Grocery Outlet (NASDAQ: GO) director receives 18,868 RSUs as equity retainer

Rhea-AI Filing Summary

Grocery Outlet Holding Corp. director John E. Bachman reported an acquisition of 18,868 shares of Common Stock through a grant of restricted stock units. These RSUs are scheduled to vest on the earlier of the next annual stockholder meeting or June 1, 2027, contingent on his continued board service. Following this equity award, Bachman directly holds 92,235 shares, reflecting routine non-employee director compensation rather than an open-market purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider BACHMAN JOHN E.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	18,868	$0.00	--

Holdings After Transaction: Common Stock — 92,235 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSU grant size: 18,868 RSUs Post-transaction holdings: 92,235 shares Transaction price: $0.00 per share +1 more

4 metrics

RSU grant size 18,868 RSUs Restricted stock units granted to director on June 1, 2026

Post-transaction holdings 92,235 shares Common Stock held directly after RSU grant

Transaction price $0.00 per share Indicates compensatory grant, not open-market purchase

RSU vesting date Earlier of next annual meeting or June 1, 2027 Vesting condition for 18,868 RSUs

Key Terms

restricted stock units ("RSUs"), annual equity retainer, non-employee director compensation policy

3 terms

restricted stock units ("RSUs") financial

"Represents 18,868 restricted stock units ("RSUs") granted to the reporting person"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

annual equity retainer financial

"The RSUs represent the annual equity retainer under the Issuer's non-employee director compensation policy"

non-employee director compensation policy financial

"under the Issuer's non-employee director compensation policy"

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Form 4 Insider Transactions: What Each Field Means →

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^*

BACHMAN JOHN E.

(Last) (First) (Middle)

C/O GROCERY OUTLET HOLDING CORP.

5650 HOLLIS STREET

(Street)

EMERYVILLE CALIFORNIA 94608

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Grocery Outlet Holding Corp. [ GO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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

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

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

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	06/01/2026		A		18,868(1)	A	$0	92,235	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. Represents 18,868 restricted stock units ("RSUs") granted to the reporting person which are scheduled to vest on the earlier of (i) the date of the next annual meeting of stockholders following the date of grant; or (ii) June 1, 2027, subject to the continued service of the reporting person through such vesting date. The RSUs represent the annual equity retainer under the Issuer's non-employee director compensation policy.

Remarks:

	/s/ Luke D. Thompson, Luke D. Thompson, Attorney-in-Fact	06/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Grocery Outlet (GO) report for John E. Bachman?

Grocery Outlet reported that director John E. Bachman received 18,868 restricted stock units as an equity award. These RSUs form part of his non-employee director compensation and increased his direct holdings to 92,235 shares of Common Stock after the grant.

Is the John E. Bachman Form 4 transaction in Grocery Outlet (GO) a stock purchase?

The transaction is not an open-market stock purchase; it is a grant of 18,868 restricted stock units. Bachman did not pay a share price, as indicated by the zero transaction price, reflecting standard equity compensation for a non-employee director role.

When do John E. Bachman’s 18,868 RSUs in Grocery Outlet (GO) vest?

The 18,868 restricted stock units granted to John E. Bachman vest on the earlier of the next annual stockholder meeting or June 1, 2027. Vesting is conditioned on his continued service as a director through the applicable vesting date.

How many Grocery Outlet (GO) shares does John E. Bachman hold after this Form 4?

After the reported RSU grant, John E. Bachman holds 92,235 shares of Grocery Outlet Common Stock directly. This figure reflects his position following the 18,868-share equity award described in the Form 4 insider transaction report.

What is the nature of the 18,868 RSU grant to John E. Bachman at Grocery Outlet (GO)?

The 18,868 RSU grant represents the annual equity retainer under Grocery Outlet’s non-employee director compensation policy. It compensates Bachman for board service, with vesting tied to the next annual meeting or June 1, 2027, subject to continued service.

Did Grocery Outlet (GO) disclose any derivative option exercises for John E. Bachman?

No derivative option exercises were reported in this Form 4. The filing shows only a non-derivative acquisition via a grant of 18,868 restricted stock units, with no accompanying option exercises or other derivative transactions disclosed.