Thompson Luke D 4

What Happened

• Luke D. Thompson, Executive Vice President, General Counsel and Secretary of Grocery Outlet Holding Corp. (GO), was granted equity awards on March 12, 2026. The filing shows two time‑based restricted stock unit (RSU) grants of 40,475 and 20,240 RSUs (acquired at $0.00) and two derivative/performance‑based awards of 60,712 and 30,359 units (reported as N/A for price). The four grants total 151,786 units. These are awards (code A), not open‑market purchases or sales.

Key Details

• Transaction date: March 12, 2026; Filing date: March 16, 2026 (filed within the typical two business‑day window).
• Time‑based RSUs: 40,475 and 20,240 units, recorded at $0.00 acquisition price. Vest in three equal installments on March 1 of 2027, 2028 and 2029, subject to continued service.
• Performance/derivative awards: 60,712 and 30,359 units reported as derivative/N/A for price. One of these (60,712) is a PSU that may pay out 0–200% of the amount reported depending on performance; vesting is contingent on achievement and committee certification following the performance period.
• Shares owned after transaction: Not disclosed in the filing.
• Notable footnotes: RSU vesting schedule (F1, F2) and PSU performance conditions and potential payout range (F3).
• Filing timeliness: No late‑filing flag; appears timely.

Context

• These are retention/compensation grants common for executives and do not represent purchases or sales that signal immediate market sentiment. The time‑based RSUs convert to one share per RSU as they vest; performance RSUs (PSUs) only convert to shares if performance goals are met and are subject to certification and continued employment.