Form 4 for CAVA CAVA GROUP, INC.
Accepted 2023-06-22 00:00:00 ET · period of report 2023-06-20 · accession 0001628280-23-023141 · 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 | 2023-06-22 | 2023-06-20 | CAVA | Cava Act III, LLC | 10% | M - OptEx | — | +11.64M | 5.69M | New | — |
| D | 2023-06-22 | 2023-06-20 | CAVA | Cava Act III, LLC | 10% | A - Grant | $0.00 | +5,000 | 5,000 | New | $0 |
| DMI | 2023-06-22 | 2023-06-20 | CAVA | Cava Act III, LLC | 10% | M - OptEx | $0.00 | -11.64M | 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 | 2023-06-20 | M | A | 1,985,877 | — | 2,121,339 | I By Cava Act III Trust, LLC | — | — | (F6) Upon closing of the Issuer's IPO, each share of Series D Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series D Preferred Stock had no expiration date. (F5) Cava Act III Trust, LLC is managed by Ronald M. Shaich and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by Mr. Shaich. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings , LLCis controlled by Mr. Shaich. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting persons are the beneficial owners of any securities reported herein. (F4) Represents securities held by Cava Act III Trust, LLC. |
| 2 | Common | Common Stock | 2023-06-20 | M | A | 135,462 | — | 135,462 | I By Cava Act III Trust, LLC | — | — | (F3) Upon closing of the Issuer's initial public offering (the "IPO"), each share of Series A Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series A Preferred Stock had no expiration date. (F5) Cava Act III Trust, LLC is managed by Ronald M. Shaich and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by Mr. Shaich. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings , LLCis controlled by Mr. Shaich. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting persons are the beneficial owners of any securities reported herein. (F4) Represents securities held by Cava Act III Trust, LLC. |
| 3 | Common | Common Stock | 2023-06-20 | A | A | 5,000 | $0.00 | 5,000 | D By Cava Act III Trust, LLC | — | — | (F2) Includes unvested RSUs. (F5) Cava Act III Trust, LLC is managed by Ronald M. Shaich and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by Mr. Shaich. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings , LLCis controlled by Mr. Shaich. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting persons are the beneficial owners of any securities reported herein. (F4) Represents securities held by Cava Act III Trust, LLC. |
| 4 | Common | Common Stock | 2023-06-20 | M | A | 5,957,634 | — | 5,957,634 | I | — | — | (F7) Upon closing of the Issuer's IPO, each share of Series E Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series E Preferred Stock had no expiration date. |
| 5 | Common | Common Stock | 2023-06-20 | M | A | 3,565,926 | — | 5,687,265 | I By Cava Act III, LLC | — | — | (F7) Upon closing of the Issuer's IPO, each share of Series E Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series E Preferred Stock had no expiration date. (F5) Cava Act III Trust, LLC is managed by Ronald M. Shaich and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by Mr. Shaich. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings , LLCis controlled by Mr. Shaich. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting persons are the beneficial owners of any securities reported herein. (F8) Represents securities held by Cava Act III, LLC. |
| 6 | Derivative | Series D Preferred Stock | 2023-06-20 | M | D | 1,985,877 | $0.00 | 0 | I By Cava Act III Trust, LLC | — · — to — | 1,985,877 Common Stock | (F5) Cava Act III Trust, LLC is managed by Ronald M. Shaich and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by Mr. Shaich. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings , LLCis controlled by Mr. Shaich. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting persons are the beneficial owners of any securities reported herein. (F4) Represents securities held by Cava Act III Trust, LLC. (F6) Upon closing of the Issuer's IPO, each share of Series D Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series D Preferred Stock had no expiration date. |
| 7 | Derivative | Series E Preferred Stock | 2023-06-20 | M | D | 5,957,634 | $0.00 | 0 | I By Cava Act III, LLC | — · — to — | 5,957,634 Common Stock | (F5) Cava Act III Trust, LLC is managed by Ronald M. Shaich and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by Mr. Shaich. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings , LLCis controlled by Mr. Shaich. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting persons are the beneficial owners of any securities reported herein. (F8) Represents securities held by Cava Act III, LLC. (F7) Upon closing of the Issuer's IPO, each share of Series E Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series E Preferred Stock had no expiration date. |
| 8 | Derivative | Series E Preferred Stock | 2023-06-20 | M | D | 3,565,926 | $0.00 | 0 | I By Cava Act III Trust, LLC | — · — to — | 3,565,926 Common Stock | (F5) Cava Act III Trust, LLC is managed by Ronald M. Shaich and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by Mr. Shaich. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings , LLCis controlled by Mr. Shaich. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting persons are the beneficial owners of any securities reported herein. (F4) Represents securities held by Cava Act III Trust, LLC. (F7) Upon closing of the Issuer's IPO, each share of Series E Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series E Preferred Stock had no expiration date. |
| 9 | Derivative | Series A Preferred Stock | 2023-06-20 | M | D | 135,462 | $0.00 | 0 | I By Cava Act III Trust, LLC | — · — to — | 135,462 Common Stock | (F5) Cava Act III Trust, LLC is managed by Ronald M. Shaich and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by Mr. Shaich. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings , LLCis controlled by Mr. Shaich. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting persons are the beneficial owners of any securities reported herein. (F4) Represents securities held by Cava Act III Trust, LLC. (F3) Upon closing of the Issuer's initial public offering (the "IPO"), each share of Series A Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series A Preferred Stock had no expiration date. |