[144] First Watch Restaurant Group, Inc. SEC Filing

Rhea-AI Filing Summary

Form 144 notice for First Watch Restaurant Group, Inc. (FWRG) reports a proposed sale of 4,400,000 shares of common stock through BofA Securities, Inc. The filing lists an aggregate market value of $77,748,000 for the shares and shows 61,023,971 shares outstanding, so the block equals approximately 7.21% of outstanding shares. The securities were acquired on 08/21/2017 in a merger transaction by funds affiliated with the filer, totaling 46,739,784 shares acquired then, with the payment described as cash. The approximate date of sale is listed as 09/08/2025. The filer certifies no undisclosed material adverse information and notes no sales in the past three months.

Positive

• Broker disclosed: Execution will be handled by BofA Securities, Inc., providing a clear market intermediary
• Acquisition payment documented: Original acquisition was paid in cash, per the filing
• Filer certification: Filer represents no undisclosed material adverse information regarding the issuer

Negative

• Large block: Proposed sale of 4,400,000 shares equals approximately 7.21% of outstanding shares
• Concentration: The filer’s historical position was large (acquired 46,739,784 shares on 08/21/2017), and a substantial portion is being moved

Insights

Securities Analyst

TL;DR: A significant insider-related block of 4.4M shares (~7.21% of float) is planned to be sold via BofA on 09/08/2025.

The filing documents a Rule 144 notice for the proposed sale of 4,400,000 common shares through BofA Securities. The seller originally acquired a much larger position (46,739,784 shares) on 08/21/2017 in a merger, paid in cash, and now intends to dispose of a portion. The block’s stated aggregate market value is $77.75 million and represents ~7.21% of the issuer’s 61,023,971 outstanding shares. No sales were reported in the past three months and the filer affirms no undisclosed material adverse information.

Corporate Governance Specialist

TL;DR: The Form 144 signals an orderly disposition under Rule 144 of a sizable position acquired in 2017; disclosure is routine but material in size.

The notice shows the securities to be sold were acquired in a merger transaction by funds affiliated with the filer on 08/21/2017, with payment in cash. The filing names the executing broker and provides an approximate sale date of 09/08/2025. The filer makes the required representation regarding public disclosure of material information and notes no aggregated sales in the prior three months. The disclosure is consistent with Rule 144 procedures for restricted or control securities.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock, $0.01 par value per share	BofA Securities, Inc. One Bryant Park 8th Floor New York NY 10036	4400000	77748000	61023971	09/08/2025	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock, $0.01 par value per share	08/21/2017	The Filer acquired the shares in connection with a merger transaction in which funds affiliated with or managed by the Filer acquired a majority equity stake in a wholly-owned subsidiary of First Watch Restaurant Group, Inc.	Issuer			46739784	08/21/2017	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What shares does the Form 144 for FWRG cover?

The notice covers 4,400,000 shares of First Watch Restaurant Group common stock.

When is the approximate date of the proposed sale in the FWRG Form 144?

The filing lists an approximate sale date of 09/08/2025.

Who is handling the sale according to the Form 144?

The broker named is BofA Securities, Inc. located at One Bryant Park, New York, NY.

How much is the aggregate market value of the shares to be sold?

The aggregate market value reported is $77,748,000.

When and how were the securities originally acquired?

The securities were acquired on 08/21/2017 in a merger transaction by funds affiliated with the filer and the payment was cash.

Does the filing report any securities sold by the filer in the past three months?

The filing states Nothing to Report for securities sold during the past three months.