Grocery Outlet Holding Corp.·4

Mar 16, 4:22 PM ET

Bortner Andrea Renee 4

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

Research Summary

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Grocery Outlet (GO) EVP Andrea Bortner Receives RSU & PSU Awards

What Happened

Andrea Renee Bortner, EVP and Chief Human Resources Officer of Grocery Outlet Holding Corp. (GO), received equity awards on March 12, 2026. She was granted two time‑based restricted stock unit (RSU) awards totaling 64,435 RSUs (42,956 + 21,479) that vest in three equal annual installments on March 1 of 2027, 2028 and 2029. She was also reported with 32,218 performance‑based RSUs (PSUs) that may pay out 0–200% depending on achievement of specified share‑price goals over a three‑year performance period ending with fiscal 2028. Additionally, the filing reports 64,433 shares directly held by the Bortner Family Trust. All entries are reported as awards (code A); no cash purchase or open‑market sale occurred.

Key Details

  • Transaction date: March 12, 2026; Form 4 filed March 16, 2026 (timely).
  • Prices/values: Time‑based RSUs reported at $0 acquisition price; PSUs reported as N/A (value depends on performance and certification).
  • Vesting: Time‑based RSUs vest in three equal installments (Mar 1, 2027/2028/2029). PSUs vest, if earned, after the three‑year performance period upon Compensation Committee certification and continued service.
  • Shares reported as directly held: 64,433 shares by the Bortner Family Trust.
  • Transaction type: Award/Grant (code A) — not an open‑market buy or sale.

Context

  • RSUs and PSUs are compensation awards that convert into shares only if vesting/performance conditions are met; they do not reflect an immediate market purchase or sale.
  • PSUs carry a performance multiplier (0–200%), so final share delivery and value depend on future outcomes and certification.
  • For retail investors, awards signal managerial compensation alignment with shareholders but are not a direct bullish/bearish trading signal since they are part of compensation, not open‑market buying.

Insider Transaction Report

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

    Common Stock

    [F1]
    2026-03-12+42,95661,364 total
  • Award

    Common Stock

    [F2]
    2026-03-12+21,47982,843 total
  • Award

    Performance Stock Unit

    [F4]
    2026-03-12+64,43364,433 total
    Common Stock (64,433 underlying)
  • Award

    Performance Stock Unit

    [F4]
    2026-03-12+32,21832,218 total
    Common Stock (32,218 underlying)
Holdings
  • Common Stock

    [F3]
    (indirect: By Trust)
    44,468
Footnotes (4)
  • [F1]Represents 42,956 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 21,479 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.
  • [F3]Reflects shares directly held by the Bortner Family Trust of which Ms. Bortner is a Trustee.
  • [F4]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_1773692527.xmlPrimary

    FORM 4