Sweetgreen COO sells 4,809 shares to cover taxes

Sweetgreen, Inc. (SG) reported that Chief Operating Officer Jason Miles Cochran sold 4,809 shares of Class A Common Stock on 2026-08-17 at a weighted average price of $6.21 per share.

Rhea-AI Filing Summary

Sweetgreen, Inc. (SG) reported that Chief Operating Officer Jason Miles Cochran sold 4,809 shares of Class A Common Stock on 2026-08-17 at a weighted average price of $6.21 per share. The issuer elected under its equity incentive plans to satisfy tax withholding obligations through a mandated “sell to cover” transaction, so this did not represent a discretionary trade by Cochran. After the sale, he directly held 207,076 shares of Class A Common Stock. The shares were sold in multiple transactions at prices between $6.01 and $6.21.

Insider Trade Summary

Net Seller: 4,809 shares

Net Sell 1 txn

Insider Cochran Jason Miles

Role Chief Operating Officer

Sold 4,809 shs ($30K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F2	4,809	$6.21	$30K

Holdings After Transaction: Class A Common Stock — 207,076 shares (Direct)

Footnotes (2)

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.
2. F2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $6.01 to $6.21. The reporting person will provide to the SEC, the issuer or security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Key Figures

Shares sold: 4,809 shares Weighted average sale price: $6.21 per share Sale price range: $6.01–$6.21 per share +2 more

5 metrics

Shares sold 4,809 shares Class A Common Stock sold on 2026-08-17

Weighted average sale price $6.21 per share Class A Common Stock sale on 2026-08-17

Sale price range $6.01–$6.21 per share Multiple transactions within this range on 2026-08-17

Shares held after transaction 207,076 shares Direct holdings of COO Jason Miles Cochran after sale

Net shares sold 4,809 shares Net selling activity in this Form 4

Key Terms

sell to cover, weighted average price, equity incentive plans

3 terms

sell to cover financial

"require the satisfaction of a tax withholding obligation to be funded by a "sell to cover""

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.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

equity incentive plans financial

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

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Sweetgreen (SG) report for COO Jason Miles Cochran?

Sweetgreen reported that COO Jason Miles Cochran sold 4,809 shares of Class A Common Stock on 2026-08-17. The sale was a mandated sell-to-cover to satisfy tax withholding obligations under the company’s equity incentive plans.

At what price were the Sweetgreen (SG) shares sold by the COO?

The reported sale used a weighted average price of $6.21 per share. According to the disclosure, the shares were sold in multiple trades at prices ranging from $6.01 to $6.21 per share.

How many Sweetgreen (SG) shares does the COO hold after this transaction?

After the transaction, COO Jason Miles Cochran directly held 207,076 shares of Sweetgreen Class A Common Stock. This figure reflects his reported direct ownership immediately following the 4,809-share sell-to-cover sale.

Was the Sweetgreen (SG) COO’s share sale a discretionary trade?

No. The company stated the sale was mandated by its election under equity incentive plans to satisfy tax withholding via a sell-to-cover transaction, and it does not represent a discretionary trade by the reporting person.

What does sell-to-cover mean in this Sweetgreen (SG) insider transaction?

In this context, sell-to-cover means shares were automatically sold to fund required tax withholding tied to equity compensation. The issuer chose this method, so the timing and sale were not initiated as a discretionary market trade by the COO.

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

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Available on EDGAR 08/18/2026 - 05:28 PM Accepted by SEC EDGAR 08/18/2026 - 05:28 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^*

Cochran Jason Miles

(Last) (First) (Middle)

C/O SWEETGREEN, INC.

3102 WEST 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 Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026

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
Class A Common Stock	08/17/2026		S(1)		4,809	D	$6.21(2)	207,076	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.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $6.01 to $6.21. The reporting person will provide to the SEC, the issuer or security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/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)