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Filing Details

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1771515	Grocery Outlet Holding Corp.	GO	Retail-Grocery Stores (5411)	471874201

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1779766	Jr. Joseph Robert Sheedy	C/O Grocery Outlet Holding Corp. 5650 Hollis Street Emeryville CA 94608	President	No	Yes	No	No

Reported Non-Derivative Transactions

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2020-04-27	264,927	$7.13	274,927	No	4	M	Direct
Common Stock	Disposition	2020-04-27	72,000	$32.73	202,927	No	4	S	Direct
Common Stock	Disposition	2020-04-27	192,927	$35.39	10,000	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Options (Right to Buy)	Disposition	2020-04-27	264,927	$0.00	264,927	$7.13
Common Stock	Stock Options (Right to Buy)	Acquisiton	2020-04-27	105,967	$0.00	105,967	$3.81

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
5,031		2024-11-25	No	4	M	Direct
362,030		2024-11-25	No	4	A	Direct

Footnotes

This amount represents the $34.00 secondary public offering price per share of the Common Stock of the Issuer less the underwriting discount of $1.275 per share.
The sales reported in this row of this Form 4 were effected pursuant to a previously adopted Rule 10b5-1 trading plan.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.76, 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 (the "Commission"), upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
Represents stock options granted on November 25, 2014 which vested in five equal installments on each of the first five anniversaries of the grant date.
Represents previously granted stock options which were deemed earned and acquired upon the satisfaction of certain performance vesting criteria in connection with the secondary public offering. These stock options are vested and exercisable.