41 unchanged sentences
OTHER INFORMATION
+Added: There are no disclosures required by this Item 9B, including those relating to “Rule 10b5-1 trading arrangements” and “non-Rule 10b5-1 trading arrangements,” as those terms are defined in Item 408 of Regulation S-K.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
1 unchanged sentence
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
−Removed: Information required by this item regarding directors and director nominees, executive officers, the board of directors and its committees, and certain corporate governance matters is incorporated by reference to the information set forth under the captions “Proposal 1—Election of Directors” and “Executive Officers” in the definitive proxy statement for our 2025 annual meeting of stockholders, which will be filed no later than 120 days after December 29, 2024 (the “2025 Proxy Statement”).
+Added: Information required by this item regarding directors and director nominees, executive officers, the board of directors and its committees, and certain corporate governance matters is incorporated by reference to the information in the definitive proxy statement for our 2026 annual meeting of stockholders, which will be filed no later than 120 days after December 28, 2025 (the “2026 Proxy Statement”).
Our written code of business conduct and ethics (the “Code of Conduct”) applies to all of our employees, officers and directors, including our principal executive officer, principal financial officer and principal accounting officer or controller, or persons performing similar functions.
2 unchanged sentences
We believe these policies and procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations and applicable listing standards.
−Removed: A copy of our insider trading policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K.
+Added: A copy of our insider trading policy is incorporated by reference as Exhibit 19.1 to this Annual Report on Form 10-K.
EXECUTIVE COMPENSATION
−Removed: Information required by this item regarding executive compensation is incorporated by reference to the information set forth under the captions “Executive Compensation,” “Non-Employee Director Compensation” and “Board and Corporate Governance Highlights” in the 2025 Proxy Statement.
+Added: Information required by this item regarding executive compensation is incorporated by reference to the information in the 2026 Proxy Statement.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNER AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
−Removed: Information required by this item regarding security ownership of certain beneficial owners and management is incorporated by reference to the information set forth under the caption “Security Ownership of Certain Beneficial Owners and Management” in the 2025 Proxy Statement.
−Removed: Information required by this item regarding securities authorized for issuance under our equity compensation plans is incorporated by reference to the information set forth under the caption “Equity Compensation Plan Information” in the 2025 Proxy Statement.
+Added: Information required by this item regarding security ownership of certain beneficial owners and management is incorporated by reference to the information in the 2026 Proxy Statement.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
−Removed: Information required by this item regarding certain relationships and related transactions is incorporated by reference to the information set forth under the caption “Certain Relationships and Related Person Transactions” in the 2025 Proxy Statement.
−Removed: Information required by this item regarding director independence is incorporated by reference to the information set forth under the caption “Board and Corporate Governance Highlights” in the 2025 Proxy Statement.
+Added: Information required by this item regarding certain relationships and related transactions is incorporated by reference in the 2026 Proxy Statement.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
−Removed: Information required by this item regarding principal accounting fees and services is incorporated by reference to the information set forth under the caption “Proposal 2—Ratification of Selection of Independent Registered Public Accounting Firm” in the 2025 Proxy Statement.
+Added: Information required by this item regarding principal accounting fees and services is incorporated by reference in the 2026 Proxy Statement.
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
5 unchanged sentences
Exhibit Filing Date Filed Herewith
+Added: 2.1 Agreement and Plan of Merger and Asset Purchase, dated November 5, 2025, by and among the Registrant, Wonder Group, Inc., Spyce Food Co., and the other parties named therein
+Added: 001-41069 10.4 11/7/2025
3.1 Amended and Restated Certificate of Incorporation of the Registrant
26 unchanged sentences
Non-Employee Director Compensation Policy.
−Removed: S-1 333-260472 10.8 10/25/2021
10.9+ Form of Indemnification Agreement entered into by and between the Registrant and each director and executive officer.
8 unchanged sentences
10.14 2/29/2024
−Removed: Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Wouleta Ayele.
−Removed: 10.15 2/29/2024
−Removed: Executive Employment Agreement, effective October 1, 2021, by and between the Registrant and Adrienne Gemperle.
+Added: Executive Employment Agreement, effective May 5, 2025, by and between the Registrant and Jason Cochran .
10.2 5/8/2025
−Removed: Executive Employment Agreement, effective February 5, 2024, by and between the Registrant and Rossann Williams.
+Added: Executive Employment Agreement, effective September 21, 2025, by and between the Registrant and Jamie McConnell .
10.3 11/7/2025
5 unchanged sentences
S-1 333-260472 10.17 10/25/2021
−Removed: 19.1 I nsider Trading Policy
−Removed: 21.1 Subsidiaries of the Registrant.
+Added: 10.19+ Separation Agreement and Consultant Agreement, effective April 16, 2025, by and between the Registrant and Rossann Williams.
10.1 5/8/2025
+Added: Separation Agreement, effective October 9, 2025, by and between the Registrant and Mitch Reback.
+Added: 10.1 11/7/2025
+Added: Consultant Agreement, effective September 21, 2025, by and between the Registrant and Mitch Reback
+Added: 10.2 11/7/2025
+Added: Amended Employment Agreement , effective D e cember 17 , 2025 , by and between the Registrant and Nathaniel Ru.
+Added: 19.1 Insider Trading Policy .
+Added: 19.1 2/27/2025
+Added: 21.1 Subsidiaries of the Registrant.
23.1 Consent of Deloitte & Touche LLP, independent registered public accounting firm.
25 unchanged sentences
SWEETGREEN, INC.
−Removed: /s/ Mitch Reback
+Added: /s/ Jamie McConnell
+Added: Jamie McConnell
Chief Financial Officer
POWER OF ATTORNEY
−Removed: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Jonathan Neman and Mitch Reback, and each or any one of them, his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his or her substitutes or substitute, may lawfully do or cause to be done by virtue hereof.
+Added: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Jonathan Neman and Jamie McConnell, and each or any one of them, his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his or her substitutes or substitute, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1934, as amended, this Annual Report on Form 10-K has been signed by the following persons in the capacities and on the dates indicated.
8 unchanged sentences
Nicolas Jammet
−Removed: /s/ Nathaniel Ru
−Removed: Chief Brand Officer and Director
−Removed: February 26, 2025
−Removed: /s/ Mitch Reback
+Added: /s/ Jamie McConnell
Chief Financial Officer
February 26, 2026
+Added: Jamie McConnell
(Principal Financial Officer and Principal Accounting Officer)
8 unchanged sentences
Cliff Burrows
−Removed: /s/ Valerie Jarrett
+Added: /s/ Montgomery Moran
February 26, 2026
−Removed: Valerie Jarrett
−Removed: /s/ Youngme Moon
+Added: Montgomery Moran
+Added: /s/ Dawn Ostroff
February 26, 2026
+Added: /s/ Nathaniel Ru
+Added: February 26, 2026
/s/ Bradley Singer
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.