CAVA GROUP, INC. — Director's Dealing 2024

Sep 11, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAVA GROUP, INC. (CAVA)
CIK: 0001639438
Period of Report: 2024-09-09

Reporting Person: SHAICH RONALD M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-09-09	Common Stock	J	1000000	—	Disposed	4571265	Indirect
2024-09-09	Common Stock	S	466631	$117.90	Disposed	6307	Direct
2024-09-09	Common Stock	S	235515	$117.90	Disposed	0	Indirect
2024-09-09	Common Stock	S	243457	$117.90	Disposed	0	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1374328	Indirect
Common Stock	83306	Indirect

Footnotes

F1: On September 9, 2024, Cava Act III Trust, LLC initiated a pro-rata in-kind distribution of 1,000,000 shares of common stock, par value $0.001 ("Common Stock") of Cava Group, Inc. (the "Issuer") to its respective members (the "in-kind distribution"), including the distribution of an aggregate of 945,603 shares of Common Stock to the reporting person, SC 2018 Trust LLC and SGC Trust LLC, the receipt of which was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. The reporting person serves as the investment manager with sole investment control of both SC 2018 Trust LLC and SGC Trust LLC.

F2: Cava Act III Trust, LLC is managed by an independent manager appointed by the reporting person and Cava Act III, LLC is managed by Act III Management, LLC, which is controlled by the reporting person. Act III Holdings, LLC is the controlling holder of each of Cava Act III, LLC and Cava Act III Trust, LLC. Act III Holdings, LLC is controlled by the reporting person. The reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest in Cava Act III, LLC and Act III Holdings, LLC. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the reporting person is the beneficial owner of any securities reported herein.

F3: Represents Common Stock held by Cava Act III Trust, LLC.

F4: The reported transactions represent the sale of the aggregate of 945,603 shares of Common Stock received by the reporting person, SC 2018 Trust LLC and SGC Trust LLC in connection with the in-kind distribution, including the sale of (1) 466,631 shares of Common Stock by the reporting person, (2) 235,515 shares of Common Stock by SC 2018 Trust LLC and (3) 243,457 shares of Common Stock by SGC Trust LLC.

F5: Includes unvested restricted stock units.

F6: Represents Common Stock held by Cava Act III, LLC.

F7: Represents Common Stock held by Act III Holdings, LLC.