Sec Form 3 Filing - Tolivar Tricia K. @ CAVA GROUP, INC. - 2023-06-15

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Tolivar Tricia K.
2. Issuer Name and Ticker or Trading Symbol
CAVA GROUP, INC. [ CAVA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O CAVA GROUP, INC., 14 RIDGE SQUARE NW, SUITE 500
3. Date of Earliest Transaction (MM/DD/YY)
06/15/2023
(Street)
WASHINGTON, DC20016
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 301,971 ( 1 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (right to buy) $ 6.75 ( 2 ) 05/10/2032 Common Stock 43,689 D
Stock Options (right to buy) $ 9.58 ( 3 ) 04/03/2033 Common Stock 29,115 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Tolivar Tricia K.
C/O CAVA GROUP, INC.
14 RIDGE SQUARE NW, SUITE 500
WASHINGTON, DC20016
Chief Financial Officer
Signatures
/s/ Kenneth Robert Bertram, as Attorney-in-Fact 06/15/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 189,168 unvested restricted stock units ("RSUs") of which 160,602 will vest in two equal annual installments commencing November 16, 2023, 14,445 will vest in three equal annual installments commencing January 20, 2024 and 14,121 will vest in four equal annual installments commencing January 24, 2024. Each RSU represents a contingent right to receive one share of the Issuer's common stock, par value $0.0001 per share upon settlement.
( 2 )Options granted on May 10, 2022 which vest in four equal annual installments commencing on January 20, 2023.
( 3 )Options granted on April 3, 2023 which vest in four equal annual installments commencing on January 24, 2024.

Remarks:
Exhibit List - Exhibit 24 Power of Attorney

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