Grocery Outlet Holding Corp.·4

Mar 16, 4:15 PM ET

Kerr Frank Michael 4

4 · Grocery Outlet Holding Corp. · Filed Mar 16, 2026

Research Summary

AI-generated summary of this filing

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Grocery Outlet (GO) EVP Frank Kerr Receives RSU & PSU Award

What Happened
Frank Michael Kerr, EVP & Chief Store Operations Officer of Grocery Outlet Holding Corp. (GO), was granted equity awards on March 12, 2026: 43,805 restricted stock units (RSUs) and 65,707 performance-based restricted stock units (PSUs). The RSUs were awarded at $0 and convert to one share per RSU when vested. The PSUs are derivative, performance-contingent awards that may pay out 0–200% of the reported amount depending on achievement of specified share-price goals over a three-year performance period ending with fiscal 2028.

Key Details

  • Transaction date: March 12, 2026; Form 4 filed March 16, 2026 (see note on timeliness below). Transaction code: A (award/grant).
  • RSUs: 43,805 units; vest in three equal installments on March 1 of 2027, 2028 and 2029, subject to continued service.
  • PSUs: 65,707 units (performance-based); vesting/pay-out determined after the three-year performance period and Certification by the Compensation Committee; payout range 0–200% of target depending on performance and continued service.
  • Price/Value: RSUs reported at $0 (typical for grants); PSUs reported as derivative/no dollar value at grant.
  • Shares owned after transaction: Not specified in the filing.
  • Footnotes: F1 describes time-based RSU vesting schedule; F2 explains PSU performance metrics, three-year performance period, possible 0–200% payout, and certification requirement.
  • Timeliness: The award occurred 2026-03-12 and the Form 4 was filed 2026-03-16. Form 4s are generally required within two business days of the reportable transaction; this filing was later than that window and may be considered late.

Context
This filing documents compensation-related grants (time- and performance-based equity) rather than open-market buying or selling. Such awards are routine components of executive pay and do not, by themselves, indicate a traded position or immediate market sentiment. PSUs are contingent on future performance metrics and continued employment, so the ultimate number of shares delivered could be higher or lower than the reported amounts.

Insider Transaction Report

Form 4
Period: 2026-03-12
Transactions
  • Award

    Common Stock

    [F1]
    2026-03-12+43,80555,774 total
  • Award

    Performance Stock Unit

    [F2]
    2026-03-12+65,70765,707 total
    Common Stock (65,707 underlying)
Footnotes (2)
  • [F1]Represents 43,805 restricted stock units ("RSUs") granted on March 12, 2026 to the reporting person that will entitle the reporting person to receive one share of the Issuer's Common Stock per RSU. The RSUs will vest in three equal installments on March 1 of each of 2027, 2028 and 2029, subject to the reporting person's completion of each 12 month period of service through such vesting dates.
  • [F2]Represents a grant of performance-based RSUs ("PSUs"). Each PSU represents a right to receive one share of the Issuer's common stock upon vesting. The PSUs are earned based on the achievement of specified share price goals for specified time periods during a three-year performance period ending on the last day of the Issuer's fiscal year 2028. The Reporting Person could earn 0-200% of the amount reported depending on the level of performance achieved. The PSUs will vest upon the certification of achievement by the Compensation Committee of the Board of Directors of the Issuer following the end of the performance period, subject to the Reporting Person's continued employment or service with the Issuer as contemplated in the PSU Award Agreement.
Signature
/s/ Luke D. Thompson, Luke D. Thompson, Attorney-in-Fact|2026-03-13

Documents

1 file
  • 4
    wk-form4_1773692105.xmlPrimary

    FORM 4