Sweetgreen (SG) clarifies CFO’s 1,401-share tax sale

Rhea-AI Filing Summary

Sweetgreen, Inc. (SG) reported that Chief Financial Officer Jamie McConnell had 1,401 shares of Class A Common Stock sold on May 18, 2026 at $8.00 per share. The amended filing clarifies this was a disposition and not a purchase. According to a plan election by the company, the sale was a mandatory “sell to cover” transaction to satisfy tax withholding obligations, and not a discretionary trade by the executive. Following this sale, McConnell directly holds 225,522 shares of Sweetgreen Class A Common Stock.

Insider Trade Summary

Net Seller: 1,401 shares

Net Sell 1 txn

Insider McConnell Jamie

Role Chief Financial Officer

Sold 1,401 shs ($11K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1	1,401	$8.00	$11K

Holdings After Transaction: Class A Common Stock — 225,522 shares (Direct)

Footnotes (1)

1. F1. This sale was mandated by the Issuer's election under its equity incentive plans to require the satisfaction of a tax withholding obligation to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.

Key Figures

Shares sold: 1,401 shares Sale price per share: $8.00 per share Shares held after transaction: 225,522 shares

3 metrics

Shares sold 1,401 shares Class A Common Stock sold by CFO on May 18, 2026

Sale price per share $8.00 per share Price for the 1,401-share sale on May 18, 2026

Shares held after transaction 225,522 shares Direct Class A Common Stock holdings of CFO following the sale

Key Terms

sell to cover, equity incentive plans, Class A Common Stock

3 terms

sell to cover financial

"funded by a "sell to cover" transaction and does not represent"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

equity incentive plans financial

"mandated by the Issuer's election under its equity incentive plans to require"

Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.

Class A Common Stock financial

"security_title": "Class A Common Stock""

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

What insider transaction did Sweetgreen (SG) report in this Form 4/A amendment?

Sweetgreen reported that CFO Jamie McConnell had 1,401 shares of Class A Common Stock sold on May 18, 2026 at $8.00 per share, correcting the record to show it was a disposition rather than an acquisition.

Why were Jamie McConnell’s Sweetgreen (SG) shares sold in this transaction?

The filing states the sale was required under Sweetgreen’s equity incentive plans as a “sell to cover” transaction to fund tax withholding obligations, and it explicitly notes this was not a discretionary trade by McConnell.

How many Sweetgreen (SG) shares does CFO Jamie McConnell hold after the reported sale?

After the sale of 1,401 shares, Jamie McConnell directly holds 225,522 shares of Sweetgreen Class A Common Stock. This post-transaction holding reflects the position reported in column 5 of the non-derivative securities table.

At what price were the Sweetgreen (SG) shares sold in Jamie McConnell’s Form 4/A transaction?

The transaction involved the sale of 1,401 shares of Sweetgreen Class A Common Stock at a price of $8.00 per share on May 18, 2026, as reported in the non-derivative transaction details.

What correction does this Sweetgreen (SG) Form 4/A amendment make to the prior filing?

The amendment corrects column 4 for the reported transaction to reflect that it was a disposition of shares, not an acquisition, while retaining the same date, number of shares, and price per share previously reported.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/18/2026 - 05:34 PM Accepted by SEC EDGAR 08/18/2026 - 05:33 PM Learn about SEC filing dates

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^*

McConnell Jamie

(Last) (First) (Middle)

C/O SWEETGREEN, INC.

3102 36TH STREET

(Street)

LOS ANGELES CALIFORNIA 90018

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sweetgreen, Inc. [ SG ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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)
05/19/2026

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
Class A Common Stock	05/18/2026		S(1)		1,401	D	$8	225,522	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. This sale was mandated by the Issuer's election under its equity incentive plans to require the satisfaction of a tax withholding obligation to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.

Remarks:

This Form 4/A is being filed to correct the information in column 4 to reflect that the reported transaction was a disposition.

	/s/ Matthew Alexander, Attorney-in-Fact	08/18/2026
	** 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)