,497 shares held by Georgetown SG Holdings, LLC, 2,080,527 shares held by Revolutions Growth II, LP and 2,080,497 shares held by Tavern Green Holdings, LLC. The reporting person may be deemed to have shared dispositive power over these shares and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 4 | Common | Common Stock | 2021-11-22 | J | D | 6,241,521 | — | 0 | I See Footnote | — | — | (F3) Each share of Common Stock was reclassified into one share of Class A Common Stock immediately prior to the completion of the initial public offering of the issuer's Class A Common Stock (the "IPO"). (F4) Includes 2,080,497 shares held by Georgetown SG Holdings, LLC, 2,080,527 shares held by Revolutions Growth II, LP and 2,080,497 shares held by Tavern Green Holdings, LLC. The reporting person may be deemed to have shared dispositive power over these shares and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 5 | Common | Class A Common Stock | 2021-11-22 | J | A | 6,241,521 | — | 6,241,521 | I See Footnote | — | — | (F3) Each share of Common Stock was reclassified into one share of Class A Common Stock immediately prior to the completion of the initial public offering of the issuer's Class A Common Stock (the "IPO"). (F4) Includes 2,080,497 shares held by Georgetown SG Holdings, LLC, 2,080,527 shares held by Revolutions Growth II, LP and 2,080,497 shares held by Tavern Green Holdings, LLC. The reporting person may be deemed to have shared dispositive power over these shares and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 6 | Common | Common Stock | 2021-11-21 | C | A | 163,544 | — | 163,544 | I See Footnote | — | — | (F1) The shares of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F 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 Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock. (F2) The shares are held by TF Group Holdings LLC. |
| 7 | Derivative | Series C Preferred Stock | 2021-11-21 | C | D | 140,073 | $0.00 | 0 | I See Footnote | — · — to — | 140,073 Common Stock | (F2) The shares are held by TF Group Holdings LLC. (F1) The shares of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F 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 Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock. |
| 8 | Derivative | Series E Preferred Stock | 2021-11-21 | C | D | 23,471 | $0.00 | 0 | I See Footnote | — · — to — | 23,471 Common Stock | (F2) The shares are held by TF Group Holdings LLC. (F1) The shares of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F 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 Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock. |
| 9 | Derivative | Series D Preferred Stock | 2021-11-21 | C | D | 2,455,505 | $0.00 | 0 | I See Footnote | — · — to — | 2,455,505 Common Stock | (F5) Includes 818,492 shares held by Georgetown SG Holdings, LLC, 818,521 shares held by Revolution Growth II, LP and 818,492 shares held by Tavern Green Holdings, LLC. The reporting person may been deemed to have shared dispositive power over these shares and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. (F1) The shares of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F 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 Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock. |
| 10 | Derivative | Series E Preferred Stock | 2021-11-21 | C | D | 3,132,678 | $0.00 | 0 | I See Footnote | — · — to — | 3,132,678 Common Stock | (F6) Includes 1,044,226 shares held by Georgetown SG Holdings, LLC, 1,044,226 shares held by Revolution Growth II, LP and 1,044,226 shares held by Tavern Green Holdings, LLC. The reporting person may been deemed to have shared dispositive power over these shares and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. (F1) The shares of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F 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 Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock. |
| 11 | Derivative | Series F Preferred Stock | 2021-11-21 | C | D | 97,783 | $0.00 | 0 | I See Footnote | — · — to — | 97,783 Common Stock | (F7) Includes 32,594 shares held by Georgetown SG Holdings, LLC, 32,595 shares held by Revolution Growth II, LP and 32,594 shares held by Tavern Green Holdings, LLC. The reporting person may been deemed to have shared dispositive power over these shares and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. (F1) The shares of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F 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 Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock. |
| 12 | Derivative | Series G Preferred Stock | 2021-11-21 | C | D | 555,555 | $0.00 | 0 | I See Footnote | — · — to — | 555,555 Common Stock | (F8) Includes 185,185 shares held by Georgetown SG Holdings, LLC, 185,185 shares held by Revolution Growth II, LP and 185,185 shares held by Tavern Green Holdings, LLC. The reporting person may been deemed to have shared dispositive power over these shares and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. (F1) The shares of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F 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 Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock automatically converted into shares of Common Stock. |