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CAVA Group (NYSE: CAVA) appoints Ulta Beauty retail chief to board

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Form Type
8-K

Rhea-AI Filing Summary

CAVA Group, Inc. appointed Amiee Bayer-Thomas, Chief Retail Officer of Ulta Beauty, to its Board of Directors, effective July 29, 2026. She was also appointed to the Board’s Audit Committee and its Nominating, Governance and Sustainability Committee.

The Board determined that Bayer-Thomas qualifies as an independent director under New York Stock Exchange rules and the company’s Corporate Governance Guidelines, and that she meets requirements for Audit Committee service. The Board size was increased from eight to nine directors, with Bayer-Thomas filling the new seat.

There is no arrangement or understanding with any other person regarding her selection, and there are no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K. She will receive compensation under CAVA’s existing Non-Employee Director Compensation Policy, and the company entered into its standard indemnification agreement with her.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Board size after appointment 9 directors Board increased from eight to nine directors effective July 29, 2026
Ulta Beauty store operations more than 1,500 stores Stores for which Amiee Bayer-Thomas is responsible as Chief Retail Officer
Ulta Beauty associates over 60,000 associates Associates under Amiee Bayer-Thomas’s responsibility at Ulta Beauty
CAVA restaurant count more than 450 restaurants CAVA locations across the United States
CAVA geographic footprint 29 states and Washington, D.C. States and D.C. where CAVA operates restaurants
CAVA team members more than 15,000 team members Company-reported employment base across its operations
Menu combinations more than 17 billion Possible ingredient combinations for CAVA bowls and pitas
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Audit Committee regulatory
"appointed Ms. Thomas to the Audit Committee"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Nominating, Governance and Sustainability Committee regulatory
"the Nominating, Governance and Sustainability Committee of the Board"
Non-Employee Director Compensation Policy financial
"compensated for her service in accordance with the Company’s Non-Employee Director Compensation Policy"
indemnification agreement regulatory
"the Company has entered into its standard indemnification agreement with Ms. Thomas"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What board change did CAVA (CAVA) disclose on July 29, 2026?

CAVA’s Board appointed Amiee Bayer-Thomas, Chief Retail Officer of Ulta Beauty, to its Board of Directors, effective July 29, 2026, and simultaneously increased the board size from eight to nine directors to accommodate her appointment.

Which committees will Amiee Bayer-Thomas serve on at CAVA (CAVA)?

Amiee Bayer-Thomas was appointed to CAVA’s Audit Committee and its Nominating, Governance and Sustainability Committee, giving her oversight roles in financial reporting, board governance, director nominations, and sustainability-related matters at the company.

Is the new CAVA (CAVA) director considered independent?

Yes. CAVA’s Board determined that Amiee Bayer-Thomas is an independent director under applicable New York Stock Exchange rules and the company’s Corporate Governance Guidelines, and that she meets the specific requirements for serving on the Audit Committee.

How will the new CAVA (CAVA) director be compensated?

CAVA explains that Amiee Bayer-Thomas will be paid under its existing Non-Employee Director Compensation Policy and has signed the company’s standard indemnification agreement used for directors and officers, without describing any special or separate compensation arrangements.

What operating experience does CAVA’s (CAVA) new director bring?

As Ulta Beauty’s Chief Retail Officer, Amiee Bayer-Thomas oversees operations for more than 1,500 stores and over 60,000 associates, with responsibilities spanning store operations, services, real estate growth, store design, loss prevention, and supply chain leadership.
0001639438FALSE00016394382026-07-292026-07-29

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 29, 2026
CAVA Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware001-4172147-3426661
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
14 Ridge Square NW, Suite 500
Washington, DC 20016
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (202) 400-2920
Not applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of
each class
Trading
Symbol
Name of each exchange
on which registered
Common Stock, par value $0.0001 per shareCAVANew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 29, 2026, the Board of Directors (the “Board”) of CAVA Group, Inc. (the “Company”) appointed Amiee Lynn Thomas to the Board. The Board also appointed Ms. Thomas to the Audit Committee and the Nominating, Governance and Sustainability Committee of the Board.
Ms. Thomas has more than three decades of leadership experience across specialty and department-store retail. As Chief Retail Officer of Ulta Beauty, she is responsible for store and services operations across more than 1,500 stores and over 60,000 associates, as well as real estate growth and development, store design, and loss prevention. Since joining Ulta Beauty in 2016, Ms. Thomas has held roles of increasing responsibility, including Chief Store Operations Officer and Chief Supply Chain Officer. Prior to Ulta Beauty, Ms. Thomas held leadership positions at JCPenney and Limited Brands across store operations, field leadership, and merchandising.
The Board has determined that Ms. Thomas qualifies as an independent director under the applicable rules of the New York Stock Exchange and the Company’s Corporate Governance Guidelines and meets the requirements for service on the Audit Committee. There is no arrangement or understanding between Ms. Thomas and any other persons pursuant to which Ms. Thomas was selected as a director. There are no transactions or relationships that require disclosure under Item 404(a) of Regulation S-K.
Ms. Thomas will be compensated for her service in accordance with the Company’s Non-Employee Director Compensation Policy, as described under “Director Compensation” in the Company’s proxy statement for its 2026 Annual Meeting of Stockholders filed with the U.S. Securities and Exchange Commission on April 24, 2026 (the “Proxy Statement”). In connection with her appointment, the Company has entered into its standard indemnification agreement with Ms. Thomas, consistent with the description under “Indemnification Agreements with our Directors and Officers” in the Proxy Statement.
The Board also increased the size of the Board from eight to nine directors, effective on July 29, 2026, with Ms. Thomas appointed to fill the vacancy.

Item 9.01    Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.Description
10.1
Form of Indemnification Agreement for Directors and Officers.
99.1
Press release issued by CAVA Group, Inc. on August 3, 2026.
104Cover Page Interactive Data File (embedded within the Inline XBRL document).



Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 3, 2026CAVA Group, Inc.
By:/s/ Tricia Tolivar
Name:Tricia Tolivar
Title:Chief Financial Officer (duly authorized officer and principal financial officer)

EXHIBIT 99.1
CAVA Appoints Amiee Bayer-Thomas to Board of Directors

Veteran retail operating executive brings deep expertise in multi-unit operations, talent development, real estate and supply chain

WASHINGTON--(BUSINESS WIRE)--[AUGUST 3, 2026]--CAVA Group, Inc. (NYSE: CAVA), the category-defining Mediterranean fast-casual restaurant brand that brings heart, health, and humanity to food, today announced the appointment of Amiee Bayer-Thomas, Chief Retail Officer of Ulta Beauty, Inc., to its Board of Directors, effective July 29.

“Amiee is a seasoned operator whose leadership has always started with the people closest to the guest,” said Brett Schulman, Co-Founder and CEO of CAVA. “Having grown up in retail, she brings a grounded understanding of the store, the frontline team member and the guest. Her experience leading complex national operations, developing talent and scaling for growth will be invaluable as CAVA continues expanding. Just as importantly, her values-based approach and commitment to building strong cultures align deeply with who we are. We are thrilled to welcome Amiee to the CAVA table.”
Bayer-Thomas has more than three decades of leadership experience across specialty and department-store retail. As Chief Retail Officer of Ulta Beauty, she is responsible for store and services operations across more than 1,500 stores and over 60,000 associates, as well as real estate growth and development, store design and loss prevention.

Since joining Ulta Beauty in 2016, Bayer-Thomas has held roles of increasing responsibility, including Chief Store Operations Officer and Chief Supply Chain Officer. Her end-to-end operating experience spans the supply chain through the selling floor, with a focus on operational excellence, continuous improvement, cost discipline and developing high-performing teams. She has also led business continuity and operational response across thousands of locations during periods of significant disruption.

“CAVA has built a category-defining brand by pairing bold, vibrant food with a deeply human approach to hospitality,” said Bayer-Thomas. “I have long admired the company’s commitment to its team members, guests and communities, and I am honored to join the Board at such an exciting stage of growth. I look forward to working with the leadership team and my fellow directors to help CAVA scale its mission and bring the Mediterranean way to more people across the country.”

Prior to Ulta Beauty, Bayer-Thomas held leadership positions at JCPenney and Limited Brands across store operations, field leadership and merchandising. She serves on the Board of Directors of YWCA Metropolitan Chicago and previously served on the advisory board of Shoptalk. Bayer-Thomas holds a Bachelor of Arts in Management from the College of Saint Benedict and Saint John’s University.

About CAVA

CAVA is the category-defining Mediterranean fast-casual restaurant brand bringing together bold, healthful flavors and ingredients at scale. A founder-led company, CAVA is guided by the belief that food should taste as good as it makes you feel, and that great meals and warm Mediterranean hospitality go hand in hand. Across more than 450 restaurants in 29 states and Washington, D.C., guests can choose from an abundant selection of chef-curated or build your own bowls and pitas to meet their dietary and taste preferences. There are more than 17 billion possible ingredient combinations, featuring a variety of proteins, vegetables, signature dips such as Crazy Feta®, house-made beverages, and more. Guided by its mission to bring heart, health, and humanity to food, CAVA provides meaningful career opportunities for more than 15,000 team members and continues to invest in its people and communities. Learn more at cava.com.




Investor Relations:
Katie Semple
Investor.relations@cava.com
Media Relations: media@cava.com

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Filing Exhibits & Attachments

5 documents