Form 4: Grocery Outlet CEO Acquires Shares Following PSU Vesting and RSU Grant

Robert Joseph Sheedy Jr., President & CEO of Grocery Outlet Holding Corp., acquired shares of common stock due to performance stock unit (PSU) vesting and received a grant of restricted stock units (RSUs).

Summary

• On February 29, 2024, Robert Joseph Sheedy Jr., the President & CEO of Grocery Outlet Holding Corp., acquired 33,514 shares of common stock upon the vesting of performance stock units (PSUs).
• These PSUs were granted on March 4, 2021, and vested after the Issuer's Compensation Committee certified that certain performance-based vesting conditions were met.
• On the same date, Sheedy also received a grant of 48,275 restricted stock units (RSUs).
• These RSUs will vest in three equal installments upon completion of each 12-month period of service from March 1, 2024, to March 1, 2027, contingent upon continued service.
• Following these transactions, Sheedy beneficially owns 209,448 shares of Grocery Outlet Holding Corp. common stock.
• Sheedy also has up to an additional 112,641 unvested PSUs at target achievement (or up to an additional 225,282 unvested PSUs at maximum achievement) which are eligible to vest upon the achievement of certain performance-based vesting conditions.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The vesting of PSUs suggests that performance targets were met, and the RSU grant aligns the CEO's interests with long-term shareholder value. There are no explicit negative indicators.

Positives

• The vesting of PSUs indicates that performance targets were likely met, which could be viewed positively.
• The grant of RSUs aligns the CEO's interests with the long-term performance of the company.

Future Outlook

The RSUs will vest over a three-year period, contingent on continued service, suggesting a commitment from the CEO to remain with the company.

Industry Context

Executive compensation packages often include a mix of salary, stock options, and restricted stock units to incentivize performance and align management's interests with those of shareholders. This filing reflects a typical component of executive compensation.

Comparison to Industry Standards

• Companies like Kroger, Albertsons, and Sprouts Farmers Market also utilize equity-based compensation to incentivize their executives.
• The vesting schedules and performance metrics associated with PSUs and RSUs are generally aligned with industry best practices to drive long-term value creation.

Stakeholder Impact

• Shareholders may view the PSU vesting as a positive sign of company performance.
• Employees may see the CEO's continued commitment as a positive indicator of stability.

Key Dates