Form 4: CAVA Grants 1,767 RSUs to Director Shanahan, No Shares Sold

Rhea-AI Filing Summary

Form 4 overview – CAVA Group, Inc. (CAVA)

On 06/24/2025 the company disclosed that director Lauri M. Shanahan received 1,767 restricted stock units (RSUs) on 06/20/2025 at a purchase price of $0. After the grant, her total beneficial ownership stands at 8,074 common shares, which includes unvested RSUs.

The RSUs vest in full on the earlier of 20 Jun 2026 or the business day preceding the next annual shareholder meeting, contingent upon Ms. Shanahan’s continued board service. Each RSU converts into one share of CAVA common stock upon settlement.

No shares were sold and no derivative securities were involved. This grant reflects routine director equity compensation, causes immaterial dilution, and modestly aligns director-shareholder interests without affecting the company’s operating outlook or near-term financials.

Positive

• Director ownership increases by 1,767 shares, modestly improving alignment with shareholders and signaling continued board engagement.

Negative

• Slight share dilution will occur upon RSU settlement, though the impact is immaterial given CAVA’s total share count.

Insights

Securities Analyst

TL;DR: Routine 1,767-share RSU grant to director; minimal dilution, marginal market impact, slightly positive governance alignment.

The filing documents a standard equity award rather than an open-market purchase or sale. The 1,767 RSUs represent a de minimis <0.01 % of CAVA’s outstanding shares, so dilution risk is negligible. Because the RSUs vest over roughly one year, they serve to retain and align the director without introducing immediate selling pressure. Absence of any disposals signals confidence but is insufficient to draw material bullish conclusions. Overall impact on valuation, liquidity, or float is immaterial.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Shanahan Lauri M

(Last) (First) (Middle)

C/O CAVA GROUP, INC.

14 RIDGE SQUARE NW, SUITE 500

(Street)

WASHINGTON DC 20016

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CAVA GROUP, INC. [ CAVA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/20/2025		A(1)		1,767	A	$0	8,074(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects a grant of restricted stock units ("RSU"), which vest in full on the earlier of (i) June 20, 2026 and (ii) the business day before the date of the next annual meeting of the stockholders of CAVA Group Inc. (the "Issuer"), subject to the reporting person's continued service through such date. Each RSU represents a contingent right to receive one share of the Issuer's common stock, par value $0.0001 per share upon settlement.

2. Includes unvested RSUs.

Remarks:

	/s/ Kenneth Robert Bertram, as Attorney-in-Fact	06/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many CAVA shares did Director Lauri Shanahan acquire?

She received 1,767 restricted stock units at no cost.

What is Director Shanahan’s total CAVA ownership after the transaction?

Her beneficial ownership is 8,074 shares, including unvested RSUs.

When do the newly granted RSUs vest?

They vest on 20 Jun 2026 or the business day before CAVA’s next annual meeting, whichever comes first.

Did the filing involve any share sales?

No; the Form 4 only reports an RSU grant with no shares sold.

Does this Form 4 have a material impact on CAVA stock?

The grant is routine and not expected to materially affect share count, liquidity, or valuation.