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GROV

Grove Collaborative Holdings, Inc.

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135
SEC CIK
0001841761
Parsed reports
297

Last 12 months

Inside the activity.

8 purchase rows · 0 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202500
Dec 202500
Jan 202600
Feb 202600
Mar 202600
Apr 202600
May 202600
Jun 202600
Jul 202600
Aug 202600
Sep 202680
Oct 202600

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
November 15, 2022 Filed Nov 17, 2022 20:47 UTC
Clark ChristopherDirector · Chief Technology Officer
Tax withholdingClass A Common Stock 106,552 $1.20 $127,862.40
Disclosure

SEC source: 0001140361-22-042147 · form4.xml · nonDerivative · entry 2

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 561,160

Read SEC document
November 15, 2022 Filed Nov 17, 2022 20:47 UTC
Clark ChristopherDirector · Chief Technology Officer
Exercise / conversionClass A Common Stock 339,875 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-042147 · form4.xml · nonDerivative · entry 1

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 667,712

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC
Perry JennieChief Marketing Officer
Exercise / conversionRestricted Stock Units · Derivative 141,941 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-042148 · form4.xml · derivative · entry 4

Perry Jennie · CIK 0001930562 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 425,804

Underlying: Class A Common Stock · 141,941 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

F3 · derivative.exercise_date: These RSUs vest approximately as follows: (i) with respect to 212,912 RSUs, 50% vested on October 27, 2022 and settled on November 15, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to 354,833 RSUs, 35,487 vested and settled on November 15, 2022, and the rest will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2025, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F3 · derivative.expiration_date: These RSUs vest approximately as follows: (i) with respect to 212,912 RSUs, 50% vested on October 27, 2022 and settled on November 15, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to 354,833 RSUs, 35,487 vested and settled on November 15, 2022, and the rest will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2025, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC
Perry JennieChief Marketing Officer
Exercise / conversionRestricted Stock Units · Derivative 176,407 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-042148 · form4.xml · derivative · entry 3

Perry Jennie · CIK 0001930562 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 58,801

Underlying: Class A Common Stock · 176,407 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

F2 · derivative.exercise_date: These 235,208 RSUs vest approximately in four quarterly installments starting on May 15, 2022, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or she resigns for good reason. 176,407 of these RSUs settled on November 15, 2022. The RSUs have no expiration date.

F2 · derivative.expiration_date: These 235,208 RSUs vest approximately in four quarterly installments starting on May 15, 2022, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or she resigns for good reason. 176,407 of these RSUs settled on November 15, 2022. The RSUs have no expiration date.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC
Perry JennieChief Marketing Officer
Tax withholdingClass A Common Stock 77,520 $1.20 $93,024.00
Disclosure

SEC source: 0001140361-22-042148 · form4.xml · nonDerivative · entry 2

Perry Jennie · CIK 0001930562 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 240,828

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC
Perry JennieChief Marketing Officer
Exercise / conversionClass A Common Stock 318,348 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-042148 · form4.xml · nonDerivative · entry 1

Perry Jennie · CIK 0001930562 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 318,348

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC Exercise / conversionRestricted Stock Units · Derivative 10,054 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-042146 · form4.xml · derivative · entry 3

Glazer David A. · CIK 0001823940 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 70,359

Underlying: Class A Common Stock · 10,054 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

F3 · derivative.exercise_date: These RSUs vest approximately as follows: (i) with respect to 20,108 RSUs, 50% vested on October 27, 2022 and settled on November 15, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to 60,305 RSUs, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on November 15, 2025, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F3 · derivative.expiration_date: These RSUs vest approximately as follows: (i) with respect to 20,108 RSUs, 50% vested on October 27, 2022 and settled on November 15, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to 60,305 RSUs, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on November 15, 2025, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC Exercise / conversionRestricted Stock Units · Derivative 39,212 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-042146 · form4.xml · derivative · entry 2

Glazer David A. · CIK 0001823940 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 117,593

Underlying: Class A Common Stock · 39,212 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

F2 · derivative.exercise_date: These RSUs vest approximately as follows: with respect to 156,805 RSUs, 25% vested and settled on November 15, 2022, and the remaining 75% vest in quarterly installments for the next 36 months. The RSUs have no expiration date.

F2 · derivative.expiration_date: These RSUs vest approximately as follows: with respect to 156,805 RSUs, 25% vested and settled on November 15, 2022, and the remaining 75% vest in quarterly installments for the next 36 months. The RSUs have no expiration date.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC Exercise / conversionClass A Common Stock 49,266 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-042146 · form4.xml · nonDerivative · entry 1

Glazer David A. · CIK 0001823940 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 52,266

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC Exercise / conversionRestricted Stock Units · Derivative 15,459 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-042145 · form4.xml · derivative · entry 4

REPLOGLE JOHN B · CIK 0001503546 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 185,580

Underlying: Class A Common Stock · 15,459 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

F3 · derivative.exercise_date: These RSUs vest approximately as follows: with respect to 201,039 RSUs, 15,459 vested and settled on November 15, 2022, and the rest will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on November 15, 2025, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F3 · derivative.expiration_date: These RSUs vest approximately as follows: with respect to 201,039 RSUs, 15,459 vested and settled on November 15, 2022, and the rest will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on November 15, 2025, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC Exercise / conversionRestricted Stock Units · Derivative 117,612 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-042145 · form4.xml · derivative · entry 3

REPLOGLE JOHN B · CIK 0001503546 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 274,413

Underlying: Class A Common Stock · 117,612 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

F2 · derivative.exercise_date: These RSUs vest approximately as follows: with respect to 392,025 RSUs, 30% vested and settled on November 15, 2022, and then 7.5% vest for each subsequent quarter of continuous service for the following year and then 5% vest for each subsequent quarter of continuous service for the following two years. The RSUs have no expiration date.

F2 · derivative.expiration_date: These RSUs vest approximately as follows: with respect to 392,025 RSUs, 30% vested and settled on November 15, 2022, and then 7.5% vest for each subsequent quarter of continuous service for the following year and then 5% vest for each subsequent quarter of continuous service for the following two years. The RSUs have no expiration date.

Read SEC document
November 15, 2022 Filed Nov 18, 2022 01:47 UTC Exercise / conversionClass A Common Stock 133,071 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-042145 · form4.xml · nonDerivative · entry 1

REPLOGLE JOHN B · CIK 0001503546 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 359,274

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

Read SEC document
November 14, 2022 Filed Nov 17, 2022 01:32 UTC
Landesberg StuartDirector · President & CEO · 10% owner
SaleClass A Common Stock 3,450 $1.26 $4,330.10
Disclosure

SEC source: 0001140361-22-041964 · form4.xml · nonDerivative · entry 4

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 620,194

F3 · kind: The transactions reported in the Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.

F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.25 to $1.27, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) and (5) to this Form 4.

F2 · ownership.nature: These securities are directly held by The Landesberg Living Trust, for which the Reporting Person and his spouse serve as co-trustees.

Read SEC document
November 14, 2022 Filed Nov 17, 2022 01:32 UTC
Landesberg StuartDirector · President & CEO · 10% owner
SaleClass A Common Stock 3,450 $1.26 $4,330.10
Disclosure

SEC source: 0001140361-22-041964 · form4.xml · nonDerivative · entry 3

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 270,208

F3 · kind: The transactions reported in the Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.

F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.25 to $1.27, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) and (5) to this Form 4.

Read SEC document
November 14, 2022 Filed Nov 16, 2022 20:32 UTC
Clark ChristopherDirector · Chief Technology Officer
Exercise / conversionClass B Common Stock · Derivative 327,737 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-041965 · form4.xml · derivative · entry 2

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 156,741

Underlying: Class A Common Stock · 327,737 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · derivative.exercise_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · derivative.expiration_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F2 · balance_after: This amount consists entirely of 156,741 Earnout Shares.

Read SEC document
November 14, 2022 Filed Nov 16, 2022 20:32 UTC
Clark ChristopherDirector · Chief Technology Officer
Exercise / conversionClass A Common Stock 327,737 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-041965 · form4.xml · nonDerivative · entry 1

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 327,837

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

Read SEC document
November 14, 2022 Filed Nov 17, 2022 01:32 UTC ConversionRestricted Stock Units · Derivative 156,805 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-041966 · form4.xml · derivative · entry 2

Glazer David A. · CIK 0001823940 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 156,805

Underlying: Class A Common Stock · 156,805 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

F3 · kind: The Reporting Person elected to convert these RSUs from Class B Common Stock to Class A Common Stock.

F2 · derivative.exercise_date: These RSUs vest 25% on November 15, 2022, and then in quarterly installments for the next 36 months. The RSUs have no expiration date.

F2 · derivative.expiration_date: These RSUs vest 25% on November 15, 2022, and then in quarterly installments for the next 36 months. The RSUs have no expiration date.

Read SEC document
November 14, 2022 Filed Nov 17, 2022 01:32 UTC ConversionRestricted Stock Units · Derivative 156,805 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-041966 · form4.xml · derivative · entry 1

Glazer David A. · CIK 0001823940 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 156,805 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

F3 · kind: The Reporting Person elected to convert these RSUs from Class B Common Stock to Class A Common Stock.

F2 · derivative.exercise_date: These RSUs vest 25% on November 15, 2022, and then in quarterly installments for the next 36 months. The RSUs have no expiration date.

F2 · derivative.expiration_date: These RSUs vest 25% on November 15, 2022, and then in quarterly installments for the next 36 months. The RSUs have no expiration date.

Read SEC document
November 11, 2022 Filed Nov 15, 2022 22:03 UTC ConversionClass B Common Stock · Derivative 9,138,768 $0.00 $0.00
Disclosure

SEC source: 0000899243-22-035896 · doc4.xml · derivative · entry 3

Sculptor Capital Management, Inc. · CIK 0001403256 · 10% owner

Sculptor Master Fund, Ltd. · CIK 0001054589 · 10% owner

SCM GC Investments Ltd · CIK 0001936260 · 10% owner

Sculptor Capital LP · CIK 0001054587 · 10% owner

Sculptor Capital Holding Corp · CIK 0001936266 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCM GC Investments Limited

Disclosed balance after: 817,768

Underlying: Class A Common Stock · 9,138,768 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.

F1 · derivative.exercise_date: Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.

F1 · derivative.expiration_date: Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.

F2 · ownership.nature: SCM GC Investments Limited is wholly-owned by Sculptor Master Fund Ltd. Sculptor Capital LP is the investment adviser to Sculptor Master Fund, Ltd. Sculptor Capital Holding Corporation serves as the sole general partner of Sculptor Capital LP. Sculptor Capital Management, Inc. is a holding company that is the sole shareholder of Sculptor Capital Holding Corporation. As a result, the Sculptor Master Fund Ltd may be deemed to share beneficial ownership of the securities held of record by SCM GC Investments Limited. Sculptor Master Fund Ltd disclaims beneficial ownership of the shares held by SCM GC Investments Limited except to the extent of its pecuniary interest therein and the inclusion of such shares in this report shall not be an admission of beneficial ownership for purposes of Section 16 or any other purpose.

Read SEC document
November 11, 2022 Filed Nov 15, 2022 22:03 UTC SaleClass A Common Stock 72,000 $1.22 $87,840.00
Disclosure

SEC source: 0000899243-22-035896 · doc4.xml · nonDerivative · entry 2

Sculptor Capital Management, Inc. · CIK 0001403256 · 10% owner

Sculptor Master Fund, Ltd. · CIK 0001054589 · 10% owner

SCM GC Investments Ltd · CIK 0001936260 · 10% owner

Sculptor Capital LP · CIK 0001054587 · 10% owner

Sculptor Capital Holding Corp · CIK 0001936266 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCM GC Investments Limited

Disclosed balance after: 9,066,768

F3 · price: The price reported is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions ranging from $1.12 to $1.29, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.

F2 · ownership.nature: SCM GC Investments Limited is wholly-owned by Sculptor Master Fund Ltd. Sculptor Capital LP is the investment adviser to Sculptor Master Fund, Ltd. Sculptor Capital Holding Corporation serves as the sole general partner of Sculptor Capital LP. Sculptor Capital Management, Inc. is a holding company that is the sole shareholder of Sculptor Capital Holding Corporation. As a result, the Sculptor Master Fund Ltd may be deemed to share beneficial ownership of the securities held of record by SCM GC Investments Limited. Sculptor Master Fund Ltd disclaims beneficial ownership of the shares held by SCM GC Investments Limited except to the extent of its pecuniary interest therein and the inclusion of such shares in this report shall not be an admission of beneficial ownership for purposes of Section 16 or any other purpose.

Read SEC document
November 11, 2022 Filed Nov 15, 2022 22:03 UTC ConversionClass A Common Stock 9,138,768 $0.00 $0.00
Disclosure

SEC source: 0000899243-22-035896 · doc4.xml · nonDerivative · entry 1

Sculptor Capital Management, Inc. · CIK 0001403256 · 10% owner

Sculptor Master Fund, Ltd. · CIK 0001054589 · 10% owner

SCM GC Investments Ltd · CIK 0001936260 · 10% owner

Sculptor Capital LP · CIK 0001054587 · 10% owner

Sculptor Capital Holding Corp · CIK 0001936266 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCM GC Investments Limited

Disclosed balance after: 9,138,768

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.

F2 · ownership.nature: SCM GC Investments Limited is wholly-owned by Sculptor Master Fund Ltd. Sculptor Capital LP is the investment adviser to Sculptor Master Fund, Ltd. Sculptor Capital Holding Corporation serves as the sole general partner of Sculptor Capital LP. Sculptor Capital Management, Inc. is a holding company that is the sole shareholder of Sculptor Capital Holding Corporation. As a result, the Sculptor Master Fund Ltd may be deemed to share beneficial ownership of the securities held of record by SCM GC Investments Limited. Sculptor Master Fund Ltd disclaims beneficial ownership of the shares held by SCM GC Investments Limited except to the extent of its pecuniary interest therein and the inclusion of such shares in this report shall not be an admission of beneficial ownership for purposes of Section 16 or any other purpose.

Read SEC document
November 09, 2022 Filed Nov 17, 2022 01:32 UTC
Landesberg StuartDirector · President & CEO · 10% owner
Exercise / conversionClass B Common Stock · Derivative 623,544 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-041964 · form4.xml · derivative · entry 8

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 58,778

Underlying: Class A Common Stock · 623,544 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · derivative.exercise_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · derivative.expiration_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F7 · balance_after: This amount consists entirely of 58,778 Earnout Shares.

F2 · ownership.nature: These securities are directly held by The Landesberg Living Trust, for which the Reporting Person and his spouse serve as co-trustees.

Read SEC document
November 09, 2022 Filed Nov 17, 2022 01:32 UTC
Landesberg StuartDirector · President & CEO · 10% owner
Exercise / conversionClass B Common Stock · Derivative 271,058 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-041964 · form4.xml · derivative · entry 7

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 786,582

Underlying: Class A Common Stock · 271,058 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · derivative.exercise_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · derivative.expiration_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F6 · balance_after: This amount consists entirely of 786,582 Earnout Shares.

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November 09, 2022 Filed Nov 17, 2022 01:32 UTC
Landesberg StuartDirector · President & CEO · 10% owner
Exercise / conversionClass A Common Stock 623,544 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-041964 · form4.xml · nonDerivative · entry 2

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 623,644

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F2 · ownership.nature: These securities are directly held by The Landesberg Living Trust, for which the Reporting Person and his spouse serve as co-trustees.

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November 09, 2022 Filed Nov 17, 2022 01:32 UTC
Landesberg StuartDirector · President & CEO · 10% owner
Exercise / conversionClass A Common Stock 271,058 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-041964 · form4.xml · nonDerivative · entry 1

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 273,658

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

Read SEC document
October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Landesberg StuartDirector · President & CEO · 10% owner
Disposition to issuerClass B Common Stock · Derivative 803,053 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-039216 · form4.xml · derivative · entry 5

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,057,640

Underlying: Class A Common Stock · 803,053 shares

Expires not disclosed

F10 · derivative.exercise_price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F9 · kind: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 803,053 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 11 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 12 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F11 · kind: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F12 · kind: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F9 · price: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 803,053 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 11 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 12 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F11 · price: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F12 · price: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F10 · derivative.exercise_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F10 · derivative.expiration_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F13 · balance_after: This amount includes 786,582 Earnout Shares, which are subject to the Milestones described in footnote 12 above.

F16 · balance_after: This amount reflects an additional 523,786 Earnout Shares that the Reporting Person received in connection with the redistribution of forfeited Earnout Shares, pursuant to the terms of the Merger Agreement, to other holders of Earnout Shares on a pro rata basis based upon the allocation of Earnout Shares as of the closing of the Business Combination. Such pro rata redistribution of Earnout Shares is exempt from Section 16 pursuant to Rule 16a-9 under the Securities Exchange Act of 1934.

Read SEC document
October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Landesberg StuartDirector · President & CEO · 10% owner
GrantRestricted Stock Units · Derivative 2,536,180 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-039216 · form4.xml · derivative · entry 4

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,536,180

Underlying: Class A Common Stock · 2,536,180 shares

Expires not disclosed

F4 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of Class A Common Stock.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F8 · derivative.exercise_date: In accordance with the terms of the Tender Offer, (i) with respect to the 1,109,586 new RSUs exchanged for 1,608,899 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 1,426,594 new RSUs exchanged for 2,068,561 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2025 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F8 · derivative.expiration_date: In accordance with the terms of the Tender Offer, (i) with respect to the 1,109,586 new RSUs exchanged for 1,608,899 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 1,426,594 new RSUs exchanged for 2,068,561 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2025 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

Read SEC document
October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Landesberg StuartDirector · President & CEO · 10% owner
Disposition to issuerStock Option (Right to Buy) · Derivative 3,677,460 Not disclosed Strike: $3.77 Not disclosed
Disclosure

SEC source: 0001140361-22-039216 · form4.xml · derivative · entry 3

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 3,677,460 shares

Expires 2031-02-14

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F7 · derivative.exercise_date: This option was scheduled to vest quarterly for 48 months starting with the first quarter following January 1, 2021, subject to the Reporting Person's continuous service through each applicable vesting date, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason.

Read SEC document
October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Landesberg StuartDirector · President & CEO · 10% owner
GrantRestricted Stock Units · Derivative 3,565,495 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-039216 · form4.xml · derivative · entry 2

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,565,495

Underlying: Class A Common Stock · 3,565,495 shares

Expires not disclosed

F4 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of Class A Common Stock.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $1.92, received 1 RSU per each 1.20 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $1.92, received 1 RSU per each 1.20 options in the Exchange.

F5 · derivative.exercise_date: In accordance with the terms of the Tender Offer, (i) with respect to the 3,342,651 new RSUs exchanged for 4,011,181 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 222,844 new RSUs exchanged for 267,412 options that were unvested as of October 21, 2022, these will vest on November 15, 2022 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F5 · derivative.expiration_date: In accordance with the terms of the Tender Offer, (i) with respect to the 3,342,651 new RSUs exchanged for 4,011,181 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 222,844 new RSUs exchanged for 267,412 options that were unvested as of October 21, 2022, these will vest on November 15, 2022 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

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October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Landesberg StuartDirector · President & CEO · 10% owner
Disposition to issuerStock Option (Right to Buy) · Derivative 4,278,593 Not disclosed Strike: $1.92 Not disclosed
Disclosure

SEC source: 0001140361-22-039216 · form4.xml · derivative · entry 1

Landesberg Stuart · CIK 0001930721 · Director · President & CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 4,278,593 shares

Expires 2029-05-30

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $1.92, received 1 RSU per each 1.20 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $1.92, received 1 RSU per each 1.20 options in the Exchange.

F3 · derivative.exercise_date: This option was scheduled to vest 25% on December 21, 2019, and then quarterly for the next 36 months, subject to the Reporting Person's continuous service through each applicable vesting date, with accelerated vesting if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason, including but not limited to following a change in control. The unvested portions of these options may be early exercised for restricted stock, subject to the Issuer's right of repurchase.

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October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
Disposition to issuerClass B Common Stock · Derivative 76,306 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 13

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 484,478

Underlying: Class A Common Stock · 76,306 shares

Expires not disclosed

F15 · derivative.exercise_price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F14 · kind: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 76,306 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 16 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 17 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F16 · kind: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F17 · kind: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F14 · price: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 76,306 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 16 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 17 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F16 · price: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F17 · price: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F15 · derivative.exercise_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F15 · derivative.expiration_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F18 · balance_after: This amount includes 156,741 Earnout Shares, which are subject to the Milestones described in footnote 17 above.

F19 · balance_after: This amount reflects an additional 43,041 Earnout Shares that the Reporting Person received in connection with the redistribution of forfeited Earnout Shares, pursuant to the terms of the Merger Agreement, to other holders of Earnout Shares on a pro rata basis based upon the allocation of Earnout Shares as of the closing of the Business Combination. Such pro rata redistribution of Earnout Shares is exempt from Section 16 pursuant to Rule 16a-9 under the Securities Exchange Act of 1934.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
ConversionRestricted Stock Units · Derivative 175,347 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 12

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 175,347

Underlying: Class A Common Stock · 175,347 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of Class A Common Stock.

F9 · kind: In connection with the Exchange, the Reporting Person elected to convert these securities from Class B Common Stock to Class A Common Stock.

F13 · derivative.exercise_date: These RSUs vest in four quarterly installments starting on May 15, 2022, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason. The RSUs have no expiration date.

F13 · derivative.expiration_date: These RSUs vest in four quarterly installments starting on May 15, 2022, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason. The RSUs have no expiration date.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
ConversionRestricted Stock Units · Derivative 175,347 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 11

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 175,347 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F12 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of Class B Common Stock.

F9 · kind: In connection with the Exchange, the Reporting Person elected to convert these securities from Class B Common Stock to Class A Common Stock.

F13 · derivative.exercise_date: These RSUs vest in four quarterly installments starting on May 15, 2022, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason. The RSUs have no expiration date.

F13 · derivative.expiration_date: These RSUs vest in four quarterly installments starting on May 15, 2022, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason. The RSUs have no expiration date.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
ConversionStock Option (Right to Buy) · Derivative 399,854 $0.00 Strike: $0.76 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 10

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 399,854

Underlying: Class A Common Stock · 399,854 shares

Expires 2028-11-08

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F9 · kind: In connection with the Exchange, the Reporting Person elected to convert these securities from Class B Common Stock to Class A Common Stock.

F11 · derivative.exercise_date: This option vested 25% on November 9, 2019, and then vests quarterly for the next 36 months, subject to the Reporting Person's continuous service through each applicable vesting date, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason. The unvested portions of these options may be early exercised for restricted stock, subject to the Issuer's right of repurchase.

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October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
ConversionStock Option (Right to Buy) · Derivative 399,854 $0.00 Strike: $0.76 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 9

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 399,854 shares

Expires 2028-11-08

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F9 · kind: In connection with the Exchange, the Reporting Person elected to convert these securities from Class B Common Stock to Class A Common Stock.

F11 · derivative.exercise_date: This option vested 25% on November 9, 2019, and then vests quarterly for the next 36 months, subject to the Reporting Person's continuous service through each applicable vesting date, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason. The unvested portions of these options may be early exercised for restricted stock, subject to the Issuer's right of repurchase.

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October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
ConversionStock Option (Right to Buy) · Derivative 238,534 $0.00 Strike: $0.38 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 8

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 238,534

Underlying: Class A Common Stock · 238,534 shares

Expires 2027-10-03

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F9 · kind: In connection with the Exchange, the Reporting Person elected to convert these securities from Class B Common Stock to Class A Common Stock.

F10 · derivative.exercise_date: This option is fully vested and is currently exercisable at any time.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
ConversionStock Option (Right to Buy) · Derivative 238,534 $0.00 Strike: $0.38 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 7

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 238,534 shares

Expires 2027-10-03

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F9 · kind: In connection with the Exchange, the Reporting Person elected to convert these securities from Class B Common Stock to Class A Common Stock.

F10 · derivative.exercise_date: This option is fully vested and is currently exercisable at any time.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
ConversionStock Option (Right to Buy) · Derivative 128,312 $0.00 Strike: $0.22 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 6

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 128,312

Underlying: Class A Common Stock · 128,312 shares

Expires 2026-07-17

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F9 · kind: In connection with the Exchange, the Reporting Person elected to convert these securities from Class B Common Stock to Class A Common Stock.

F10 · derivative.exercise_date: This option is fully vested and is currently exercisable at any time.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
ConversionStock Option (Right to Buy) · Derivative 128,312 $0.00 Strike: $0.22 $0.00
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 5

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 128,312 shares

Expires 2026-07-17

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F9 · kind: In connection with the Exchange, the Reporting Person elected to convert these securities from Class B Common Stock to Class A Common Stock.

F10 · derivative.exercise_date: This option is fully vested and is currently exercisable at any time.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
GrantRestricted Stock Units · Derivative 182,489 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 4

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 182,489

Underlying: Class A Common Stock · 182,489 shares

Expires not disclosed

F4 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of Class A Common Stock.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F8 · derivative.exercise_date: In accordance with the terms of the Tender Offer, (i) with respect to the 79,842 new RSUs exchanged for 115,770 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 102,647 new RSUs exchanged for 148,838 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2025 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F8 · derivative.expiration_date: In accordance with the terms of the Tender Offer, (i) with respect to the 79,842 new RSUs exchanged for 115,770 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 102,647 new RSUs exchanged for 148,838 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2025 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
Disposition to issuerStock Option (Right to Buy) · Derivative 264,608 Not disclosed Strike: $3.77 Not disclosed
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 3

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 264,608 shares

Expires 2031-02-14

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F7 · derivative.exercise_date: This option was scheduled to vest quarterly for 48 months starting with the first quarter following January 1, 2021, subject to the Reporting Person's continuous service through each applicable vesting date, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
GrantRestricted Stock Units · Derivative 490,017 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 2

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 490,017

Underlying: Class A Common Stock · 490,017 shares

Expires not disclosed

F4 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of Class A Common Stock.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $1.92, received 1 RSU per each 1.20 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $1.92, received 1 RSU per each 1.20 options in the Exchange.

F5 · derivative.exercise_date: In accordance with the terms of the Tender Offer, (i) with respect to the 336,888 new RSUs exchanged for 404,265 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 153,129 new RSUs exchanged for 183,755 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2024 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F5 · derivative.expiration_date: In accordance with the terms of the Tender Offer, (i) with respect to the 336,888 new RSUs exchanged for 404,265 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 153,129 new RSUs exchanged for 183,755 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2024 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

Read SEC document
October 27, 2022 Filed Oct 31, 2022 20:30 UTC
Clark ChristopherDirector · Chief Technology Officer
Disposition to issuerStock Option (Right to Buy) · Derivative 588,020 Not disclosed Strike: $1.92 Not disclosed
Disclosure

SEC source: 0001140361-22-039219 · form4.xml · derivative · entry 1

Clark Christopher · CIK 0001930730 · Director · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 588,020 shares

Expires 2030-01-14

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $1.92, received 1 RSU per each 1.20 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $1.92, received 1 RSU per each 1.20 options in the Exchange.

F3 · derivative.exercise_date: This option was scheduled to vest 25% on January 1, 2021, and then quarterly for the next 36 months, subject to the Reporting Person's continuous service through each applicable vesting date, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or he resigns for good reason. The unvested portions of these options may be early exercised for restricted stock, subject to the Issuer's right of repurchase.

Read SEC document
October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Perry JennieChief Marketing Officer
Disposition to issuerClass B Common Stock · Derivative 73,674 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-039221 · form4.xml · derivative · entry 3

Perry Jennie · CIK 0001930562 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 45,191

Underlying: Class A Common Stock · 73,674 shares

Expires not disclosed

F7 · derivative.exercise_price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · kind: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 73,674 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 8 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 9 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F8 · kind: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F9 · kind: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · price: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 73,674 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 8 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 9 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F8 · price: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F9 · price: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F7 · derivative.exercise_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F7 · derivative.expiration_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F10 · balance_after: This amount consists entirely of 45,191 Earnout Shares, which are subject to the Milestones described in footnote 9 above.

F11 · balance_after: This amount reflects an additional 24,141 Earnout Shares that the Reporting Person received in connection with the redistribution of forfeited Earnout Shares, pursuant to the terms of the Merger Agreement, to other holders of Earnout Shares on a pro rata basis based upon the allocation of Earnout Shares as of the closing of the Business Combination. Such pro rata redistribution of Earnout Shares is exempt from Section 16 pursuant to Rule 16a-9 under the Securities Exchange Act of 1934.

Read SEC document
October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Perry JennieChief Marketing Officer
GrantRestricted Stock Units · Derivative 567,745 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-039221 · form4.xml · derivative · entry 2

Perry Jennie · CIK 0001930562 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 567,745

Underlying: Class A Common Stock · 567,745 shares

Expires not disclosed

F4 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of Class A Common Stock.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F5 · derivative.exercise_date: In accordance with the terms of the Tender Offer, (i) with respect to the 212,912 new RSUs exchanged for 308,722 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 354,833 new RSUs exchanged for 514,507 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2025 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F5 · derivative.expiration_date: In accordance with the terms of the Tender Offer, (i) with respect to the 212,912 new RSUs exchanged for 308,722 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 354,833 new RSUs exchanged for 514,507 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on February 15, 2025 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

Read SEC document
October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Perry JennieChief Marketing Officer
Disposition to issuerStock Option (Right to Buy) · Derivative 823,229 Not disclosed Strike: $3.77 Not disclosed
Disclosure

SEC source: 0001140361-22-039221 · form4.xml · derivative · entry 1

Perry Jennie · CIK 0001930562 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 823,229 shares

Expires 2031-02-14

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $3.77, received 1 RSU per each 1.45 options in the Exchange.

F3 · derivative.exercise_date: This option was scheduled to vest 25% on February 8, 2022, and then vest quarterly for the next 36 months, subject to the Reporting Person's continuous service through each applicable vesting date, with accelerated vesting following a change in control if the Reporting Person's services are terminated by the Issuer without cause or she resigns for good reason.

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October 27, 2022 Filed Nov 1, 2022 00:30 UTC Disposition to issuerClass B Common Stock · Derivative 14,033 $0.00 $0.00
Disclosure

SEC source: 0001140361-22-039220 · form4.xml · derivative · entry 3

Glazer David A. · CIK 0001823940 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,409

Underlying: Class A Common Stock · 14,033 shares

Expires not disclosed

F7 · derivative.exercise_price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · kind: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 14,033 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 8 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 9 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F8 · kind: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F9 · kind: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F6 · price: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 14,033 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 8 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 9 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F8 · price: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F9 · price: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F7 · derivative.exercise_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F7 · derivative.expiration_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F10 · balance_after: This amount includes 15,264 Earnout Shares, which are subject to the Milestones described in footnote 9 above.

F11 · balance_after: This amount reflects an additional 770 Earnout Shares that the Reporting Person received in connection with the redistribution of forfeited Earnout Shares, pursuant to the terms of the Merger Agreement, to other holders of Earnout Shares on a pro rata basis based upon the allocation of Earnout Shares as of the closing of the Business Combination. Such pro rata redistribution of Earnout Shares is exempt from Section 16 pursuant to Rule 16a-9 under the Securities Exchange Act of 1934.

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October 27, 2022 Filed Nov 1, 2022 00:30 UTC GrantRestricted Stock Units · Derivative 80,413 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-039220 · form4.xml · derivative · entry 2

Glazer David A. · CIK 0001823940 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 80,413

Underlying: Class A Common Stock · 80,413 shares

Expires not disclosed

F4 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of Class A Common Stock.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $7.43, received 1 RSU per each 1.95 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $7.43, received 1 RSU per each 1.95 options in the Exchange.

F5 · derivative.exercise_date: In accordance with the terms of the Tender Offer, (i) with respect to the 20,108 new RSUs exchanged for 39,209 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 60,305 new RSUs exchanged for 117,596 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on November 15, 2025 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

F5 · derivative.expiration_date: In accordance with the terms of the Tender Offer, (i) with respect to the 20,108 new RSUs exchanged for 39,209 options that were vested as of October 21, 2022, 50% vested immediately on October 27, 2022, and the remaining 50% will vest in two equal installments on each of February 15, 2023 and May 15, 2023, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date, and (ii) with respect to the remaining 60,305 new RSUs exchanged for 117,596 options that were unvested as of October 21, 2022, these will vest in equal installments on each February 15, May 15, August 15 and November 15 until becoming fully vested on November 15, 2025 (the calendar quarter in which the option that was exchanged would have fully vested), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. The RSUs have no expiration date.

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October 27, 2022 Filed Nov 1, 2022 00:30 UTC Disposition to issuerStock Option (Right to Buy) · Derivative 156,805 Not disclosed Strike: $7.43 Not disclosed
Disclosure

SEC source: 0001140361-22-039220 · form4.xml · derivative · entry 1

Glazer David A. · CIK 0001823940 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class B Common Stock · 156,805 shares

Expires 2031-11-08

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · kind: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $7.43, received 1 RSU per each 1.95 options in the Exchange.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F2 · price: The Reporting Person elected to exchange this option and, in accordance with the terms of the Tender Offer and based on its exercise price of $7.43, received 1 RSU per each 1.95 options in the Exchange.

F3 · derivative.exercise_date: This option was scheduled to vest 25% on October 21, 2022, and then quarterly for the next 36 months, subject to the Reporting Person's continuous service through each applicable vesting date.

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October 27, 2022 Filed Nov 1, 2022 00:30 UTC
Silverman JonathanSenior VP, Physical Goods
Disposition to issuerClass B Common Stock · Derivative 17,366 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-22-039218 · form4.xml · derivative · entry 6

Silverman Jonathan · CIK 0001930555 · Senior VP, Physical Goods

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 77,145

Underlying: Class A Common Stock · 17,366 shares

Expires not disclosed

F11 · derivative.exercise_price: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F1 · kind: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F10 · kind: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 17,366 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 12 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 13 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F12 · kind: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F13 · kind: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F1 · price: On September 26, 2022, the Issuer made an offer (the "Tender Offer") to exchange certain eligible options for new restricted stock units ("RSUs"), each one of which represents the right to receive one share of the Issuer's Class A Common Stock, pursuant to a tender offer statement on Schedule TO filed with the Securities and Exchange Commission on September 26, 2022, and subject to approval by the Issuer's board of directors (the "Board"). The Tender Offer closed on October 21, 2022, and the Board approved the exchange of options for RSUs (the "Exchange") on October 27, 2022.

F10 · price: Upon tender of each exchanged option in the Exchange, in accordance with the terms of the Tender Offer, the Reporting Person forfeited 17,366 Earnout Shares (defined herein) that were granted in connection with each exchanged option. An "Earnout Share" is a share of the Issuer's Class B Common Stock that was issued together with the option upon the closing of the Business Combination (as defined in footnote 12 below) in exchange for options to purchase shares of common stock of Grove Collaborative Inc., and that were scheduled to vest upon the achievement of certain Milestones (as defined in footnote 13 below) prior to the tenth anniversary of the closing of the Business Combination. Such forfeiture is exempt from Sections 16(a) and 16(b) pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Securities Exchange Act of 1934, but is being reported herein for transparency and completeness.

F12 · price: The "Business Combination" was the merger contemplated by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022 (the "Merger Agreement"), by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc., which closed on June 16, 2022.

F13 · price: The "Milestones" are defined in the Merger Agreement as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions. In addition, any Earnout Shares issued in exchange for Grove RSUs or options are subject to the same vesting terms as the underlying RSUs and options and, if the underlying RSU or option is forfeited, the corresponding Earnout Shares will also be forfeited and distributed to the other holder of Grove securities as if immediately prior to the closing of the Business Combination on a pro rata basis.

F11 · derivative.exercise_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F11 · derivative.expiration_date: Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at any time, and will be automatically converted into an equal number of Class A Common Stock upon any transfer.

F14 · balance_after: This amount consists entirely of 77,145 Earnout Shares, which are subject to the Milestones described in footnote 13 above.

F15 · balance_after: This amount reflects an additional 10,293 Earnout Shares that the Reporting Person received in connection with the redistribution of forfeited Earnout Shares, pursuant to the terms of the Merger Agreement, to other holders of Earnout Shares on a pro rata basis based upon the allocation of Earnout Shares as of the closing of the Business Combination. Such pro rata redistribution of Earnout Shares is exempt from Section 16 pursuant to Rule 16a-9 under the Securities Exchange Act of 1934.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.