Sweetgreen (SG) FY2025 10-K Risk Factors: 14 New, 14 Dropped

What the changes say

Sweetgreen faces intense margin pressure from ongoing net losses of $(134.1) million in 2025 and rising labor costs.

What changed since the prior 10-K

New

NewRisks Related to Our Business, Our Brand, and Our Industry
Changes in economic conditions, macroeconomic and geopolitical events, and public health developments such as a pandemic may adversely affect customer behavior, which could have an adverse effect on our business, financial condition, and results of operations
Macroeconomic conditions and inflation caused a decrease in Same-Store Sales Change in 2025.
NewRisks Related to Our Business, Our Brand, and Our Industry
We have incurred significant net losses since inception. We expect our net losses to continue in the foreseeable future, and we may not achieve profitability
We incurred net losses of $(134.1) million in fiscal year 2025 and $(90.4) million in fiscal year 2024.
NewRisks Related to Our Business, Our Brand, and Our Industry
If we are unable to utilize the Infinite Kitchen in our restaurants in a cost-effective manner, or to secure consistent support for the deployment and development of such technologies, our growth plans, financial condition, and results of operations could be adversely affected
We sold our Infinite Kitchen technology to Wonder in December 2025 and entered into a supply and license-back agreement.
NewRisks Related to Our Business, Our Brand, and Our Industry
Increases in labor costs, labor shortages, or unionization efforts could adversely affect our business, financial condition, and results of operations
California's minimum wage increased to $20.00 per hour effective April 1, 2024 for certain restaurant chains including Sweetgreen.
NewRisks Related to Our Business, Our Brand, and Our Industry
may have unintended consequences, or may not provide the expected value to customers. In fiscal year 2025, we launched a menu item named Ripple Fries, but later removed Ripple Fries from our menu due to operational challenges caused by this product that negatively impacted our business
We removed Ripple Fries from our menu in fiscal year 2025 due to operational challenges.
NewRisks Related to Our Business, Our Brand, and Our Industry
Changes in food and supply costs or disruptions in the availability or delivery of ingredients and other supplies could adversely affect our business, financial condition, and results of operations
Extreme weather in the fourth quarter of 2024 disrupted tomato and cucumber supplies, causing higher prices and temporary discontinuations.
NewRisks Related to Our Business, Our Brand, and Our Industry
Changes in U.S. international trade policies, including the imposition of tariffs, could increase the cost of ingredients, equipment, and construction materials used in our restaurants and adversely affect our business, financial condition, and results of operations
Imported bowls and plates, mainly from China, resulted in a tariff and duty impact of approximately 27 basis points in fiscal year 2025.
NewRisks Related to Our Business, Our Brand, and Our Industry
We have implemented workforce reductions in the past, which have negatively impacted, and may continue to negatively impact, employee morale and our corporate culture. We may implement additional workforce reductions in the future, which could further affect morale, culture, and our brand
Past and potential future workforce reductions could negatively impact employee morale, corporate culture, and our brand.
NewRisks Related to Legal and Governmental Regulation
Changes to healthcare laws in the United States may increase employee participation in our healthcare plans, which could significantly increase our healthcare costs and adversely affect our financial results
The PPACA requires us to offer healthcare benefits to all full-time hourly employees, increasing our healthcare coverage costs.
NewRisks Related to Our Information Technology and Intellectual Property
If the confidentiality, integrity, or availability of our information technology, software, services, communications, or data, or those of third parties with whom we work, are or were compromised, we could experience adverse consequences
We collect sensitive customer data including home and business addresses for delivery orders and mobile phone numbers.
NewRisks Related to Our Information Technology and Intellectual Property
Business transactions, such as acquisitions or integrations, may also expose us to additional cybersecurity risks and vulnerabilities, including vulnerabilities that are not identified during due diligence or that arise during integration into our information technology environment and security program
Business acquisitions and integrations expose us to unforeseen cybersecurity risks and vulnerabilities not identified during due diligence.
NewRisks Related to Our Information Technology and Intellectual Property
Our increasing use of artificial intelligence (AI), including but not limited to generative AI, may result in errors, loss of sensitive information, additional compliance obligations, cybersecurity incidents, and legal liability, which could harm our reputation, business, financial condition, and results of operations
We have begun using third-party software solutions relying on generative AI which could cause errors, data loss, and legal liability.
NewRisks Related to Ownership of Our Class A Common Stock
substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees
NewRisks Related to Ownership of Our Class A Common Stock
Adverse developments in applicable tax laws could have a material and adverse effect on our business, financial condition, and results of operations

Dropped

DroppedRisks Related to Our Business, Our Brand, and Our Industry
Changes in economic conditions and macroeconomic, geopolitical, and other major events, which may include pandemics and disease outbreaks, drive customer behavior trends, and could have an adverse effect on our business, financial condition, and results of operations
DroppedRisks Related to Our Business, Our Brand, and Our Industry
We have incurred significant losses since inception. We expect our operating expenses to increase significantly in the foreseeable future, as we grow our business, increase our new restaurant openings, and invest into new technology, and we may not achieve profitability
General macroeconomic and pandemic risks driving customer behavior trends.
DroppedRisks Related to Our Business, Our Brand, and Our Industry
If we are not able to build, deploy, and maintain our proprietary kitchen automation technology, known as the Infinite Kitchen, in a timely and cost-effective manner, our growth plan, financial condition, and results of operations could be adversely affected
DroppedRisks Related to Our Business, Our Brand, and Our Industry
Increases in labor costs, labor shortages, and any difficulties in attracting, motivating, and retaining well-qualified employees, as well as any unionization or attempt to unionize at any of our restaurants, could have an adverse effect on our business, financial condition, and results of operations
DroppedRisks Related to Our Business, Our Brand, and Our Industry
Changes in food and supply costs or failure to receive frequent deliveries of food ingredients and other supplies could have an adverse effect on our business, financial condition, and results of operations
DroppedRisks Related to Our Business, Our Brand, and Our Industry
Changes to U.S. trade policy, including the imposition of tariffs, may have an adverse effect on our business, financial condition, and results of operations
DroppedRisks Related to Our Business, Our Brand, and Our Industry
involve significant time and expense and may significantly delay or prevent the achievement of our business objectives
DroppedRisks Related to Legal and Governmental Regulation
In 2010, the PPACA, which required health care coverage for many uninsured individuals and expanded the coverage of those already insured, was signed into law in the United States
DroppedRisks Related to Our Intellectual Property and Information Technology
marketing and advertising, which could have an adverse effect on our business, financial condition, or results of operations
DroppedRisks Related to Our Intellectual Property and Information Technology
may lack the necessary trademark rights to stop this behavior, or may not be successful in enforcing such rights against such companies
Net losses and operating expenses increasing with new openings.
DroppedRisks Related to Ownership of Our Class A Common Stock
common stock will have the effect, over time, of increasing the relative voting power of those holders of Class B common stock who retain their shares in the long term
Building, deploying, and maintaining proprietary Infinite Kitchen technology.
DroppedRisks Related to Ownership of Our Class A Common Stock
their shares or otherwise secure the unrecognized gains on those shares. We are unable to predict the timing of or the effect that such sales may have on the prevailing market price of our Class A common stock
DroppedRisks Related to Ownership of Our Class A Common Stock
Our founders have pledged a portion of their shares of our stock to secure certain personal loan obligations. If those pledged shares are sold in forced sales under the loan documents, such sales could cause the price of our Class A common stock to decline
Labor costs, shortages, and unionization efforts affecting restaurant operations.
DroppedRisks Related to Ownership of Our Class A Common Stock
and we may choose insurance policies that result in more risk for us. Any substantial inadequacy of, or inability to obtain, insurance coverage could have an adverse effect on our business, financial condition, and results of operations

Reworded

98% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
If we are not able to hire, train, reward, and retain a qualified workforce, our growth and profitability could be adversely affected
Added specific references to staffing shortages in major urban areas leading to reduced operating hours and temporary closures.
Was: If we are not able to hire, train, reward, and retain a qualified workforce and/or if we are not able to appropriately optimize our workforce or effectively manage our growth in our restaurants, our growth plan and profitability could be adversely affected
96% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
If we are unable to introduce new or upgraded products, menu items, services, channels, technology, or features that our customers recognize as valuable, we may fail to retain existing customers and attract additional customers, and our efforts to do so could cause us to incur significant costs
Updated to cite 30 restaurants using Infinite Kitchen by end of fiscal 2025 and increased chicken and tofu portioning.
Was: additional customers. Our efforts to develop new and upgraded products, menu items, services, channels, technology, and features could require us to incur significant costs
95% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
We depend on our senior management team and other key employees, and the loss of one or more key personnel or an inability to attract, hire, integrate, and retain highly skilled personnel could have an adverse effect on our business, financial condition, and results of operations
Streamlined executive departure risks, noting past management changes and lack of a robust succession plan.
94% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Severe weather conditions and natural disasters have adversely affected our restaurant sales and results of operations, and climate change may further increase these adverse effects
Added specific mention of January 2025 fires in the Los Angeles region causing temporary closures.
Was: Severe weather conditions or natural disasters may adversely affect our restaurant sales and results of operations, and climate change may further increase these adverse effects
91% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
We may not persuade customers of the benefits of paying our prices for higher-quality food
Added that menu prices were increased in fiscal years 2023, 2024, and 2025.
91% rewrittenRisks Related to Ownership of Our Class A Common Stock
Our current insurance may not provide adequate levels of coverage against claims
Retained details regarding high retentions for employment practices liability insurance in California.
90% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Our long-term success is highly dependent on our ability to effectively identify and secure appropriate sites for new restaurants
Added site selection challenges driven by uncertainty over other companies' return-to-office plans.
90% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
We operate in a highly competitive industry. If we are not able to compete effectively, it could have an adverse effect on our business, financial condition, and results of operations
Expanded competitive landscape definition to include quick-service and clean-ingredient restaurants.
90% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Our reliance on third parties could have an adverse effect on our business, financial condition, and results of operations
90% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Our marketing strategies and channels will evolve, and our programs may not be successful
Was: Our marketing strategies and channels will evolve and our programs may or may not be successful
89% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Failure to maintain our corporate culture could have an adverse effect on our business, financial condition, and results of operations
89% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
New restaurants, once opened, may not be profitable, and new restaurants may negatively impact sales at our existing restaurants
89% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Food safety and foodborne illness concerns could have an adverse effect on our business
88% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Our expansion into new markets may present increased risks and adversely affect our growth and operating results
Was: Our expansion into new markets may present increased risks
85% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Our success depends substantially on the value of our brand and failure to preserve its value or changes in customer recognition of our brand, including due to negative publicity, could have a negative impact on our business, financial condition, and results of operations
83% rewrittenRisks Related to Ownership of Our Class A Common Stock
Future sales of our Class A common stock in the public market could cause the market price of our common stock to decline
82% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Changes in commodity and other operating costs, particularly due to climate change, could adversely affect our results of operations
81% rewrittenRisks Related to Ownership of Our Class A Common Stock
If securities or industry analysts do not publish research or publish unfavorable or inaccurate research about our business, the market price and trading volume of our Class A common stock could decline
81% rewrittenRisks Related to Legal and Governmental Regulation
We have been and will likely continue to be party to litigation that could distract management, increase our expenses, and subject us to monetary damages or other penalties
Was: We have been and will likely continue to be party to litigation that could distract management, increase our expenses, and subject us to monetary damages or other remedies
81% rewrittenRisks Related to Our Information Technology and Intellectual Property
We may not be able to adequately protect or enforce our rights in our intellectual property, which could harm the value of our brand and have an adverse effect on our business, financial condition, and results of operations
79% rewrittenRisks Related to Legal and Governmental Regulation
Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited
78% rewrittenRisks Related to Our Information Technology and Intellectual Property
Our digital and delivery business, and expansion thereof, is uncertain and subject to risk
78% rewrittenRisks Related to Our Information Technology and Intellectual Property
The successful operation of our business depends upon the performance and reliability of Internet, mobile, and other infrastructure that is not under our control
78% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Our future growth depends significantly on our ability to open new restaurants and is subject to many unpredictable factors
77% rewrittenRisks Related to Ownership of Our Class A Common Stock
The dual-class structure of our common stock concentrates voting control with our founders, who have substantial control over us and are able to influence corporate matters, including controlling the outcome of director elections
Was: The dual-class structure of our common stock has the effect of concentrating voting control with our founders, who have substantial control over us and will be able to influence corporate matters, including controlling the outcome of director elections
75% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
We may require additional capital to support business growth, and this capital might not be available on reasonable terms or at all
75% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Acquisitions could be difficult to identify, pose integration challenges, divert the attention of management, disrupt our business, dilute stockholder value, and adversely affect our results of operations and expansion prospects
75% rewrittenRisks Related to Our Information Technology and Intellectual Property
If we are unable to adapt to changes in technology, our business could be harmed
75% rewrittenRisks Related to Ownership of Our Class A Common Stock
We rely on data from internal tools to calculate certain of our performance metrics, and real or perceived inaccuracies in such metrics may harm our reputation and negatively affect our business
Was: We rely on data from internal tools to calculate certain of our performance metrics. Real or perceived inaccuracies in such metrics may harm our reputation and negatively affect our business
75% rewrittenRisks Related to Legal and Governmental Regulation
Governmental regulation may adversely affect our business, financial condition, and results of operations
73% rewrittenRisks Related to Our Information Technology and Intellectual Property
Our online and mobile ordering platforms are highly technical, and if they contain undetected errors, our business could be adversely affected
72% rewrittenRisks Related to Legal and Governmental Regulation
Failure to obtain and maintain required licenses and permits or to comply with food control regulations could lead to the loss of our food service licenses and harm our business
Was: Failure to obtain and maintain required licenses and permits or to comply with food control regulations could lead to the loss of our food service licenses and, thereby, harm our business
72% rewrittenRisks Related to Legal and Governmental Regulation
Changes in employment laws may increase our labor costs and impact our results of operations
72% rewrittenRisks Related to Our Information Technology and Intellectual Property
We rely heavily on information technology, and we may not timely and effectively scale and adapt our existing technology and network infrastructure to ensure that our online and mobile platforms are accessible, which would harm our reputation, business, financial condition, and results of operations
71% rewrittenRisks Related to Our Information Technology and Intellectual Property
Third parties have claimed, and may in the future claim, that we infringe their intellectual property rights, and this may create liability for us or otherwise have an adverse effect on our business, financial condition, and results of operations
71% rewrittenRisks Related to Ownership of Our Class A Common Stock
Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current management, and limit the market price of our Class A common stock
70% rewrittenRisks Related to Legal and Governmental Regulation
Failure to comply with environmental laws, particularly regarding waste management, may negatively affect our business
69% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
New information or attitudes regarding diet and health could result in changes in regulations and customer consumption habits, which could have an adverse effect on our business, financial condition, and results of operations
69% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
We operate our restaurants and corporate headquarters in leased properties subject to long-term, non-cancelable leases. If we are unable to secure new leases on favorable terms, terminate unfavorable leases, or renew or extend favorable leases, our profitability may suffer
68% rewrittenRisks Related to Ownership of Our Class A Common Stock
Our issuance of additional capital stock in connection with financings, acquisitions, investments, our equity incentive plans, or otherwise may dilute other stockholders
Was: Our issuance of additional capital stock in connection with financings, acquisitions, investments, our equity incentive plans, or otherwise will dilute other stockholders
57% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Our focus on environmental sustainability and social initiatives may increase our costs, and our inability to meet our sustainability goals and any disclosures requirements could harm our reputation and adversely impact our financial results
Was: Our focus on environmental sustainability and social initiatives may increase our costs, and our inability to meet our sustainability goals and any related disclosures requirements could harm our reputation and adversely impact our financial results
56% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
A significant portion of our restaurants are located in large urban areas, and if our operations in these geographies are negatively affected, our financial results and future prospects would be adversely affected
56% rewrittenRisks Related to Ownership of Our Class A Common Stock
The limitation of liability and indemnification provisions in our amended and restated certificate of incorporation and amended and restated bylaws may discourage stockholders from bringing a lawsuit against our directors for breach of their fiduciary duty
50% rewrittenRisks Related to Ownership of Our Class A Common Stock
Our quarterly financial results may fluctuate significantly, including due to factors that are not in our control
41% rewrittenRisks Related to Ownership of Our Class A Common Stock
We do not intend to pay dividends for the foreseeable future and, as a result, stockholders’ ability to achieve a return on their investment will depend on appreciation in the price of our common stock
Was: We do not intend to pay dividends for the foreseeable future and, as a result, your ability to achieve a return on your investment will depend on appreciation in the price of our common stock
38% rewrittenRisks Related to Ownership of Our Class A Common Stock
Our stock price has been and will likely continue to be volatile, and the value of our Class A common stock may decline
36% rewrittenRisks Related to Our Business, Our Brand, and Our Industry
Failure to manage our growth effectively could harm our business and results of operations

All 62 risk factors

Headings as the filing states them, in filing order.

Risks Related to Our Business, Our Brand, and Our Industry

01We operate in a highly competitive industry. If we are not able to compete effectively, it could have an adverse effect on our business, financial condition, and results of operations90% rewritten
02Changes in economic conditions, macroeconomic and geopolitical events, and public health developments such as a pandemic may adversely affect customer behavior, which could have an adverse effect on our business, financial condition, and results of operationsNew
03Severe weather conditions and natural disasters have adversely affected our restaurant sales and results of operations, and climate change may further increase these adverse effects94% rewritten
04We have incurred significant net losses since inception. We expect our net losses to continue in the foreseeable future, and we may not achieve profitabilityNew
05We may not persuade customers of the benefits of paying our prices for higher-quality food91% rewritten
06Our future growth depends significantly on our ability to open new restaurants and is subject to many unpredictable factors78% rewritten
07Our long-term success is highly dependent on our ability to effectively identify and secure appropriate sites for new restaurants90% rewritten
08Our expansion into new markets may present increased risks and adversely affect our growth and operating results88% rewritten
09New restaurants, once opened, may not be profitable, and new restaurants may negatively impact sales at our existing restaurants89% rewritten
10Our success depends substantially on the value of our brand and failure to preserve its value or changes in customer recognition of our brand, including due to negative publicity, could have a negative impact on our business, financial condition, and results of operations85% rewritten
11Food safety and foodborne illness concerns could have an adverse effect on our business89% rewritten
12If we are unable to utilize the Infinite Kitchen in our restaurants in a cost-effective manner, or to secure consistent support for the deployment and development of such technologies, our growth plans, financial condition, and results of operations could be adversely affectedNew
13If we are not able to hire, train, reward, and retain a qualified workforce, our growth and profitability could be adversely affected98% rewritten
14Increases in labor costs, labor shortages, or unionization efforts could adversely affect our business, financial condition, and results of operationsNew
15If we are unable to introduce new or upgraded products, menu items, services, channels, technology, or features that our customers recognize as valuable, we may fail to retain existing customers and attract additional customers, and our efforts to do so could cause us to incur significant costs96% rewritten
16may have unintended consequences, or may not provide the expected value to customers. In fiscal year 2025, we launched a menu item named Ripple Fries, but later removed Ripple Fries from our menu due to operational challenges caused by this product that negatively impacted our businessNew
17Changes in food and supply costs or disruptions in the availability or delivery of ingredients and other supplies could adversely affect our business, financial condition, and results of operationsNew
18Changes in U.S. international trade policies, including the imposition of tariffs, could increase the cost of ingredients, equipment, and construction materials used in our restaurants and adversely affect our business, financial condition, and results of operationsNew
19Our reliance on third parties could have an adverse effect on our business, financial condition, and results of operations90% rewritten
20Failure to manage our growth effectively could harm our business and results of operations36% rewritten
21Changes in commodity and other operating costs, particularly due to climate change, could adversely affect our results of operations82% rewritten
22We depend on our senior management team and other key employees, and the loss of one or more key personnel or an inability to attract, hire, integrate, and retain highly skilled personnel could have an adverse effect on our business, financial condition, and results of operations95% rewritten
23Failure to maintain our corporate culture could have an adverse effect on our business, financial condition, and results of operations89% rewritten
24We have implemented workforce reductions in the past, which have negatively impacted, and may continue to negatively impact, employee morale and our corporate culture. We may implement additional workforce reductions in the future, which could further affect morale, culture, and our brandNew
25Our marketing strategies and channels will evolve, and our programs may not be successful90% rewritten
26New information or attitudes regarding diet and health could result in changes in regulations and customer consumption habits, which could have an adverse effect on our business, financial condition, and results of operations69% rewritten
27Our focus on environmental sustainability and social initiatives may increase our costs, and our inability to meet our sustainability goals and any disclosures requirements could harm our reputation and adversely impact our financial results57% rewritten
28We may require additional capital to support business growth, and this capital might not be available on reasonable terms or at all75% rewritten
29We operate our restaurants and corporate headquarters in leased properties subject to long-term, non-cancelable leases. If we are unable to secure new leases on favorable terms, terminate unfavorable leases, or renew or extend favorable leases, our profitability may suffer69% rewritten
30A significant portion of our restaurants are located in large urban areas, and if our operations in these geographies are negatively affected, our financial results and future prospects would be adversely affected56% rewritten
31Acquisitions could be difficult to identify, pose integration challenges, divert the attention of management, disrupt our business, dilute stockholder value, and adversely affect our results of operations and expansion prospects75% rewritten

Risks Related to Legal and Governmental Regulation

32Governmental regulation may adversely affect our business, financial condition, and results of operations75% rewritten
33Changes in employment laws may increase our labor costs and impact our results of operations72% rewritten
34We have been and will likely continue to be party to litigation that could distract management, increase our expenses, and subject us to monetary damages or other penalties81% rewritten
35Failure to obtain and maintain required licenses and permits or to comply with food control regulations could lead to the loss of our food service licenses and harm our business72% rewritten
36Failure to comply with immigration laws, or changes thereto, may increase the operating costs of our business
37Failure to comply with environmental laws, particularly regarding waste management, may negatively affect our business70% rewritten
38Changes to healthcare laws in the United States may increase employee participation in our healthcare plans, which could significantly increase our healthcare costs and adversely affect our financial resultsNew
39Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited79% rewritten

Risks Related to Our Information Technology and Intellectual Property

40If the confidentiality, integrity, or availability of our information technology, software, services, communications, or data, or those of third parties with whom we work, are or were compromised, we could experience adverse consequencesNew
41Business transactions, such as acquisitions or integrations, may also expose us to additional cybersecurity risks and vulnerabilities, including vulnerabilities that are not identified during due diligence or that arise during integration into our information technology environment and security programNew
42We may not be able to adequately protect or enforce our rights in our intellectual property, which could harm the value of our brand and have an adverse effect on our business, financial condition, and results of operations81% rewritten
43We rely heavily on information technology, and we may not timely and effectively scale and adapt our existing technology and network infrastructure to ensure that our online and mobile platforms are accessible, which would harm our reputation, business, financial condition, and results of operations72% rewritten
44Our digital and delivery business, and expansion thereof, is uncertain and subject to risk78% rewritten
45Our increasing use of artificial intelligence (AI), including but not limited to generative AI, may result in errors, loss of sensitive information, additional compliance obligations, cybersecurity incidents, and legal liability, which could harm our reputation, business, financial condition, and results of operationsNew
46If we are unable to adapt to changes in technology, our business could be harmed75% rewritten
47Our online and mobile ordering platforms are highly technical, and if they contain undetected errors, our business could be adversely affected73% rewritten
48The successful operation of our business depends upon the performance and reliability of Internet, mobile, and other infrastructure that is not under our control78% rewritten
49Third parties have claimed, and may in the future claim, that we infringe their intellectual property rights, and this may create liability for us or otherwise have an adverse effect on our business, financial condition, and results of operations71% rewritten

Risks Related to Ownership of Our Class A Common Stock

50Our stock price has been and will likely continue to be volatile, and the value of our Class A common stock may decline38% rewritten
51The dual-class structure of our common stock concentrates voting control with our founders, who have substantial control over us and are able to influence corporate matters, including controlling the outcome of director elections77% rewritten
52We rely on data from internal tools to calculate certain of our performance metrics, and real or perceived inaccuracies in such metrics may harm our reputation and negatively affect our business75% rewritten
53Future sales of our Class A common stock in the public market could cause the market price of our common stock to decline83% rewritten
54We do not intend to pay dividends for the foreseeable future and, as a result, stockholders’ ability to achieve a return on their investment will depend on appreciation in the price of our common stock41% rewritten
55Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current management, and limit the market price of our Class A common stock71% rewritten
56substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employeesNew
57Our quarterly financial results may fluctuate significantly, including due to factors that are not in our control50% rewritten
58Our current insurance may not provide adequate levels of coverage against claims91% rewritten
59Adverse developments in applicable tax laws could have a material and adverse effect on our business, financial condition, and results of operationsNew
60The limitation of liability and indemnification provisions in our amended and restated certificate of incorporation and amended and restated bylaws may discourage stockholders from bringing a lawsuit against our directors for breach of their fiduciary duty56% rewritten
61Our issuance of additional capital stock in connection with financings, acquisitions, investments, our equity incentive plans, or otherwise may dilute other stockholders68% rewritten
62If securities or industry analysts do not publish research or publish unfavorable or inaccurate research about our business, the market price and trading volume of our Class A common stock could decline81% rewritten

Other Sweetgreen 10-Ks

FY2024 10-K risk factors
62 risks
Sweetgreen faces significant risks from scaling its Infinite Kitchen automation technology and opening new restaurant units in unproven markets. Labor cost inflation, unionization pressures, and urban market concentration in New York and Los Angeles heavily impact profitability. Food safety incidents and volatile commodity costs for items like chicken, kale, and avocado threaten margins.
Filed Feb 27, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.