CAVA GROUP, INC. — Director's Dealing 2023

Jun 22, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAVA GROUP, INC. (CAVA)
CIK: 0001639438
Period of Report: 2023-01-20

Reporting Person: Xenohristos Theodoros (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-20	Common Stock	J	918	$9.58	Disposed	8619	Direct
2023-04-03	Common Stock	A	6993	—	Acquired	15612	Direct
2023-05-22	Common Stock	A	78342	—	Acquired	93954	Direct
2023-06-20	Common Stock	M	455775	—	Acquired	549729	Direct
2023-06-20	Common Stock	A	25568	—	Acquired	575297	Direct
2023-06-20	Common Stock	P	4500	$22	Acquired	4500	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-04-03	Stock Options (right to buy)	$9.58	A	14418	Acquired	2033-04-03	Common Stock (14418)	Direct
2023-06-20	Series A Preferred Stock	$	M	455775	Disposed		Common Stock (455775)	Direct
2023-06-20	Stock Options (right to buy)	$22	A	50268	Acquired	2033-06-14	Common Stock (50268)	Direct

Footnotes

F1: Represents shares that have been withheld by CAVA Group, Inc. (the "Issuer") to satisfy the tax withholding obligations in connection with the net settlement of restricted stock units ("RSUs").

F2: The number of shares of common stock, par value $0.0001 per share (the "Common Stock"), of the Issuer reported in this Form 4 reflects the 3-for-1 forward stock split of Common Stock (the "Stock Split"), which became effective on June 2, 2023 in connection with the Issuer's initial public offering (the "IPO").

F3: Includes unvested RSUs.

F4: On April 3, 2023 reporting person was granted RSUs which vest in four equal annual installments commencing on January 24, 2024. Each RSU represents a contingent right to receive one share of Common Stock upon settlement. Such securities were originally included on the Form 3 filed by the reporting person on June 15, 2023.

F5: On May 22, 2023 reporting person was granted RSUs which vest in four equal annual installments commencing on May 8, 2024. Each RSU represents a contingent right to receive one share of Common Stock upon settlement. Such securities were originally included on the Form 3 filed by the reporting person on June 15, 2023.

F6: Upon closing of the Issuer's IPO, each share of Series A Preferred Stock beneficially owned by the reporting person automatically converted, for no additional consideration, into shares of Common Stock on a one for one basis. These shares of Series A Preferred Stock had no expiration date.

F7: Reflects a grant of RSUs which vest in four equal annual installments commencing on June 14, 2024. Each RSU represents a contingent right to receive one share of Common Stock upon settlement.

F8: On April 3, 2023 reporting person was granted options to purchase shares of Common Stock which vest in four equal annual installments commencing on January 24, 2024. Such securities were originally included on the Form 3 filed by the reporting person on June 15, 2023. Reflects the Stock Split.

F9: Reflects a grant of options to purchase shares of Common Stock which vest in four equal annual installments commencing on June 14, 2024.