Costanza Kelly 4

4 · CAVA GROUP, INC. · Filed May 22, 2026

AI-generated summary of this filing

Updated May 22, 2026

CAVA Chief People Officer Kelly Costanza Sells 10,010 Shares

What Happened

Kelly Costanza, Chief People Officer of CAVA Group, sold 10,010 shares of CAVA common stock on 2026-05-21. The weighted-average sale price was $79.87 per share, for total proceeds of approximately $799,499. The sale is reported as a disposition (code S).

Key Details

Transaction date: 2026-05-21; Form 4 filed: 2026-05-22 (timely).
Shares sold: 10,010; weighted-average price: $79.87; price range: $79.74–$80.24 (multiple trades).
Total proceeds: ~$799,499.
Reason: Footnote F1 states these were mandatory "sell to cover" transactions to satisfy tax withholding on vested restricted stock units (RSUs) — not discretionary sales by the reporting person.
Footnote F3 notes reported ownership figures (where shown) include unvested RSUs.
Shares owned after the transaction: not specified in the provided filing details.

Context

Sell-to-cover transactions are routine tax-withholding actions when RSUs vest and generally do not signal an insider decision to reduce their overall position. The filing appears timely (filed the day after the reported transaction).

Form 4

Period: 2026-05-21

Chief People Officer

Transactions

Sale
Common Stock
[F1][F2][F3]
2026-05-21$79.87/sh−10,010$799,499→ 113,850 total

Footnotes (3)

[F1]The sales reported on this Form 4 represent shares of Common Stock required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
[F2]The price reported in column 4 represents the weighted average price of 10,010 shares of Common Stock sold by the broker on behalf of the Reporting Person as a result of mandatory sell to cover transactions associated with the vesting of RSUs. These shares were sold in multiple transactions at prices ranging from $79.74 to $80.24, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.
[F3]Includes unvested RSUs.

Signature

/s/ Amit Patel, as Attorney-in-Fact|2026-05-22

1 file