Grove Collaborative Holdings Inc. SEC Filings

Grove Collaborative Holdings, Inc. (GROV)45,057 restricted stock units (RSUs), receiving an equal number of Class A common shares. To cover tax withholding obligations tied to this vesting event, the company retained 16,077 shares at a price of $1.47 per share, which reduced the number of shares the director kept. After these transactions, the director beneficially owned 1,497,654 Class A shares directly and 123,558 shares indirectly through The Landesberg Living Trust. Each RSU represents the right to receive one Class A share, and the RSU award vests in twelve equal installments each February 15, May 15, August 15 and November 15 beginning May 15, 2023, with accelerated vesting in certain change-of-control termination scenarios. The RSUs have no expiration date.

Grove Collaborative (GROV) reported Q3 2025 results with revenue of $43.7M versus $48.3M a year ago as the company continues focusing on its direct-to-consumer channel. Gross profit was $23.3M and operating loss narrowed to $2.7M from $6.7M, reflecting lower operating expenses.

Net loss was $3.0M (vs. $1.3M), while year‑to‑date net cash used in operations improved to $6.9M from $10.0M. Cash and cash equivalents were $8.9M as of Sept 30, 2025, with total cash including restricted at $12.3M. The Siena revolving credit facility had $7.5M outstanding and was extended to Apr 10, 2028; additional borrowing capacity was $0.7M.

The company completed two small cash acquisitions in Q1 2025: Grab Green ($2.2M) and 8Greens ($0.6M), adding customer relationships and trademarks. Stockholders’ deficit widened to $16.1M. Management believes existing cash will fund operations for at least one year from issuance. Class A shares outstanding were 41,387,655 as of Nov 7, 2025.

Grove Collaborative Holdings, Inc. (GROV) furnished an update on investor communications. The company issued a press release announcing its earnings for the quarter ended September 30, 2025, furnished as Exhibit 99.1, and posted an investor presentation, furnished as Exhibit 99.2, on its investor relations website.

The materials are being furnished, not filed, and therefore are not subject to Section 18 liabilities nor incorporated into other filings unless specifically referenced. Grove also listed its primary disclosure channels for material information, including its website, investor site, select social media accounts, press releases, SEC filings, and public calls/webcasts.

Grove Collaborative Holdings (GROV) appointed Tom Siragusa as Chief Financial Officer, effective October 1, 2025. He will continue as the company’s principal financial officer and principal accounting officer. Siragusa, age 35, has led finance roles at Grove since 2019 and previously worked in strategy, transactions, and assurance at Ernst & Young. His annual base salary was set at $320,000, and he received a restricted stock unit grant for 75,000 shares, vesting in twelve equal installments on February 15, May 15, August 15, and November 15 each year, subject to continued employment.

The company entered into a post-termination benefits agreement with Siragusa. If terminated without cause or he resigns for good reason outside a change-in-control period, he is eligible for six months’ base salary, up to six months of employer-paid health coverage, and accelerated vesting equal to six months of time-based awards, with performance conditions deemed at specified levels. During a change-in-control period, time-based equity vests in full and any prior year bonus is payable.

Grove Collaborative Holdings, Inc. (GROV) disclosed a Form 4 showing its CFO received 75,000 restricted stock units (RSUs) on October 23, 2025. Each RSU represents the right to receive one share of Class A Common Stock.

The award vests 1/12 on the Company’s standard quarterly vesting dates—February 15, May 15, August 15, and November 15—beginning with the first quarterly vesting date in the next calendar quarter following the vesting commencement date. The RSUs have no expiration date. Following the grant, 75,000 derivative securities were beneficially owned directly.

Grove Collaborative Reporting Persons (HCI Grove, HCI Grove Management, Jason H. Karp and Ross Berman) filed Amendment No. 2 to their Schedule 13D to disclose a Working Group and a Letter Agreement dated September 21, 2025. The Letter Agreement creates an 18-month confidentiality obligation for the Reporting Persons and includes a standstill limiting acquisitions above 9.99% and certain transfers that would cause a third party to exceed 4.9%. It also restricts stockholder proposals, director nomination campaigns and unsolicited transaction activities, and contains a lock-up on transfers of issuer securities for up to six months (subject to specified exceptions). The Reporting Persons also quantify holdings: Jason Karp beneficially owns 1,631,110 shares (4.0%), HCI Grove owns 1,111,110 shares (2.7%), HCI Grove Management holds a warrant for 362,000 shares (0.9%), and Ross Berman beneficially owns 556,999 shares (1.4%). The Letter Agreement contemplates continued communication with the Board and management about strategic, capital allocation and potential acquisition opportunities but does not obligate continued participation.