Goldman Sachs (NYSE: SG) adds 594K Sweetgreen shares, falls below 10% holder level

Filing Impact

(Very High)

Filing Sentiment

(Positive)

Form Type

Rhea-AI Filing Summary

Goldman Sachs Group Inc. and Goldman Sachs & Co. LLC reported a series of open-market purchases of Sweetgreen, Inc. Class A Common Stock. On April 7, 2026, Goldman Sachs, acting as a market maker, bought an aggregate of 594,553 shares at prices generally around $5.65–$5.72 per share, increasing their indirect holdings to 11,900,255 shares.

The shares are held directly by Goldman Sachs and indirectly by GS Group, which each disclaim beneficial ownership beyond any pecuniary interest. The reporting persons state that any profit potentially recoverable under Section 16(b) from these trades will be remitted to Sweetgreen. They also report that on April 8, 2026, they ceased to be a greater than 10% beneficial owner of Sweetgreen’s Class A Common Stock.

Insights

Goldman Sachs made routine market-making buys while moving below the 10% holder threshold.

Goldman Sachs & Co. LLC, attributed through Goldman Sachs Group Inc., executed multiple open-market purchases totaling 594,553 Sweetgreen shares at roughly $5.65–$5.72 on April 7, 2026. Post-trade indirect holdings rose to 11,900,255 shares.

The filing clarifies these were trades made as a market maker in the ordinary course of business, which generally carry weaker informational signaling than discretionary investment buys. The reported volume is about a mid-single-digit percentage of the disclosed post-transaction position, consistent with active trading rather than a large strategic move.

The reporting persons state that any profit potentially recoverable under Section 16(b) from these transactions would be remitted to Sweetgreen, limiting potential short-swing profit concerns. They further note that as of April 8, 2026 they are no longer greater than 10% beneficial owners, which may modestly reduce future reporting obligations but does not itself change Sweetgreen’s operations.

Insider Trade Summary

Net Buyer: 594,553 shares ($3,382,595)

Net Buy 30 txns

Insider GOLDMAN SACHS GROUP INC, GOLDMAN SACHS & CO. LLC

Role 10% Owner | 10% Owner

Bought 594,553 shs ($3.38M)

Type	Security	Shares	Price	Value
Purchase	Class A Common Stock, par value $0.001 per share	566,000	$5.69	$3.22M
Purchase	Class A Common Stock, par value $0.001 per share	11,243	$5.69	$64K
Purchase	Class A Common Stock, par value $0.001 per share	2,063	$5.66	$12K
Purchase	Class A Common Stock, par value $0.001 per share	1,603	$5.66	$9K
Purchase	Class A Common Stock, par value $0.001 per share	1,502	$5.65	$8K
Purchase	Class A Common Stock, par value $0.001 per share	1,496	$5.69	$9K
Purchase	Class A Common Stock, par value $0.001 per share	1,233	$5.66	$7K
Purchase	Class A Common Stock, par value $0.001 per share	1,020	$5.69	$6K
Purchase	Class A Common Stock, par value $0.001 per share	951	$5.66	$5K
Purchase	Class A Common Stock, par value $0.001 per share	901	$5.66	$5K
Purchase	Class A Common Stock, par value $0.001 per share	901	$5.66	$5K
Purchase	Class A Common Stock, par value $0.001 per share	721	$5.66	$4K
Purchase	Class A Common Stock, par value $0.001 per share	600	$5.65	$3K
Purchase	Class A Common Stock, par value $0.001 per share	375	$5.69	$2K
Purchase	Class A Common Stock, par value $0.001 per share	366	$5.69	$2K
Purchase	Class A Common Stock, par value $0.001 per share	341	$5.69	$2K
Purchase	Class A Common Stock, par value $0.001 per share	300	$5.67	$2K
Purchase	Class A Common Stock, par value $0.001 per share	295	$5.69	$2K
Purchase	Class A Common Stock, par value $0.001 per share	290	$5.69	$2K
Purchase	Class A Common Stock, par value $0.001 per share	288	$5.72	$2K
Purchase	Class A Common Stock, par value $0.001 per share	272	$5.65	$2K
Purchase	Class A Common Stock, par value $0.001 per share	260	$5.63	$1K
Purchase	Class A Common Stock, par value $0.001 per share	221	$5.65	$1K
Purchase	Class A Common Stock, par value $0.001 per share	201	$5.67	$1K
Purchase	Class A Common Stock, par value $0.001 per share	200	$5.66	$1K
Purchase	Class A Common Stock, par value $0.001 per share	200	$5.67	$1K
Purchase	Class A Common Stock, par value $0.001 per share	196	$5.61	$1K
Purchase	Class A Common Stock, par value $0.001 per share	188	$5.61	$1K
Purchase	Class A Common Stock, par value $0.001 per share	166	$5.69	$944.54
Purchase	Class A Common Stock, par value $0.001 per share	160	$5.70	$912.00

Holdings After Transaction: Class A Common Stock, par value $0.001 per share — 11,871,702 shares (Indirect, See footnotes)

Footnotes (1)

This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman Sachs & Co. LLC. ("Goldman Sachs" and, together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose. On April 8, 2026, the Reporting Persons ceased to be a greater than 10% beneficial owner of Sweetgreen, Inc.'s (the "Issuer") Class A Common Stock (the "Common Stock"). These transactions in the Common Stock of the Issuer were effected by Goldman Sachs acting as a market maker in the ordinary course of business. Without conceding market making trades in the ordinary course of business can result in liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that they were subject to Section 16(b) will be remitted to the Issuer. The Common Stock of the Issuer reported herein as indirectly owned was beneficially owned directly by Goldman Sachs and indirectly by GS Group.

Key Figures

Shares purchased: 594,553 shares Purchase prices: $5.65–$5.72 per share Shares after transaction: 11,900,255 shares +2 more

5 metrics

Shares purchased 594,553 shares Open-market buys on April 7, 2026

Purchase prices $5.65–$5.72 per share Range of reported transaction prices

Shares after transaction 11,900,255 shares Indirect holdings following April 7, 2026 trades

Transaction count 30 purchases Number of buy transactions reported in Form 4

Net buy direction 594,553 net shares bought All reported transactions were open-market purchases

Key Terms

market maker, beneficial ownership, pecuniary interest, Section 16(b), +1 more

5 terms

market maker financial

"These transactions in the Common Stock of the Issuer were effected by Goldman Sachs acting as a market maker in the ordinary course of business."

A market maker is a firm or individual that stands ready to buy and sell a particular stock or other security throughout the trading day, posting prices at which it will transact so buyers and sellers can trade quickly. Think of it as a shopkeeper who keeps inventory and posts prices to ensure someone can always buy or sell; this reduces delays, narrows price swings, and helps investors execute trades at fairer, more predictable prices.

beneficial ownership financial

"Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein"

Section 16(b) regulatory

"the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that they were subject to Section 16(b)"

A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.

greater than 10% beneficial owner regulatory

"On April 8, 2026, the Reporting Persons ceased to be a greater than 10% beneficial owner of Sweetgreen, Inc.'s"

Form 4 Insider Transactions: What Each Field Means →

04/09/2026 - 09:58 PM

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^*

GOLDMAN SACHS GROUP INC

(Last)

(First)

(Middle)

200 WEST STREET

(Street)

NEW YORK

10282

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/07/2026

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

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		566,000	A	$5.69	11,871,702	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		11,243	A	$5.69	11,882,945	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		2,063	A	$5.66	11,885,008	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		1,603	A	$5.66	11,886,611	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		1,502	A	$5.65	11,888,113	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		1,496	A	$5.69	11,889,609	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		1,233	A	$5.66	11,890,842	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		1,020	A	$5.69	11,891,862	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		951	A	$5.66	11,892,813	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		901	A	$5.66	11,893,714	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		901	A	$5.66	11,894,615	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		721	A	$5.66	11,895,336	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		600	A	$5.65	11,895,936	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		375	A	$5.69	11,896,311	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		366	A	$5.69	11,896,677	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		341	A	$5.69	11,897,018	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		300	A	$5.67	11,897,318	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		295	A	$5.69	11,897,613	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		290	A	$5.69	11,897,903	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		288	A	$5.72	11,898,191	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		272	A	$5.65	11,898,463	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		260	A	$5.63	11,898,723	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		221	A	$5.65	11,898,944	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		201	A	$5.67	11,899,145	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		200	A	$5.66	11,899,345	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		200	A	$5.67	11,899,545	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		196	A	$5.61	11,899,741	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		188	A	$5.61	11,899,929	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		166	A	$5.69	11,900,095	I	See footnotes⁽³⁾⁽⁴⁾
Class A Common Stock, par value $0.001 per share⁽¹⁾⁽²⁾	04/07/2026		P		160	A	$5.7	11,900,255	I	See footnotes⁽³⁾⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

GOLDMAN SACHS GROUP INC

(Last)

(First)

(Middle)

200 WEST STREET

(Street)

NEW YORK

10282

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

GOLDMAN SACHS & CO. LLC

(Last)

(First)

(Middle)

200 WEST STREET

(Street)

NEW YORK

10282

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman Sachs & Co. LLC. ("Goldman Sachs" and, together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose. On April 8, 2026, the Reporting Persons ceased to be a greater than 10% beneficial owner of Sweetgreen, Inc.'s (the "Issuer") Class A Common Stock (the "Common Stock").

2. These transactions in the Common Stock of the Issuer were effected by Goldman Sachs acting as a market maker in the ordinary course of business.

3. Without conceding market making trades in the ordinary course of business can result in liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that they were subject to Section 16(b) will be remitted to the Issuer.

4. The Common Stock of the Issuer reported herein as indirectly owned was beneficially owned directly by Goldman Sachs and indirectly by GS Group.

Remarks:

Balance of trades included in attached schedule. (See Exhibit 99.1)

	/s/ Crystal Orgill, attorney-in-fact	04/09/2026
	/s/ Crystal Orgill, attorney-in-fact	04/09/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Goldman Sachs report in this Sweetgreen (SG) Form 4 filing?

Goldman Sachs reported multiple open-market purchases of Sweetgreen Class A Common Stock. On April 7, 2026, it bought 594,553 shares around $5.65–$5.72 per share, bringing its indirectly held position to 11,900,255 shares after the transactions.

How many Sweetgreen (SG) shares did Goldman Sachs buy and at what prices?

Goldman Sachs bought a total of 594,553 Sweetgreen Class A shares. The trades were executed in many small lots at prices generally between $5.65 and $5.72 per share, reflecting typical market-making activity rather than a single large block purchase.

What is Goldman Sachs’ Sweetgreen (SG) shareholding after these transactions?

After the April 7, 2026 purchases, Goldman Sachs reported indirectly owning 11,900,255 shares of Sweetgreen Class A Common Stock. The shares are held directly by Goldman Sachs & Co. LLC and indirectly by The Goldman Sachs Group, Inc., subject to stated beneficial ownership disclaimers.

Were these Sweetgreen (SG) trades by Goldman Sachs discretionary investments or market making?

The filing states the Sweetgreen trades were effected by Goldman Sachs acting as a market maker in the ordinary course of business. That language indicates the transactions were tied to its trading operations, not necessarily a traditional long-term investment decision by the firm.

What does it mean that Goldman Sachs ceased to be a greater than 10% Sweetgreen (SG) owner?

The filing notes that on April 8, 2026, Goldman Sachs and its affiliate were no longer greater than 10% beneficial owners of Sweetgreen’s Class A stock. Crossing below this threshold can reduce certain reporting obligations but does not directly affect Sweetgreen’s day-to-day business.

How does the Form 4 address potential Section 16(b) profit on Sweetgreen (SG) trades?

The reporting persons state that, if the reported Sweetgreen trades were subject to Section 16(b), any profit potentially recoverable by the issuer would be remitted to Sweetgreen. This commitment addresses possible short-swing profit recovery without conceding that such liability necessarily exists.

Goldman Sachs (NYSE: SG) adds 594K Sweetgreen shares, falls below 10% holder level

Rhea-AI Filing Summary

Positive

Negative

Insights

Equity ownership & governance analyst neutral

Insider Trade Summary

Key Figures

Key Terms

FAQ

What did Goldman Sachs report in this Sweetgreen (SG) Form 4 filing?

How many Sweetgreen (SG) shares did Goldman Sachs buy and at what prices?

What is Goldman Sachs’ Sweetgreen (SG) shareholding after these transactions?

Were these Sweetgreen (SG) trades by Goldman Sachs discretionary investments or market making?

What does it mean that Goldman Sachs ceased to be a greater than 10% Sweetgreen (SG) owner?

How does the Form 4 address potential Section 16(b) profit on Sweetgreen (SG) trades?