SG / Sweetgreen, Inc. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

Sweetgreen, Inc.
US ˙ NYSE

Statistik Asas
CIK 1477815
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Sweetgreen, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
September 4, 2025 EX-99.1

Sweetgreen Announces Retirement of Mitch Reback and Appointment of Jamie McConnell as Chief Financial Officer

Exhibit 99.1 Sweetgreen Announces Retirement of Mitch Reback and Appointment of Jamie McConnell as Chief Financial Officer LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG), the mission-driven restaurant brand connecting more people to real food, today announced the retirement of Mitch Reback, and the appointment of Jamie McConnell, as the company’s Chief Financial Officer. Reback’s retirem

September 4, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2025 SWEETGREEN, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2025 SWEETGREEN, INC. (Exact name of registrant as specified in its charter) Delaware 001-41069 27-1159215 (State or other jurisdiction of incorporation) (Commission File

August 8, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 001-

August 7, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 SWEETGREEN, INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Nu

August 7, 2025 EX-99.1

Sweetgreen, Inc. Announces Second Quarter 2025 Financial Results

Sweetgreen, Inc. Announces Second Quarter 2025 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next-generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its second fiscal quarter ended June 29, 2025. Second quarter 2025 financial highlights For the second quarter of fiscal

June 18, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2025 SWEETGREEN, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2025 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Num

May 8, 2025 EX-10.2

between the Registrant and

Exhibit 10.2 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Jason Cochran (“Executive”) (collectively, the “Parties”). Whereas, the Company desires for Executive to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment services; Whereas

May 8, 2025 EX-10.1

5, by and between the Registrant and Rossann W

Exhibit 10.1 VIA ELECTRONIC MAIL March 31, 2025 Dear Rossann Williams, Sweetgreen, Inc. (the “Company”) and you have made the decision to mutually terminate your employment. This separation agreement (“Agreement”) will confirm the terms of your separation on mutually agreeable terms as set forth below. You and the Company (collectively, the “Parties”) agree that this Agreement represents the full

May 8, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 SWEETGREEN, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

May 8, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 001

May 8, 2025 EX-99.1

Sweetgreen, Inc. Announces First Quarter 2025 Financial Results

Sweetgreen, Inc. Announces First Quarter 2025 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next-generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its first fiscal quarter ended March 30, 2025. First quarter 2025 financial highlights For the first quarter of fiscal yea

April 29, 2025 EX-99.1

Sweetgreen Appoints Jason Cochran as Chief Operating Officer Seasoned restaurant and retail executive brings over 25 years of operational leadership experience to Sweetgreen’s executive team

Sweetgreen Appoints Jason Cochran as Chief Operating Officer Seasoned restaurant and retail executive brings over 25 years of operational leadership experience to Sweetgreen’s executive team LOS ANGELES, CA – April 29, 2025 – Sweetgreen, Inc.

April 29, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2025 SWEETGREEN, INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2025 SWEETGREEN, INC. (Exact name of registrant as specified in its charter) Delaware 001-41069 27-1159215 (State or other jurisdiction of incorporation) (Commission File Nu

April 24, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 24, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 17, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2025 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Nu

March 28, 2025 EX-99.1

Dear SG community:

Exhibit 99.1 Dear SG community: I’m writing to share that Youngme Moon and Valerie Jarrett have informed us of their decision to not stand for re-election to the Sweetgreen Board of Directors at the end of their term in June. Youngme and Valerie have been instrumental leaders and trusted advisors to Sweetgreen, serving on our Board since our private company days. They have helped guide us through

March 28, 2025 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2025 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Nu

February 27, 2025 EX-19.1

nsider Trading Policy

Exhibit 19.1 Sweetgreen, Inc. Insider Trading Policy 1.Introduction During the course of your relationship with Sweetgreen, Inc. (the “Company”), you may receive material information that is not yet public (“material nonpublic information”) about the Company or about other publicly traded companies with which the Company has business relationships. Material nonpublic information may give you, or s

February 27, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-410

February 27, 2025 EX-99.1

Sweetgreen, Inc. Announces Fourth Quarter and Fiscal Year 2024 Financial Results

Sweetgreen, Inc. Announces Fourth Quarter and Fiscal Year 2024 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next-generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its fourth fiscal quarter and fiscal year ended December 29, 2024. Fourth Quarter 2024 Financial Highligh

February 27, 2025 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2025 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation

February 26, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2025 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

February 26, 2025 EX-99.1

Sweetgreen, Inc. Announces Fourth Quarter and Fiscal Year 2024 Financial Results

Sweetgreen, Inc. Announces Fourth Quarter and Fiscal Year 2024 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next-generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its fourth fiscal quarter and fiscal year ended December 29, 2024. Fourth Quarter 2024 Financial Highligh

February 7, 2025 EX-99

JOINT FILING AGREEMENT

Invesco Joint Filing Agreement JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd.

November 8, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number

November 7, 2024 EX-99.1

Sweetgreen, Inc. Announces Third Quarter 2024 Financial Results

Sweetgreen, Inc. Announces Third Quarter 2024 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its third fiscal quarter ended September 29, 2024. Third quarter 2024 financial highlights For the third quarter of fiscal

November 7, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2024 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

August 9, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 001-

August 8, 2024 EX-99.1

Sweetgreen, Inc. Announces Second Quarter 2024 Financial Results

Sweetgreen, Inc. Announces Second Quarter 2024 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its second fiscal quarter ended June 30, 2024. Second quarter 2024 financial highlights For the second quarter of fiscal

August 8, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 SWEETGREEN, INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Nu

July 5, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Numb

June 17, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 SWEETGREEN, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Num

May 10, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 001

May 9, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

May 9, 2024 EX-99.1

Sweetgreen, Inc. Announces First Quarter 2024 Financial Results

Sweetgreen, Inc. Announces First Quarter 2024 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its first fiscal quarter ended March 31, 2024. First quarter 2024 financial highlights For the first quarter of fiscal yea

May 6, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 SWEETGREEN, INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Nu

April 22, 2024 DEFR14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 19, 2024 DEFA14A

Your Vote Counts! *Please check the meeting materials for any special requirements for meeting attendance. Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.co

Your Vote Counts! *Please check the meeting materials for any special requirements for meeting attendance.

April 19, 2024 DEF 14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.__)

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 29, 2024 EX-99.1

Sweetgreen, Inc. Announces Fourth Quarter and Fiscal Year 2023 Financial Results

Sweetgreen, Inc. Announces Fourth Quarter and Fiscal Year 2023 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG), the mission-driven restaurant brand creating healthier communities by connecting people to real food, today announced financial results for its fourth fiscal quarter and fiscal year ended December 31, 2023. Fourth Quarter 2023 Financial Highlights For the fourt

February 29, 2024 EX-10.11

Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and

Exhibit 10.11 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Nicolas Jammet (“Executive”) (collectively, the “Parties”). Whereas, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment ser

February 29, 2024 EX-10.16

Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Adrienne Gemperle.

Exhibit 10.16 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Adrienne Gemperle (“Executive”) (collectively, the “Parties”). Whereas, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment

February 29, 2024 EX-10.14

Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Mitch Reback.

Exhibit 10.14 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Mitch Reback (“Executive”) (collectively, the “Parties”). Whereas, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment servi

February 29, 2024 EX-10.13

Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Nathaniel Ru.

Exhibit 10.13 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Nathaniel Ru (“Executive”) (collectively, the “Parties”). Whereas, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment servi

February 29, 2024 EX-21.1

Subsidiaries of the Registrant.

Exhibit 21.1 Subsidiaries of the Registrant(1)(2) The following is a list of subsidiaries of Sweetgreen, Inc, excluding certain subsidiaries that, in the aggregate as a single subsidiary, do not constitute a significant subsidiary. Name of Subsidiary State of Incorporation Spyce Food Co. Delaware (1) The subsidiaries listed above represent the registrant’s subsidiaries as of December 31, 2023. (2)

February 29, 2024 EX-10.18

, by and between the Registrant and Jim McPhail

Exhibit 10.18 VIA ELECTRONIC MAIL February 13, 2024 Dear Jim McPhail, Sweetgreen, Inc. (the “Company”) made the decision to terminate your employment effective December 31, 2023. This separation agreement (“Agreement”) will confirm the terms of your separation on mutually agreeable terms as set forth below. You and the Company (collectively, the “Parties”) agree that this Agreement represents the

February 29, 2024 EX-10.5

Sweetgreen, Inc. 2021 Equity Incentive Plan and forms of agreements thereunder.

Exhibit 10.5 Sweetgreen, Inc. 2021 Equity Incentive Plan Adopted by the Board of Directors: September 23, 2021 Approved by the Stockholders: October 5, 2021 1.General. (a)Successor to and Continuation of Prior Plans. The Plan is the successor to and continuation of the Prior Plans. As of the Effective Date, (i) no additional awards may be granted under the Prior Plans; (ii) the Prior Plans’ Availa

February 29, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-410

February 29, 2024 EX-10.17

Executive Employment Agreement, effective February 5, 2024, by and between the Registrant and Rossann Williams.

Exhibit 10.17 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Rossann Williams (“Executive”) (collectively, the “Parties”). Whereas, the Company desires for Executive to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment services; Whe

February 29, 2024 EX-10.15

Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Wouleta Ayele.

Exhibit 10.15 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Wouleta Ayele (“Executive”) (collectively, the “Parties”). Whereas, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment serv

February 29, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 29, 2024 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

February 29, 2024 EX-97.1

Incentive Compensation Recoupment Policy

Exhibit 97.1 SWEETGREEN, INC. Incentive Compensation Recoupment Policy 1.Introduction The Board of Directors (the “Board”) of Sweetgreen, Inc., a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its stockholders to adopt this Incentive Compensation Recoupment Policy (this “Policy”) providing for the Company’s recoupment of Recoverable Incenti

February 14, 2024 SC 13G/A

SG / Sweetgreen, Inc. / Jammet Nicolas - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2024 EX-99.A

JOINT FILING AGREEMENT

EX-99.A 2 d750382dex99a.htm EX-99.A EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Sweetgreen, Inc. and further agree that this agreement be included as an exhi

February 14, 2024 SC 13G/A

SG / Sweetgreen, Inc. / Neman Jonathan - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

February 14, 2024 SC 13G/A

SG / Sweetgreen, Inc. / Ru Nathaniel - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

February 14, 2024 EX-99.A

JOINT FILING AGREEMENT

EX-99.A 2 d705792dex99a.htm EX-99.A EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Sweetgreen, Inc. and further agree that this agreement be included as an exhi

February 14, 2024 EX-99.A

JOINT FILING AGREEMENT

EX-99.A 2 d744269dex99a.htm EX-99.A EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Sweetgreen, Inc. and further agree that this agreement be included as an exhi

February 14, 2024 SC 13G/A

SG / Sweetgreen, Inc. / REVOLUTION GROWTH II, LP - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Sweetgreen, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

February 13, 2024 SC 13G/A

SG / Sweetgreen, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02023-sweetgreenincclassa.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Sweetgreen, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 87043Q108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to

February 2, 2024 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2024 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

February 2, 2024 EX-99.1

SWEETGREEN APPOINTS ROSSANN WILLIAMS AS CHIEF OPERATING OFFICER

SWEETGREEN APPOINTS ROSSANN WILLIAMS AS CHIEF OPERATING OFFICER LOS ANGELES, CA (February 2, 2024) - Today, Sweetgreen (NYSE: SG) announced the appointment of Rossann Williams as the company’s Chief Operating Officer, effective February 5th.

December 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2023 SWEETGREEN, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2023 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

November 3, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 24, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number

November 2, 2023 EX-99.1

Sweetgreen, Inc. Announces Third Quarter 2023 Financial Results

EX-99.1 2 q323sweetgreenearningsrele.htm EX-99.1 Sweetgreen, Inc. Announces Third Quarter 2023 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its third fiscal quarter ended September 24, 2023. Third quarter 2023 fin

November 2, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2023 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

July 28, 2023 EX-10.1

Amendment No. 4 to First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement, dated as of April 25, 2023, by and between the Registrant and EagleBank.

Exhibit 10.1 EXECUTION AMENDMENT NO. 4 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 4 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this "Amendment") is made as of April 25, 2023 (the "Effective Date") by and among SWEETGREEN, INC., a Delaware corporation ("Borrower"), the entities

July 28, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 25, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 001-

July 27, 2023 EX-99.1

Sweetgreen, Inc. Announces Second Quarter 2023 Financial Results

Sweetgreen, Inc. Announces Second Quarter 2023 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its second fiscal quarter ended June 25, 2023. Second quarter 2023 financial highlights For the second quarter of fiscal

July 27, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2023 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Num

June 21, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2023 SWEETGREEN, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2023 SWEETGREEN, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Num

June 14, 2023 CORRESP

Key Performance Metrics and Non-GAAP Financial Measures

June 14, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.

May 5, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 26, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 001

May 4, 2023 EX-99.1

Sweetgreen, Inc. Announces First Quarter 2023 Financial Results

Sweetgreen, Inc. Announces First Quarter 2023 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its first fiscal quarter ended March 26, 2023. “I am pleased with our first quarter results. We delivered strong top line

May 4, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 SWEETGREEN, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

April 21, 2023 DEF 14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.__)

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 21, 2023 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.__)

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 3, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 25, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

February 27, 2023 S-8

As filed with the Securities and Exchange Commission on February 27, 2023

As filed with the Securities and Exchange Commission on February 27, 2023 Registration No.

February 27, 2023 EX-FILING FEES

Calculation of Filing Fee Tables Form S-8 (Form Type) Sweetgreen, Inc. (Exact name of Registrant as Specified in its Charter)

Calculation of Filing Fee Tables Form S-8 (Form Type) Sweetgreen, Inc. (Exact name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule(2) Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock Other 1,111,331

February 23, 2023 EX-99.1

Sweetgreen, Inc. Announces Fourth Quarter 2022 Financial Results

Sweetgreen, Inc. Announces Fourth Quarter 2022 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its fourth fiscal quarter ended December 25, 2022. “We enter 2023 with solid momentum and remain confident in the strengt

February 23, 2023 EX-21.1

Subsidiaries of the Registrant.

Exhibit 21.1 Subsidiaries of the Registrant(1)(2) The following is a list of subsidiaries of Sweetgreen, Inc, excluding certain subsidiaries that, in the aggregate as a single subsidiary, do not constitute a significant subsidiary. Name of Subsidiary State of Incorporation Spyce Food Co. Delaware (1) The subsidiaries listed above represent the registrant’s subsidiaries as of December 25, 2022. (2)

February 23, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2023 SWEETGREEN, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2023 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

February 23, 2023 EX-10.17

Amendment No. 2 to First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement, dated as of May 9, 2022, by and between the Registrant and EagleBank.

Exhibit 10.17 AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of May 9, 2022 (the “Effective Date”) by and among SWEETGREEN, INC., a Delaware corporation (“Borrower”), the entities that become

February 23, 2023 EX-10.18

Amendment No. 3 to First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement, dated as of December 13, 2022, by and between the Registrant and EagleBank.

Exhibit 10.18 AMENDMENT NO. 3 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 3 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of December 13, 2022 (the “Effective Date”) by and among SWEETGREEN, INC., a Delaware corporation (“Borrower”), the entities that b

February 23, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 25, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-410

February 14, 2023 EX-99.A

JOINT FILING AGREEMENT

EX-99.A 2 d289447dex99a.htm EX-99.A EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Sweetgreen, Inc. and further agree that this agreement be included as an exhi

February 14, 2023 SC 13G/A

SG / Sweetgreen, Inc. Class A Common Stock / Neman Jonathan - SC 13G/A Passive Investment

SC 13G/A 1 d449856dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sweetgreen, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 14, 2023 SC 13G/A

SG / Sweetgreen, Inc. Class A Common Stock / Jammet Nicolas - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

February 14, 2023 EX-99.A

JOINT FILING AGREEMENT

EX-99.A 2 d464554dex99a.htm EX-99.A EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Sweetgreen, Inc. and further agree that this agreement be included as an exhi

February 14, 2023 SC 13G/A

SG / Sweetgreen, Inc. Class A Common Stock / Anchorage Capital Group, L.L.C. - SC 13G/A Passive Investment

SC 13G/A 1 brhc10047646sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* SWEETGREEN, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statemen

February 14, 2023 SC 13G/A

SG / Sweetgreen, Inc. Class A Common Stock / Ru Nathaniel - SC 13G/A Passive Investment

SC 13G/A 1 d289447dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sweetgreen, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 14, 2023 EX-99.A

JOINT FILING AGREEMENT

EX-99.A 2 d449856dex99a.htm EX-99.A EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Sweetgreen, Inc. and further agree that this agreement be included as an exhi

February 14, 2023 SC 13G/A

SG / Sweetgreen, Inc. Class A Common Stock / D1 Capital Partners L.P. - SWEETGREEN, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sweetgreen, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 14, 2023 SC 13G/A

SG / Sweetgreen, Inc. Class A Common Stock / REVOLUTION GROWTH II, LP - SC 13G/A Passive Investment

SC 13G/A 1 tm236539d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sweetgreen, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement)

February 9, 2023 SC 13G

SG / Sweetgreen, Inc. Class A Common Stock / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SC 13G 1 tv01995-sweetgreenincclassa.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Sweetgreen Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 87043Q108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursu

December 16, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2022 SWEETGREEN, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2022 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

December 16, 2022 EX-10.1

Amendment No. 3 to First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement, dated as of December 13, 2022, by and between the Company and EagleBank.

AMENDMENT NO. 3 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 3 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of December 13, 2022 (the “Effective Date”) by and among SWEETGREEN, INC., a Delaware corporation (“Borrower”), the entities that become parties

December 6, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2022 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

December 6, 2022 EX-99.1

Sweetgreen, Inc. Announces Change to the Executive Leadership Team

Sweetgreen, Inc. Announces Change to the Executive Leadership Team LOS ANGELES, CA (December 6, 2022) - Today, sweetgreen, announces that Chris Carr, Chief Operating Officer ("COO"), will be departing the Company for personal reasons on March 17, 2023. In the first quarter of 2023, Chris will stay on in an advisory capacity. Effective January 1, 2023, Stephanie Traut, SVP of Operations, will overs

November 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 25, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number

November 8, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022 SWEETGREEN, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File

November 8, 2022 EX-99.1

Sweetgreen, Inc. Announces Third Quarter 2022 Financial Results

Sweetgreen, Inc. Announces Third Quarter 2022 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the “Company”), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its third fiscal quarter ended September 25, 2022. “We remain relentlessly focused on continuous operational improvement a

August 10, 2022 EX-10.1

Amendment No. 2 to First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement, dated as of May 9, 2022, by and between the Registrant and EagleBank.

Exhibit 10.1 AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this ?Amendment?) is made as of May 9, 2022 (the ?Effective Date?) by and among SWEETGREEN, INC., a Delaware corporation (?Borrower?), the entities that become p

August 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 26, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 001-

August 9, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Nu

August 9, 2022 EX-99.1

Sweetgreen, Inc. Announces Second Quarter 2022 Financial Results

Sweetgreen, Inc. Announces Second Quarter 2022 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the ?Company?), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its second fiscal quarter ended June 26, 2022. ?Thanks to our team?s execution, second quarter revenue grew 45% year over

June 21, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2022 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Num

May 6, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 27, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 001

May 5, 2022 EX-99.1

Sweetgreen, Inc. Announces First Quarter 2022 Financial Results

Sweetgreen, Inc. Announces First Quarter 2022 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the ?Company?), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its first fiscal quarter ended March 27, 2022. ?We are pleased to report that Q1 2022 revenue grew 67% year over year and

May 5, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2022 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

April 22, 2022 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.__)

DEFA14A 1 additionalproxysolicitingm.htm DEFA14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy

April 22, 2022 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.__)

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 4, 2022 EX-4.2

Description of Capital Stock

Exhibit 4.2 DESCRIPTION OF CAPITAL STOCK General The following description of the capital stock and certain provisions of the amended and restated certificate of incorporation and amended and restated bylaws of Sweetgreen, Inc. (?we,? ?us,? ?our,? or the ?Company?) are summaries and are qualified by reference to the amended and restated certificate of incorporation and the amended and restated byl

March 4, 2022 EX-10.5

Sweetgreen, Inc. 2021 Equity Incentive Plan Adopted by the Board of Directors: September 23, 2021 Approved by the Stockholders: October 5, 2021

Exhibit 10.5 Sweetgreen, Inc. 2021 Equity Incentive Plan Adopted by the Board of Directors: September 23, 2021 Approved by the Stockholders: October 5, 2021 1.General. (a)Successor to and Continuation of Prior Plans. The Plan is the successor to and continuation of the Prior Plans. As of the Effective Date, (i) no additional awards may be granted under the Prior Plans; (ii) the Prior Plans? Availa

March 4, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 26, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-410

March 4, 2022 EX-21.1

Subsidiaries of the Registrant.

Exhibit 21.1 Subsidiaries of the Registrant(1)(2) The following is a list of subsidiaries of Sweetgreen, Inc, excluding certain subsidiaries that, in the aggregate as a single subsidiary, do not constitute a significant subsidiary.(3) Name of Subsidiary State of Incorporation Spyce Food Co. Delaware (1) As of March 1, 2022. (2) Pursuant to item 601(b)(21)(ii) of Regulation S-K, the names of 27 con

March 3, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2022 SWEETGREEN, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41069 27-1159215 (State or Other Jurisdiction of Incorporation) (Commission File Num

March 3, 2022 EX-99.1

Sweetgreen, Inc. Announces Fourth Quarter and Fiscal Year 2021 Financial Results

Sweetgreen, Inc. Announces Fourth Quarter and Fiscal Year 2021 Financial Results LOS ANGELES-(BUSINESS WIRE)- Sweetgreen, Inc. (NYSE: SG) (the ?Company?), the mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale, today announced financial results for its fourth fiscal quarter and fiscal year ended December 26, 2021. ?Our strong fourth quarter performance

February 14, 2022 SC 13G

US87043Q1085 / Sweetgreen, Inc., Class A / REVOLUTION GROWTH II, LP - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Sweetgreen, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

February 14, 2022 SC 13G

US87043Q1085 / Sweetgreen, Inc., Class A / Anchorage Capital Group, L.L.C. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SWEETGREEN, INC. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th

February 14, 2022 SC 13G

US87043Q1085 / Sweetgreen, Inc., Class A / Jammet Nicolas - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2022 SC 13G

US87043Q1085 / Sweetgreen, Inc., Class A / D1 Capital Partners L.P. - SWEETGREEN, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Sweetgreen, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 87043Q108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

February 14, 2022 SC 13G

US87043Q1085 / Sweetgreen, Inc., Class A / Neman Jonathan - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2022 SC 13G

US87043Q1085 / Sweetgreen, Inc., Class A / Ru Nathaniel - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

November 22, 2021 EX-3.2

Amended and Restated Bylaws of the Registrant

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF SWEETGREEN, INC. (A DELAWARE CORPORATION) November 22, 2021 Table of Contents Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS? MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meetings 1 Section 6. Special Meetings 5 Section 7. No

November 22, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2021 Sweetgreen, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41069 27-1159215 (State or other jurisdiction of incorporation) (Commission File

November 22, 2021 EX-3.1

Amended and Restated Certificate of Incorporation of the Registrant

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Jonathan Neman hereby certifies that: ONE: The present name of the corporation is Sweetgreen, Inc. and the date of filing of the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was October 21, 2009. TWO: He is the duly elected and acting Chief Executive O

November 22, 2021 EX-99.6

Sweetgreen, Inc. 2021 Employee Stock Purchase Plan.

Exhibit 99.6 SWEETGREEN, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 23, 2021 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2021 IPO DATE: NOVEMBER 17, 2021 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain Eligible Employees of designated Related Corporations may be given an opportunity to purchase shares o

November 22, 2021 S-8

As filed with the Securities and Exchange Commission on November 22, 2021

S-8 1 d239049ds8.htm S-8 As filed with the Securities and Exchange Commission on November 22, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sweetgreen, Inc. (Exact name of registrant as specified in its charter) Delaware 27-1159215 (State or other jurisdiction of incorporation or o

November 19, 2021 424B4

13,000,000 Shares Class A Common Stock

424B4 1 d104360d424b4.htm 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-260472 Registration No. 333-261159 13,000,000 Shares Class A Common Stock This is an initial public offering of shares of Class A common stock of Sweetgreen, Inc. We are offering 13,000,000 shares of our Class A common stock. Prior to this offering, there has been no public market for our Class

November 17, 2021 S-1/A

File No. 333-260472

Table of Contents As filed with the Securities and Exchange Commission on November 16, 2021.

November 17, 2021 S-1MEF

As filed with the Securities and Exchange Commission on November 17, 2021

S-1MEF 1 d263540ds1mef.htm S-1MEF As filed with the Securities and Exchange Commission on November 17, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sweetgreen, Inc. (Exact name of registrant as specified in its charter) Delaware 5812 27-1159215 (State or other jurisdiction of inco

November 16, 2021 CORRESP

Cooley LLP 3 Embarcadero Center 20th Floor San Francisco, CA 94111-4004 t: (415) 693-2000 f: (415) 693-2222 cooley.com

CORRESP 1 filename1.htm Siana Lowrey By EDGAR +1 415 693 2150 [email protected] CERTAIN PORTIONS OF THIS LETTER HAVE BEEN OMITTED FROM THE VERSION FILED VIA EDGAR. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS LETTER WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***]”. November 16, 2021 Office

November 15, 2021 8-A12B

Registration Statement on Form 8-A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 Sweetgreen, Inc.

November 15, 2021 CORRESP

SWEETGREEN, INC. 3101 W. Exposition Blvd. Los Angeles, CA 90018

SWEETGREEN, INC. 3101 W. Exposition Blvd. Los Angeles, CA 90018 November 15, 2021 VIA EDGAR U.S. Securities and Exchange Commission Office of Trade & Services Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley, Lilyanna Peyser, Patrick Kuhn and Lyn Shenk Re: Sweetgreen, Inc. Registration Statement on Form S-1, as amended (File No. 333-260472) Request f

November 15, 2021 CORRESP

[Signature Page Follows]

November 15, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley, Lilyanna Peyser, Patrick Kuhn and Lyn Shenk Re: Sweetgreen, Inc. Registration Statement on Form S-1, as amended (File No. 333-260472) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the ?Act?), Go

November 9, 2021 EX-4.1

Form of Class A Common Stock Certificate of the Registrant.

Exhibit 4.1 DELAWARE SEALSWEETGREEN, INC. CORPORATE October 21, 2009 SG FULLY PAID AND NONASSESSABLE SHARES OF CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE, OF Sweetgreen, Inc. transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid until countersigned by the Transfer Agent and reg

November 9, 2021 S-1/A

As filed with the Securities and Exchange Commission on November 9, 2021.

Table of Contents As filed with the Securities and Exchange Commission on November 9, 2021.

November 9, 2021 CORRESP

Cooley LLP 3 Embarcadero Center 20th Floor San Francisco, CA 94111-4004 t: (415) 693-2000 f: (415) 693-2222 cooley.com

Siana Lowrey +1 415 693 2150 [email protected] By EDGAR November 9, 2021 Office of Trade & Services Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley Lilyanna Peyser Patrick Kuhn Lyn Shenk Re: Sweetgreen, Inc. Registration Statement on Form S-1 Filed October 25, 2021 File No. 333-260472 Ladies and Gentlemen: On

November 9, 2021 EX-1.1

Form of Underwriting Agreement.

Exhibit 1.1 Sweetgreen Inc. Class A Common Stock Underwriting Agreement [?], 2021 Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC As representatives (the ?Representatives?) of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlem

November 1, 2021 CORRESP

Cooley LLP 3 Embarcadero Center 20th Floor San Francisco, CA 94111-4004 t: (415) 693-2000 f: (415) 693-2222 cooley.com

Siana Lowrey +1 415 693 2150 [email protected] By EDGAR November 1, 2021 Office of Trade & Services Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley Lilyanna Peyser Patrick Kuhn Lyn Shenk Re: Sweetgreen, Inc. CIK No. 0001477815 Ladies and Gentlemen: On behalf of Sweetgreen, Inc. (?Sweetgreen? or the ?Company?)

October 25, 2021 EX-10.17

Form of Exchange Agreement by and among the Registrant, Jonathan Neman, Nicolas Jammet, Nathaniel Ru, and certain related entities.

Exhibit 10.17 EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this ?Agreement?) is made and entered into as of [?], 2021 by and among Sweetgreen, Inc., a Delaware corporation (the ?Company?), and stockholders of the Company listed on Exhibit A hereto (collectively, the ?Exchange Stockholders?). RECITALS WHEREAS, the Board of Directors of the Company (the ?Board?) has determined that it is in the best

October 25, 2021 EX-3.3

Bylaws of the Registrant, as currently in effect.

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF SWEETGREEN, INC. ARTICLE I STOCKHOLDERS 1.1 Place of Meetings. All meetings of stockholders shall be held at such place within or without the State of Delaware as may be designated from time to time by the Board of Directors, the President or Chief Executive Officer. 1.2 Annual Meeting. The annual meeting of stockholders for the election of directors and

October 25, 2021 EX-3.1.1

Certificate of Amendment to Amended and Restated Certificate of Incorporation, as amended, as currently in effect.

EX-3.1.1 3 d104360dex311.htm EX-3.1.1 Exhibit 3.1.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Sweetgreen, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of the State of Delaware (the “DGCL”), certifies as follows: FIRST: The name of the corporation is Sweetgreen, Inc. (hereinafter re

October 25, 2021 EX-10.9

Form of Indemnification Agreement entered into by and between the Registrant and each director and executive officer.

Exhibit 10.9 SWEETGREEN, INC. INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT (this ?Agreement?) is dated as of , 20 and is between Sweetgreen, Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS A. Indemnitee?s service to the Company substantially benefits the Company. B. Individuals are reluctant to serve as directors or officers of corporations or in certain othe

October 25, 2021 EX-21.1

Subsidiaries of the Registrant.

Exhibit 21.1 Subsidiaries of the Registrant(1)(2) The following is a list of subsidiaries of Sweetgreen, Inc, excluding certain subsidiaries that, in the aggregate as a single subsidiary, do not constitute a significant subsidiary.(3) Name of Subsidiary State of Incorporation Spyce Food Co. Delaware (1) As of September 13, 2021. (2) Pursuant to item 601(b)(21)(ii) of Regulation S-K, the names of 2

October 25, 2021 EX-10.7

Sweetgreen, Inc. 2021 Employee Stock Purchase Plan.

Exhibit 10.7 SWEETGREEN, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 23, 2021 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2021 IPO DATE: , 2021 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain Eligible Employees of designated Related Corporations may be given an opportunity to purchase shares of Class A C

October 25, 2021 EX-10.4

Forms of Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement for Awards Under the 2019 Equity Incentive Plan.

Exhibit 10.4 SWEETGREEN, INC. RESTRICTED STOCK UNIT GRANT NOTICE Sweetgreen, Inc. (the ?Company?), pursuant to its 2019 Equity Incentive Plan, as amended and/or restated as of the Date of Grant set forth below (the ?Plan?), has granted to Participant (as of the date indicated below) a Restricted Stock Unit Award for the number of shares of the Company?s Common Stock (?RSUs?) set forth below (the ?

October 25, 2021 EX-10.16

Amendment No. 1 to First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement, dated as of September 29, 2021, by and between the Registrant and EagleBank.

Exhibit 10.16 AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this ?Amendment?) is made as of September 29, 2021 (the ?Effective Date?) by and among SWEETGREEN, INC., a Delaware corporation (?Borrower?), the entities that

October 25, 2021 EX-10.14

First Amendment to Lease Agreement, dated as of August 12, 2020, by and between the Registrant and Welcome to the Dairy, LLC.

Exhibit 10.14 FIRST AMENDMENT TO LEASE AGREEMENT This FIRST AMENDMENT TO LEASE AGREEMENT (?First Amendment?) is made and entered into as of the 12th day of August, 2020, by and between WELCOME TO THE DAIRY, LLC, a Delaware limited liability company (?Landlord?), and SWEETGREEN, INC., a Delaware corporation (?Tenant?). R E C I T A L S : A. Landlord and Tenant entered into that certain Lease Agreeme

October 25, 2021 EX-10.11

Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Chris Carr.

Exhibit 10.11 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the ?Agreement?), made between Sweetgreen, Inc. (the ?Company?) and Chris Carr (?Executive?) (collectively, the ?Parties?). WHEREAS, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment service

October 25, 2021 EX-10.6

Spyce Food Co. 2016 Stock Option and Grant Plan.

Exhibit 10.6 SPYCE FOOD CO. 2016 STOCK OPTION AND GRANT PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Spyce Food Co. 2016 Stock Option and Grant Plan (the ?Plan?). The purpose of the Plan is to encourage and enable the officers, employees, directors, Consultants and other key persons of Spyce Food Co. a Delaware corporation (including any successor entity, th

October 25, 2021 EX-10.5

Sweetgreen, Inc. 2021 Equity Incentive Plan and forms of agreements thereunder.

Exhibit 10.5 SWEETGREEN, INC. 2021 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 23, 2021 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2021 1. GENERAL. (a) Successor to and Continuation of Prior Plans. The Plan is the successor to and continuation of the Prior Plans. As of the Effective Date, (i) no additional awards may be granted under the Prior Plans; (ii) the Prior Plans? Avai

October 25, 2021 EX-10.10

Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Jonathan Neman.

Exhibit 10.10 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the ?Agreement?), made between Sweetgreen, Inc. (the ?Company?) and Jonathan Neman (?Executive?) (collectively, the ?Parties?). WHEREAS, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment ser

October 25, 2021 EX-10.8

Non-Employee Director Compensation Policy.

Exhibit 10.8 SWEETGREEN, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Adopted: , 2021 Each member of the Board of Directors (the ?Board?) of Sweetgreen, Inc. (the ?Company?) who is a non-employee director of the Company (each, a ?Non-Employee Director?) will receive the compensation described in this Non-Employee Director Compensation Policy (this ?Director Compensation Policy?) for his or her B

October 25, 2021 EX-10.12

Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Jim McPhail.

Exhibit 10.12 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the ?Agreement?), made between Sweetgreen, Inc. (the ?Company?) and Jim McPhail (?Executive?) (collectively, the ?Parties?). WHEREAS, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return for such employment servic

October 25, 2021 EX-10.3

Sweetgreen, Inc. 2019 Equity Incentive Plan and forms of agreements thereunder.

Exhibit 10.3 SWEETGREEN, INC. 2019 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: September 12, 2019 APPROVED BY THE STOCKHOLDERS: September 12, 2019 AMDENDED BY THE BOARD OF DIRECTORS: June 5, 2020 AMENDED BY THE STOCKHOLDERS: June 24, 2020 AMENDED BY THE BOARD OF DIRECTORS: January 20, 2021 AMENDED BY THE STOCKHOLDERS: January 21, 2021 AMENDED BY THE BOARD OF DIRECTORS: September 23, 2

October 25, 2021 CORRESP

Cooley LLP 3 Embarcadero Center 20th Floor San Francisco, CA 94111-4004 t: (415) 693-2000 f: (415) 693-2222 cooley.com

Siana Lowrey +1 415 693 2150 [email protected] By EDGAR October 25, 2021 Office of Trade & Services Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley Lilyanna Peyser Patrick Kuhn Lyn Shenk Re: Sweetgreen, Inc. Amendment No. 4 to Draft Registration Statement on Form S-1 Submitted October 7, 2021 CIK No. 00014778

October 25, 2021 EX-10.15

First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement, dated as of December 14, 2020, by and between the Registrant and EagleBank.

Exhibit 10.15 Execution Version FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this ?Agreement?) dated as of December 14, 2020, is entered into by and among Sweetgreen, Inc., a Delaware corporation (?Borrower?), the entities that become parties hereto as guar

October 25, 2021 EX-10.2

Sweetgreen, Inc. 2009 Equity Incentive Plan and forms of agreements thereunder.

Exhibit 10.2 SWEETGREEN, INC. 2009 STOCK PLAN 1. ESTABLISHMENT, PURPOSE AND TERM OF PLAN. 1.1 Establishment. This Sweetgreen, Inc. 2009 Stock Plan (the ?Plan?) is hereby established effective as of November 12, 2009 (?Effective Date?). 1.2 Purpose. The purpose of the Plan is to advance the interests of the Participating Company Group (as defined below) and its stockholders by providing an incentiv

October 25, 2021 S-1

Power of Attorney.

Table of Contents As filed with the Securities and Exchange Commission on October 25, 2021.

October 25, 2021 EX-10.13

Lease Agreement, dated as of May 23, 2019, by and between the Registrant and Welcome to the Dairy, LLC.

Exhibit 10.13 LEASE AGREEMENT 3101 Exposition Boulevard Between WELCOME TO THE DAIRY, LLC, a Delaware limited liability company as Landlord, and SWEETGREEN, INC., a Delaware corporation as Tenant, Dated May 23, 2019 The submission of this Lease by Landlord, its broker, agent or representative, for examination or execution by Tenant, does not constitute an option or offer to lease the Premises upon

October 25, 2021 EX-3.4

Form of Amended and Restated Bylaws of the Registrant, to be in effect upon the completion of the offering.

Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF SWEETGREEN, INC. (A DELAWARE CORPORATION) [], 2021 Table of Contents Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS? MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meetings 1 Section 6. Special Meetings 5 Section 7. Notice of M

October 25, 2021 EX-3.2

Form of Amended and Restated Certificate of Incorporation of the Registrant, to be in effect upon the completion of the offering.

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Jonathan Neman hereby certifies that: ONE: The present name of the corporation is Sweetgreen, Inc. and the date of filing of the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was October 21, 2009. TWO: He is the duly elected and acting Chief Executive O

October 25, 2021 EX-3.1

Amended and Restated Certificate of Incorporation of the Registrant, as amended, as currently in effect.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Sweetgreen, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is Sweetgreen, Inc. 2. The date of filing of its original Certificate of Incorporation with the Secretary of State of the State of Delaware was October 21, 2009.

October 25, 2021 EX-10.1

Amended and Restated Stockholders’ Agreement, dated as of September 3, 2021, by and between the Registrant and certain of its stockholders.

Exhibit 10.1 SWEETGREEN, INC. AMENDED AND RESTATED STOCKHOLDERS? AGREEMENT This Amended and Restated Stockholders? Agreement (this ?Agreement?) is made and entered into as of September 3, 2021 (the ?Effective Date?), by and among Sweetgreen, Inc., a Delaware corporation (the ?Company?), the holders of the Company?s Preferred Stock (the ?Preferred Stock?) and/or Common Stock (as defined below) set

October 7, 2021 DRSLTR

Cooley LLP 3 Embarcadero Center 20th Floor San Francisco, CA 94111-4004 t: (415) 693-2000 f: (415) 693-2222 cooley.com

Siana Lowrey By EDGAR +1 415 693 2150 [email protected] October 7, 2021 Office of Trade & Services Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley Lilyanna Peyser Patrick Kuhn Lyn Shenk Re: Sweetgreen, Inc. Amendment No. 3 to Draft Registration Statement on Form S-1 Submitted September 14, 2021 CIK No. 000147

October 7, 2021 EX-10.9

SWEETGREEN, INC. INDEMNIFICATION AGREEMENT

EX-10.9 12 filename12.htm Exhibit 10.9 SWEETGREEN, INC. INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT (this “Agreement”) is dated as of , 20 and is between Sweetgreen, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS A. Indemnitee’s service to the Company substantially benefits the Company. B. Individuals are reluctant to serve as directors or officers of corpo

October 7, 2021 EX-3.4

AMENDED AND RESTATED BYLAWS SWEETGREEN, INC. (A DELAWARE CORPORATION) [_________], 2021

EX-3.4 4 filename4.htm Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF SWEETGREEN, INC. (A DELAWARE CORPORATION) [], 2021 Table of Contents Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS’ MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meetings 1 Section 6. Special Meetings 5

October 7, 2021 EX-10.6

SPYCE FOOD CO. 2016 STOCK OPTION AND GRANT PLAN

EX-10.6 9 filename9.htm Exhibit 10.6 SPYCE FOOD CO. 2016 STOCK OPTION AND GRANT PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Spyce Food Co. 2016 Stock Option and Grant Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, directors, Consultants and other key persons of Spyce Food Co. a Delaware corporation (including

October 7, 2021 EX-3.1

CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC.

Exhibit 3.1.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Sweetgreen, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of the State of Delaware (the ?DGCL?), certifies as follows: FIRST: The name of the corporation is Sweetgreen, Inc. (hereinafter referred to as the ?Corporation?) and th

October 7, 2021 EX-10.8

SWEETGREEN, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Adopted: _______, 2021

EX-10.8 11 filename11.htm Exhibit 10.8 SWEETGREEN, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Adopted: , 2021 Each member of the Board of Directors (the “Board”) of Sweetgreen, Inc. (the “Company”) who is a non-employee director of the Company (each, a “Non-Employee Director”) will receive the compensation described in this Non-Employee Director Compensation Policy (this “Director Compensation

October 7, 2021 EX-10.11

EXECUTIVE EMPLOYMENT AGREEMENT

EX-10.11 14 filename14.htm Exhibit 10.11 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Chris Carr (“Executive”) (collectively, the “Parties”). WHEREAS, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return

October 7, 2021 EX-10.2

SWEETGREEN, INC. 2009 STOCK PLAN

EX-10.2 6 filename6.htm Exhibit 10.2 SWEETGREEN, INC. 2009 STOCK PLAN 1. ESTABLISHMENT, PURPOSE AND TERM OF PLAN. 1.1 Establishment. This Sweetgreen, Inc. 2009 Stock Plan (the “Plan”) is hereby established effective as of November 12, 2009 (“Effective Date”). 1.2 Purpose. The purpose of the Plan is to advance the interests of the Participating Company Group (as defined below) and its stockholders

October 7, 2021 EX-10.3

SWEETGREEN, INC. 2019 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: September 12, 2019 APPROVED BY THE STOCKHOLDERS: September 12, 2019 AMDENDED BY THE BOARD OF DIRECTORS: June 5, 2020 AMENDED BY THE STOCKHOLDERS: June 24, 2020 AMENDED BY

EX-10.3 7 filename7.htm Exhibit 10.3 SWEETGREEN, INC. 2019 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: September 12, 2019 APPROVED BY THE STOCKHOLDERS: September 12, 2019 AMDENDED BY THE BOARD OF DIRECTORS: June 5, 2020 AMENDED BY THE STOCKHOLDERS: June 24, 2020 AMENDED BY THE BOARD OF DIRECTORS: January 20, 2021 AMENDED BY THE STOCKHOLDERS: January 21, 2021 AMENDED BY THE BOARD OF DI

October 7, 2021 EX-10.5

SWEETGREEN, INC. 2021 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 23, 2021 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2021

EX-10.5 8 filename8.htm Exhibit 10.5 SWEETGREEN, INC. 2021 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 23, 2021 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2021 1. GENERAL. (a) Successor to and Continuation of Prior Plans. The Plan is the successor to and continuation of the Prior Plans. As of the Effective Date, (i) no additional awards may be granted under the Prior Plans; (i

October 7, 2021 EX-3.2

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION SWEETGREEN, INC.

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Jonathan Neman hereby certifies that: ONE: The present name of the corporation is Sweetgreen, Inc. and the date of filing of the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was October 21, 2009. TWO: He is the duly elected and acting Chief Executive O

October 7, 2021 EX-10.1

SWEETGREEN, INC. AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT

EX-10.1 5 filename5.htm Exhibit 10.1 SWEETGREEN, INC. AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT This Amended and Restated Stockholders’ Agreement (this “Agreement”) is made and entered into as of September 3, 2021 (the “Effective Date”), by and among Sweetgreen, Inc., a Delaware corporation (the “Company”), the holders of the Company’s Preferred Stock (the “Preferred Stock”) and/or Common Stock

October 7, 2021 EX-10.17

EXCHANGE AGREEMENT

EX-10.17 17 filename17.htm Exhibit 10.17 EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of [•], 2021 by and among Sweetgreen, Inc., a Delaware corporation (the “Company”), and stockholders of the Company listed on Exhibit A hereto (collectively, the “Exchange Stockholders”). RECITALS WHEREAS, the Board of Directors of the Company (the “Board”) has determi

October 7, 2021 EX-10.7

SWEETGREEN, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 23, 2021 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2021 IPO DATE: ______________, 2021

EX-10.7 10 filename10.htm Exhibit 10.7 SWEETGREEN, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 23, 2021 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2021 IPO DATE: , 2021 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain Eligible Employees of designated Related Corporations may be given an opportunity to pu

October 7, 2021 EX-10.16

AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT

EX-10.16 16 filename16.htm Exhibit 10.16 AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of September 29, 2021 (the “Effective Date”) by and among SWEETGREEN, INC., a Delaware corporation (“Bor

October 7, 2021 EX-10.12

EXECUTIVE EMPLOYMENT AGREEMENT

EX-10.12 15 filename15.htm Exhibit 10.12 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Jim McPhail (“Executive”) (collectively, the “Parties”). WHEREAS, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in return

October 7, 2021 EX-10.10

EXECUTIVE EMPLOYMENT AGREEMENT

EX-10.10 13 filename13.htm Exhibit 10.10 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Jonathan Neman (“Executive”) (collectively, the “Parties”). WHEREAS, the Company desires for Executive to continue to be employed by the Company, and wishes to provide Executive with certain compensation and benefits in ret

October 7, 2021 DRS/A

As confidentially submitted to the Securities and Exchange Commission on October 7, 2021. This amended draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly co

Table of Contents As confidentially submitted to the Securities and Exchange Commission on October 7, 2021.

September 14, 2021 DRS/A

As confidentially submitted to the Securities and Exchange Commission on September 14, 2021. This amended draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly

Table of Contents As confidentially submitted to the Securities and Exchange Commission on September 14, 2021.

September 14, 2021 EX-10.12

FIRST AMENDMENT TO LEASE AGREEMENT

EX-10.12 4 filename4.htm Exhibit 10.12 FIRST AMENDMENT TO LEASE AGREEMENT This FIRST AMENDMENT TO LEASE AGREEMENT (“First Amendment”) is made and entered into as of the 12th day of August, 2020, by and between WELCOME TO THE DAIRY, LLC, a Delaware limited liability company (“Landlord”), and SWEETGREEN, INC., a Delaware corporation (“Tenant”). R E C I T A L S : A. Landlord and Tenant entered into t

September 14, 2021 EX-21.1

Subsidiaries of the Registrant(1)(2)

EX-21.1 5 filename5.htm Exhibit 21.1 Subsidiaries of the Registrant(1)(2) The following is a list of subsidiaries of Sweetgreen, Inc, excluding certain subsidiaries that, in the aggregate as a single subsidiary, do not constitute a significant subsidiary.(3) Name of Subsidiary State of Incorporation Spyce Food Co. Delaware (1) As of September 13, 2021. (2) Pursuant to item 601(b)(21)(ii) of Regula

September 14, 2021 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC.

EX-3.1 2 filename2.htm Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Sweetgreen, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is Sweetgreen, Inc. 2. The date of filing of its original Certificate of Incorporation with the Secretary of State of the State of Delaware

September 14, 2021 DRSLTR

Cooley LLP 3 Embarcadero Center 20th Floor San Francisco, CA 94111-4004 t: (415) 693-2000 f: (415) 693-2222 cooley.com

Siana Lowrey +1 415 693 2150 [email protected] By EDGAR September 14, 2021 Office of Trade & Services Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley Lilyanna Peyser Patrick Kuhn Lyn Shenk Re: Sweetgreen, Inc. Amendment No. 2 to Draft Registration Statement on Form S-1 Submitted August 23, 2021 CIK No. 000147

September 14, 2021 EX-10.11

LEASE AGREEMENT 3101 Exposition Boulevard WELCOME TO THE DAIRY, LLC, a Delaware limited liability company as Landlord, SWEETGREEN, INC., a Delaware corporation as Tenant, Dated May 23, 2019

Exhibit 10.11 LEASE AGREEMENT 3101 Exposition Boulevard Between WELCOME TO THE DAIRY, LLC, a Delaware limited liability company as Landlord, and SWEETGREEN, INC., a Delaware corporation as Tenant, Dated May 23, 2019 The submission of this Lease by Landlord, its broker, agent or representative, for examination or execution by Tenant, does not constitute an option or offer to lease the Premises upon

August 23, 2021 DRSLTR

Cooley LLP 3 Embarcadero Center 20th Floor San Francisco, CA 94111-4004 t: (415) 693-2000 f: (415) 693-2222 cooley.com

Siana Lowrey +1 415 693 2150 [email protected] By EDGAR August 23, 2021 Office of Trade & Services Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley Lilyanna Peyser Patrick Kuhn Lyn Shenk Re: Sweetgreen, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted July 28, 2021 CIK No. 0001477815

August 23, 2021 DRS/A

As confidentially submitted to the Securities and Exchange Commission on August 23, 2021. This amended draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly co

Table of Contents As confidentially submitted to the Securities and Exchange Commission on August 23, 2021.

July 28, 2021 DRS/A

As confidentially submitted to the Securities and Exchange Commission on July 28, 2021. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential

Table of Contents As confidentially submitted to the Securities and Exchange Commission on July 28, 2021.

July 28, 2021 EX-3.3

AMENDED AND RESTATED BYLAWS OF SWEETGREEN, INC. ARTICLE I

EX-3.3 3 filename3.htm Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF SWEETGREEN, INC. ARTICLE I STOCKHOLDERS 1.1 Place of Meetings. All meetings of stockholders shall be held at such place within or without the State of Delaware as may be designated from time to time by the Board of Directors, the President or Chief Executive Officer. 1.2 Annual Meeting. The annual meeting of stockholders for the ele

July 28, 2021 EX-10.2

SWEETGREEN, INC. 2009 STOCK PLAN

EX-10.2 4 filename4.htm Exhibit 10.2 SWEETGREEN, INC. 2009 STOCK PLAN 1. ESTABLISHMENT, PURPOSE AND TERM OF PLAN. 1.1 Establishment. This Sweetgreen, Inc. 2009 Stock Plan (the “Plan”) is hereby established effective as of November 12, 2009 (“Effective Date”). 1.2 Purpose. The purpose of the Plan is to advance the interests of the Participating Company Group (as defined below) and its stockholders

July 28, 2021 EX-10.13

FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT

EX-10.13 5 filename5.htm Exhibit 10.13 Execution Version FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of December 14, 2020, is entered into by and among Sweetgreen, Inc., a Delaware corporation (“Borrower”), the entities that beco

July 28, 2021 DRSLTR

Cooley LLP 3 Embarcadero Center 20th Floor San Francisco, CA 94111-4004 t: (415) 693-2000 f: (415) 693-2222 cooley.com

Siana Lowrey +1 415 693 2150 [email protected] By EDGAR July 28, 2021 Office of Trade & Services Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Katherine Bagley Lilyanna Peyser Patrick Kuhn Lyn Shenk Re: Sweetgreen, Inc. Draft Registration Statement on Form S-1 Submitted June 17, 2021 CIK No. 0001477815 Ladies and Gentlemen:

July 28, 2021 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC.

EX-3.1 2 filename2.htm Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Sweetgreen, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is Sweetgreen, Inc. 2. The date of filing of its original Certificate of Incorporation with the Secretary of State of the State of Delaware

June 17, 2021 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC.

EX-3.1 2 filename2.htm Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SWEETGREEN, INC. Sweetgreen, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is Sweetgreen, Inc. 2. The date of filing of its original Certificate of Incorporation with the Secretary of State of the State of Delaware

June 17, 2021 EX-10.2

SWEETGREEN, INC. 2009 STOCK PLAN

Exhibit 10.2 SWEETGREEN, INC. 2009 STOCK PLAN 1. ESTABLISHMENT, PURPOSE AND TERM OF PLAN. 1.1 Establishment. This Sweetgreen, Inc. 2009 Stock Plan (the ?Plan?) is hereby established effective as of November 12, 2009 (?Effective Date?). 1.2 Purpose. The purpose of the Plan is to advance the interests of the Participating Company Group (as defined below) and its stockholders by providing an incentiv

June 17, 2021 EX-3.3

AMENDED AND RESTATED BYLAWS OF SWEETGREEN, INC. ARTICLE I

EX-3.3 3 filename3.htm Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF SWEETGREEN, INC. ARTICLE I STOCKHOLDERS 1.1 Place of Meetings. All meetings of stockholders shall be held at such place within or without the State of Delaware as may be designated from time to time by the Board of Directors, the President or Chief Executive Officer. 1.2 Annual Meeting. The annual meeting of stockholders for the ele

June 17, 2021 DRS

As confidentially submitted to the Securities and Exchange Commission on June 17, 2021. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential

DRS 1 filename1.htm Table of Contents As confidentially submitted to the Securities and Exchange Commission on June 17, 2021. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTR

June 17, 2021 EX-10.13

FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT

EX-10.13 5 filename5.htm Exhibit 10.13 Execution Version FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT THIS FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of December 14, 2020, is entered into by and among Sweetgreen, Inc., a Delaware corporation (“Borrower”), the entities that beco

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