[8-K] Grove Collaborative Holdings, Inc. Reports Material Event

Rhea-AI Filing Summary

The Form 144 filing for Unum Group (UNM) discloses a proposed sale of 15,000 common shares through Fidelity Brokerage Services on 30 June 2025 via the NYSE. At the recent market price used in the form, the transaction is valued at $1.206 million. The filing also reports that the same seller disposed of 10,000 shares on 27 June 2025 for $806,249.45. With 174,361,903 shares outstanding, the upcoming sale represents roughly 0.009 % of total shares, indicating limited dilution or ownership impact. The shares were originally acquired through restricted-stock vesting on 22 May 2025 and are characterized in the filing as compensation, not a cash purchase. No material adverse information is stated, and the signer certifies compliance with Rule 10b5-1 where applicable.

Insights

Equity Research Analyst

TL;DR – Modest planned sale (0.009 % of float) is routine and unlikely to move UNM shares materially.

The Form 144 simply notifies the market of an intended sale of 15,000 Unum Group shares worth about $1.2 million. Relative to the 174 million shares outstanding, the volume is negligible and does not affect supply-demand dynamics or control. Because the shares stem from a recent restricted-stock vesting, the transaction looks like standard diversification or tax-planning rather than a signal about fundamentals. No earnings metrics, guidance changes, or strategic commentary accompany the notice, so the disclosure is neutral from a valuation standpoint.

Corporate Governance Specialist

TL;DR – Filing fulfills Rule 144 transparency; no governance red flags detected.

Rule 144 requires affiliates or large holders to pre-announce certain trades. The filer has provided broker details, acquisition method (compensation), and historic sales over the prior three months, demonstrating procedural compliance. The absence of a relationship descriptor leaves the insider status unclear, but the small size relative to float limits governance concern. Investors should monitor Form 4 filings for definitive insider status, yet today’s notice alone carries low governance impact.

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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 19, 2025

GROVE COLLABORATIVE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-40263

88-2840659

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1301 Sansome Street San Francisco, California						94111
(Address of principal executive offices)						(Zip Code)

(800) 231-8527

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e- 4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A common stock, par value $0.0001

GROV

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.07 Submission of Matters to a Vote of Security Holders

At the 2025 annual meeting of stockholders of Grove Collaborative Holdings, Inc. (the “Company”) held on June 19, 2025 (the “Annual Meeting”), the following proposals were submitted to the stockholders of the Company:

Proposal 1: The election of two Class III directors to hold office until the 2028 annual meeting of stockholders and until their successors are duly elected and qualified.

Proposal 2: The ratification of the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2025.

For more information about the foregoing proposals, see the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2025. Of the 52,754,842 votes represented by shares of the Company’s common stock, Series A Preferred Stock and Series A’ Preferred Stock entitled to vote at the Annual Meeting, shares representing 35,835,802 votes, or approximately 68% of the total voting power, were represented at the meeting in person or by proxy, constituting a quorum. The voting totals set forth below include votes cast by holders of Series A’ Preferred Stock, which had 517.3840 votes per share, Series A Preferred Stock, which had 473.9336 votes per share, and Class A common stock, which had 1 vote per share. The number of votes cast for or against, as well as abstentions and broker non-votes, if applicable, in respect of each such matter is set forth below:

Proposal 1: Election of Directors.

The Company’s stockholders elected the following nominees to serve as Class III directors until the 2028 annual meeting of stockholders. The votes regarding the election of directors were as follows:

Director						Votes For						Votes Withheld						Broker Non-Votes
David Glazer						25,831,613						56,433						25,888,046
Naytri Shroff Sramek						22,389,165						3,498,881						25,888,046

Proposal 2: Ratification of Appointment of Moss Adams LLP.

The Company’s stockholders ratified the selection of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The votes regarding this proposal were as follows:

Votes For						Votes Against						Abstentions
35,719,141						26,468						90,193

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

GROVE COLLABORATIVE HOLDINGS, INC.

Date: June 23, 2025

By:

/s/ Scott Giesler

Name:

Scott Giesler

Title:

General Counsel and Secretary

FAQ

How many Unum Group (UNM) shares are proposed for sale?

15,000 common shares are scheduled to be sold according to the Form 144.

What is the approximate market value of the planned UNM share sale?

The filing values the sale at about $1.206 million.

When is the anticipated sale date for these UNM shares?

The shares are expected to be sold on 30 June 2025.

What percentage of Unum Group’s outstanding shares does the sale represent?

Roughly 0.009 % of the 174,361,903 shares outstanding.

Were any UNM shares sold recently by the same seller?

Yes, 10,000 shares were sold on 27 June 2025 for $806,249.45.

How were the shares being sold originally acquired?

They resulted from restricted-stock vesting on 22 May 2025 and are classified as compensation.