Grocery Outlet (GO) director granted 18,868 RSUs in equity award

Rhea-AI Filing Summary

York Jeffrey reported acquisition or exercise transactions in this Form 4 filing.

Grocery Outlet Holding Corp. director Jeffrey York reported a compensation-related equity grant. He received 18,868 restricted stock units of Common Stock as an annual equity retainer under the company’s non-employee director compensation policy.

The RSUs are scheduled to vest on the earlier of the next annual stockholder meeting after the grant date or June 1, 2027, subject to his continued service. Following the grant, he holds 109,659 shares directly and 120,000 shares indirectly through a holding company he controls.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider York Jeffrey

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	18,868	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 109,659 shares (Direct, null); Common Stock — 120,000 shares (Indirect, By Holding Company)

Footnotes (1)

1. Represents 18,868 restricted stock units ("RSUs") granted to the reporting person which are scheduled to vest on the earlier of (i) the date of the next annual meeting of stockholders following the date of grant; or (ii) June 1, 2027, subject to the continued service of the reporting person through such vesting date. The RSUs represent the annual equity retainer under the Issuer's non-employee director compensation policy. Reflects shares of Common Stock held by a holding company controlled by Mr. York.

Key Figures

RSU grant: 18,868 units RSU vesting date: June 1, 2027 Direct holdings after grant: 109,659 shares +2 more

5 metrics

RSU grant 18,868 units Restricted stock units granted as annual equity retainer

RSU vesting date June 1, 2027 Latest possible vesting date for the 18,868 RSUs

Direct holdings after grant 109,659 shares Common Stock directly owned by Jeffrey York after transaction

Indirect holdings 120,000 shares Common Stock held by a holding company controlled by Mr. York

Transaction price per share $0.0000 Price per share for the RSU grant (non-cash award)

Key Terms

restricted stock units ("RSUs"), annual equity retainer, non-employee director compensation policy, holding company

4 terms

restricted stock units ("RSUs") financial

"Represents 18,868 restricted stock units ("RSUs") granted to the reporting person"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

annual equity retainer financial

"The RSUs represent the annual equity retainer under the Issuer's non-employee director compensation policy"

non-employee director compensation policy financial

"annual equity retainer under the Issuer's non-employee director compensation policy"

holding company financial

"Reflects shares of Common Stock held by a holding company controlled by Mr. York"

A holding company is an organization that owns enough shares of other businesses to control them but usually does not run their day-to-day operations. Think of it as an umbrella or parent that lets investors gain exposure to several companies through one vehicle; its value depends on the performance, risks, dividends and debts of the companies it holds, so it matters for assessing diversification, control and consolidated financial health.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

York Jeffrey

(Last) (First) (Middle)

C/O GROCERY OUTLET HOLDING CORP.

5650 HOLLIS STREET

(Street)

EMERYVILLE CALIFORNIA 94608

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Grocery Outlet Holding Corp. [ GO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/01/2026		A		18,868(1)	A	$0	109,659	D
Common Stock								120,000	I	By Holding Company(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents 18,868 restricted stock units ("RSUs") granted to the reporting person which are scheduled to vest on the earlier of (i) the date of the next annual meeting of stockholders following the date of grant; or (ii) June 1, 2027, subject to the continued service of the reporting person through such vesting date. The RSUs represent the annual equity retainer under the Issuer's non-employee director compensation policy.

2. Reflects shares of Common Stock held by a holding company controlled by Mr. York.

Remarks:

	/s/ Luke D. Thompson, Luke D. Thompson, Attorney-in-Fact	06/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What equity award did Jeffrey York report for Grocery Outlet (GO)?

Jeffrey York reported receiving 18,868 restricted stock units of Grocery Outlet Common Stock. The award represents his annual equity retainer under the company’s non-employee director compensation policy and was reported as a grant or other acquisition, not an open-market purchase.

When do Jeffrey York’s 18,868 Grocery Outlet RSUs vest?

The 18,868 RSUs are scheduled to vest on the earlier of the next annual meeting of stockholders following the grant date or June 1, 2027. Vesting is conditioned on Jeffrey York’s continued service through the applicable vesting date.

How many Grocery Outlet shares does Jeffrey York hold after this Form 4?

After the reported transactions, Jeffrey York holds 109,659 shares of Grocery Outlet Common Stock directly. He also has 120,000 shares held indirectly through a holding company he controls, as disclosed in the Form 4 ownership details and related footnote.

Was Jeffrey York’s Grocery Outlet equity transaction an open-market buy or sell?

The filing shows a grant of 18,868 restricted stock units with a transaction code A, indicating a grant, award, or other acquisition. There were no open-market purchases or sales reported, and the transaction price per share is listed as 0.0000.

What is the nature of Jeffrey York’s indirect Grocery Outlet share ownership?

The Form 4 reports 120,000 Grocery Outlet Common Stock shares held indirectly by a holding company controlled by Jeffrey York. A footnote clarifies these shares are held by that holding company, specifying the indirect ownership structure associated with him.