Grove Collaborative Holdings Inc.

05/19/2026 | Press release | Distributed by Public on 05/19/2026 17:20

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Giesler Gary Scott
2. Issuer Name and Ticker or Trading Symbol
Grove Collaborative Holdings, Inc. [GROV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Legal Officer, Secretary
(Last) (First) (Middle)
C/O GROVE COLLABORATIVE HOLDINGS, INC., 1301 SANSOME STREET
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026
(Street)
SAN FRANCISCO, CA 94111
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 05/15/2026 M 2,500 A (1) 146,345 D
Class A Common Stock 05/15/2026 F 895(2) D $1.24 145,450 D
Class A Common Stock 05/15/2026 M 19,160 A (1) 164,610 D
Class A Common Stock 05/15/2026 F 6,967(2) D $1.24 157,643 D
Class A Common Stock 05/15/2026 M 6,954 A (1) 164,597 D
Class A Common Stock 05/15/2026 F 2,489(2) D $1.24 162,108 D
Class A Common Stock 05/15/2026 M 4,167 A (1) 166,275 D
Class A Common Stock 05/15/2026 F 1,491(2) D $1.24 164,784 D
Class A Common Stock 05/15/2026 M 11,494 A (1) 176,278 D
Class A Common Stock 05/15/2026 F 4,113(2) D $1.24 172,165 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 05/15/2026 M 2,500 (3) (4) Class A Common Stock 2,500 (1) 15,000 D
Restricted Stock Units (1) 05/15/2026 M 19,160 (5) (4) Class A Common Stock 19,160 (1) 19,040 D
Restricted Stock Units (1) 05/15/2026 M 6,954 (6) (4) Class A Common Stock 6,954 (1) 48,679 D
Restricted Stock Units (1) 05/15/2026 M 4,167 (7) (4) Class A Common Stock 4,167 (1) 37,500 D
Restricted Stock Units (1) 05/15/2026 M 11,494 (8) (4) Class A Common Stock 11,494 (1) 126,437 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Giesler Gary Scott
C/O GROVE COLLABORATIVE HOLDINGS, INC.
1301 SANSOME STREET
SAN FRANCISCO, CA 94111
Chief Legal Officer, Secretary

Signatures

/s/ Barbara R. Wallace, attorney-in-fact for Scott Giesler 05/19/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Each restricted stock unit ("RSU") represents a contingent right to receive one share of class A Common Stock
(2) These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock award. The amount retained by the Company was not in excess of the amount of the tax liability.
(3) 1/12th of the shares subject to the Award shall vest on each of the Company's Standard Quarterly Vesting Dates (February 15th, May 15th, August 15th and November 15th of each year; provided, that if such date occurs on a weekend or federal holiday, vesting shall occur on the next business day) beginning February 15, 2025.
(4) The RSUs have no expiration date.
(5) 40% of the shares subject to the Award vested on February 15, 2025, with 10% of the shares subject to the Award vesting thereafter on the Company's Standard Quarterly Vesting Dates (February 15th, May 15th, August 15th and November 15th of each year; provided, that if such date occurs on a weekend or federal holiday, vesting shall occur on the next business day) beginning with May 15, 2025.
(6) 1/12th of the shares subject to the Award shall vest on each of the Company's Standard Quarterly Vesting Dates (February 15th, May 15th, August 15th and November 15th of each year; provided, that if such date occurs on a weekend or federal holiday, vesting shall occur on the next business day) beginning May 15, 2025.
(7) 1/12th of the shares subject to the Award shall vest on each of the Company's Standard Quarterly Vesting Dates (February 15th, May 15th, August 15th and November 15th of each year; provided, that if such date occurs on a weekend or federal holiday, vesting shall occur on the next business day) beginning November 15, 2025.
(8) 1/12th of the shares subject to the Award shall vest on each of the Company's Standard Quarterly Vesting Dates (February 15th, May 15th, August 15th and November 15th of each year; provided, that if such date occurs on a weekend or federal holiday, vesting shall occur on the next business day) beginning May 15, 2026.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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