Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 11, 2026
SWEETGREEN, INC.
(Exact name of Registrant as Specified in Its Charter)
Delaware
001-41069
27-1159215
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
3102 36th StreetLos Angeles, CA
90018
(Address of Principal Executive Offices)
(Zip Code)
(323) 990-7040
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, $0.001 par value per share
SG
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.07 Submission of Matters to a Vote of Security Holders
On June 11, 2026, Sweetgreen, Inc. (the “Company”) virtually held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders (1) elected each of the nine nominees for director, (2) ratified the selection by the Audit Committee of the Company’s Board of Directors of Deloitte & Touche LLP as the Company’s independent registered accounting firm for the fiscal year ending December 27, 2026, and (3) approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 23, 2026 (the “Proxy Statement”). A more complete description of each proposal is set forth in the Proxy Statement. The final results with respect to each proposal are set forth below.
Proposal 1. The stockholders elected each of the nine nominees named below to serve as directors until the 2027 annual meeting of stockholders or until their successors are duly elected and qualified. The results of such vote were:
FOR
WITHHOLD
BROKER NON-VOTES
Neil Blumenthal
170,564,787
4,545,200
28,844,159
Julie Bornstein
168,409,910
6,700,077
28,844,159
Cliff Burrows
172,822,169
2,287,818
28,844,159
Nicolas Jammet
172,884,692
2,225,295
28,844,159
Montgomery Moran
169,478,402
5,631,585
28,844,159
Jonathan Neman
172,645,022
2,464,965
28,844,159
Dawn Ostroff
166,290,831
8,819,156
28,844,159
Nathaniel Ru
172,935,640
2,174,347
28,844,159
Bradley Singer
172,811,880
2,298,107
28,844,159
Proposal 2. The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 27, 2026. The results of such vote were:
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
203,336,007
533,524
84,615
0
Proposal 3. The stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement. The results of such vote were:
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
171,927,900
3,048,452
133,635
28,844,159
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.