Tolivar Tricia K. 4

What Happened

• Tricia K. Tolivar, Chief Financial Officer of CAVA Group, sold 2,204 shares of CAVA common stock on 2026-01-21 at a reported weighted-average price of $67.41, generating proceeds of $148,572. The sale is reported as a disposition (S) and was conducted to satisfy tax withholding obligations tied to RSU vesting rather than as a discretionary sale.

Key Details

• Transaction date: 2026-01-21; Form 4 filed: 2026-01-23 (timely filing within the 2-business-day window).
• Shares sold: 2,204 at $67.41 (weighted average); total proceeds reported: $148,572.
• Broker sold a larger block of 52,702 shares on behalf of multiple employees; the reported $67.41 is the pro rata weighted average of sales priced between $67.05 and $67.78. The filer can provide a per-price breakdown on request (see footnote).
• Footnotes: F1 = sale was mandatory "sell to cover" for tax withholding on vested RSUs; F2 = weighted-average price explanation and price range; F3 = holdings reported include unvested RSUs.
• Shares owned after the transaction: not specified in this filing. The filer disclaims beneficial ownership of certain indirectly owned securities except to the extent of pecuniary interest.

Context

• This was a routine sell-to-cover tax-withholding transaction tied to RSU vesting (transaction code F in practice), not a discretionary sale signaling a change in the officer’s view of the company. Such mandatory sales are common when equity awards vest and employers require withholding to cover taxes.