Sweetgreen (SG) 10-Q 4 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 26, 2023	May 02, 2023
Entity Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 26, 2023
Document Transition Report	false
Entity File Number	001-41069
Entity Registrant Name	SWEETGREEN, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	27-1159215
Entity Address, Address Line One	3102 36th Street
Entity Address, City or Town	Los Angeles,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90018
City Area Code	323
Local Phone Number	990-7040
Title of 12(b) Security	Class A Common Stock
Trading Symbol	SG
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001477815
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Class A common stock
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		98,171,581
Class B common stock
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		13,280,558

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands	Mar. 26, 2023	Dec. 25, 2022
Current assets:
Cash and cash equivalents	$ 296,828	$ 331,614
Accounts receivable	5,064	3,244
Inventory	1,284	1,383
Prepaid expenses	7,537	8,161
Current portion of lease acquisition costs	93	93
Other current assets	8,042	1,654
Total current assets	318,848	346,149
Operating lease assets	257,130	254,059
Property and equipment, net	246,929	235,257
Goodwill	35,970	35,970
Intangible assets, net	30,082	30,562
Lease acquisition costs, net	495	518
Security deposits	1,522	1,528
Other assets	4,705	4,767
Restricted cash	125	125
Total assets	895,806	908,935
Current liabilities:
Current portion of operating lease liabilities	28,814	29,642
Accounts payable	13,124	12,242
Accrued expenses	20,731	22,069
Accrued payroll	8,757	6,580
Gift cards and loyalty liability	1,836	2,016
Total current liabilities	73,262	72,549
Operating lease liabilities, net of current portion	274,607	271,097
Contingent consideration liability	22,348	21,296
Other non-current liabilities	1,299	1,353
Deferred income tax liabilities	1,733	1,414
Total liabilities	373,249	367,709
COMMITMENTS AND CONTINGENCIES (Note 14)
Stockholders’ equity:
Common stock, $0.001 par value per share, 2,000,000,000 Class A shares authorized, 98,162,944 and 97,656,690 Class A shares issued and outstanding as of March 26, 2023 and December 25, 2022, respectively; 300,000,000 Class B shares authorized, 13,280,558 and 13,476,303 Class B shares issued and outstanding as of March 26, 2023 and December 25, 2022, respectively	111	111
Additional paid-in capital	1,227,704	1,212,716
Accumulated deficit	(705,258)	(671,601)
Total stockholders’ equity	522,557	541,226
Total liabilities and stockholders’ equity	$ 895,806	$ 908,935

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares	Mar. 26, 2023	Dec. 25, 2022
Common Class A
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	2,000,000,000	2,000,000,000
Common stock, shares issued (in shares)	98,162,944	97,656,690
Common stock, shares outstanding (in shares)	98,162,944	97,656,690
Common Class B
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	300,000,000	300,000,000
Common stock, shares issued (in shares)	13,280,558	13,476,303
Common stock, shares outstanding (in shares)	13,280,558	13,476,303

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Revenue	$ 125,062	$ 102,591
Restaurant operating costs (exclusive of depreciation and amortization presented separately below):
Total restaurant operating costs	108,125	89,200
Operating expenses:
General and administrative	34,907	50,199
Depreciation and amortization	13,110	10,677
Pre-opening costs	3,366	2,512
Impairment and closure costs	190	17
Loss on disposal of property and equipment	48	8
Restructuring charges	638	0
Total operating expenses	52,259	63,413
Loss from operations	(35,322)	(50,022)
Interest income	(3,062)	(168)
Interest expense	21	23
Other (income) expense	1,058	(245)
Net loss before income taxes	(33,339)	(49,632)
Income tax expense	318	20
Net loss	$ (33,657)	$ (49,652)
Earnings per share:
Net loss per share basic (in dollars per share)	$ (0.30)	$ (0.45)
Net loss per share diluted (in dollars per share)	$ (0.30)	$ (0.45)
Weighted average shares used in computing net loss per share basic (in shares)	111,297,064	109,472,050
Weighted average shares used in computing net loss per share diluted (in shares)	111,297,064	109,472,050
Food, beverage, and packaging
Restaurant operating costs (exclusive of depreciation and amortization presented separately below):
Total restaurant operating costs	$ 35,587	$ 27,106
Labor and related expenses
Restaurant operating costs (exclusive of depreciation and amortization presented separately below):
Total restaurant operating costs	39,243	34,302
Occupancy and related expenses
Restaurant operating costs (exclusive of depreciation and amortization presented separately below):
Total restaurant operating costs	12,630	10,517
Other restaurant operating costs
Restaurant operating costs (exclusive of depreciation and amortization presented separately below):
Total restaurant operating costs	$ 20,665	$ 17,275

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF PREFERRED STOCK AND STOCKHOLDERS’ (DEFICIT) EQUITY (UNAUDITED) - USD ($) $ in Thousands	Total	Cumulative-effect adjustment	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Deficit Cumulative-effect adjustment
Beginning balance (in shares) at Dec. 26, 2021			109,345,697
Beginning balance at Dec. 26, 2021	$ 653,117	$ (4,944)	$ 109	$ 1,129,224	$ (476,216)	$ (4,944)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	$ (49,652)				(49,652)
Exercise of stock options (in shares)	153,158		153,158
Exercise of stock options	$ 849		$ 1	848
Exercise of common stock warrants (in shares)			12,500
Issuance of common stock related to restricted shares	0			0
Stock-based compensation expense	22,165			22,165
Ending balance (in shares) at Mar. 27, 2022			109,511,355
Ending balance at Mar. 27, 2022	$ 621,535		$ 110	1,152,237	(530,812)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2016-02 [Member]
Beginning balance (in shares) at Dec. 25, 2022			111,132,993
Beginning balance at Dec. 25, 2022	$ 541,226		$ 111	1,212,716	(671,601)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	$ (33,657)				(33,657)
Exercise of stock options (in shares)	160,964		160,964
Exercise of stock options	$ 767		$ 0	767
Issuance of common stock related to restricted shares (in shares)			155,558
Shares repurchased for employee tax withholding	(6,013)
Shares repurchased for employee tax withholding	$ (44)
Stock-based compensation expense	14,265			14,265
Ending balance (in shares) at Mar. 26, 2023			111,443,502
Ending balance at Mar. 26, 2023	$ 522,557		$ 111	$ 1,227,704	$ (705,258)

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Cash flows from operating activities:
Net loss	$ (33,657)	$ (49,652)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	13,110	10,677
Amortization of lease acquisition	23	24
Amortization of loan origination fees	21	67
Amortization of cloud computing arrangements	216	0
Non-cash operating lease cost	11,829	9,640
Loss on fixed asset disposal	48	8
Stock-based compensation	14,265	22,165
Impairment and closure costs	190	17
Non-cash restructuring charges	638	0
Deferred income tax expense	319	20
Change in fair value of contingent consideration liability	1,052	(234)
Changes in operating assets and liabilities:
Accounts receivable	(1,820)	(1,187)
Inventory	99	(53)
Prepaid expenses and other assets	(5,939)	2,258
Operating lease liabilities	(12,789)	(8,930)
Accounts payable	7,012	2,239
Accrued payroll and benefits	2,177	(2,778)
Accrued expenses	310	(1,155)
Gift card and loyalty liability	(180)	(217)
Other non-current liabilities	(54)	(202)
Net cash used in operating activities	(3,130)	(17,293)
Cash flows from investing activities:
Purchase of property and equipment	(30,860)	(18,059)
Purchase of intangible assets	(1,525)	(1,187)
Security and landlord deposits	6	181
Net cash used in investing activities	(32,379)	(19,065)
Cash flows from financing activities:
Proceeds from stock option exercise	767	849
Payment associated to shares repurchased for tax withholding	(44)	0
Net cash provided by financing activities	723	849
Net (decrease) in cash and cash equivalents and restricted cash	(34,786)	(35,509)
Cash and cash equivalents and restricted cash—beginning of year	331,739	472,299
Cash and cash equivalents and restricted cash—end of period	296,953	436,790
Supplemental disclosure of cash flow information
Purchase of property and equipment accrued in accounts payable and accrued expenses	$ 5,907	$ 2,776

DESCRIPTION OF BUSINESS AND SUM

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 26, 2023
Accounting Policies [Abstract]
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Sweetgreen, Inc., a Delaware corporation, together with its wholly owned subsidiaries (the “Company”), is a mission-driven, next generation restaurant and lifestyle brand that serves healthy food at scale. The Company’s bold vision is to be as ubiquitous as traditional fast food, but with the transparency and quality that consumers increasingly expect. As of March 26, 2023, the Company owned and operated 195 restaurants in 16 states and Washington, D.C. During the thirteen weeks ended March 26, 2023, the Company had 9 Net New Restaurant Openings. The Company was founded in November 2006 and incorporated in the state of Delaware in October 2009 and currently is headquartered in Los Angeles, California. The Company’s operations are conducted as one operating segment and one reportable segment, as the Company’s chief operating decision maker, who is the Company’s Chief Executive Officer, reviews financial information on an aggregate basis for purposes of allocating resources and evaluating financial performance. The Company’s revenue is primarily derived from retail sales of food and beverages by company-owned restaurants. Principles of Consolidation —The accompanying condensed consolidated financial statements include the accounts of the Company. All intercompany balances and transactions have been eliminated in consolidation. Fiscal Year —The Company’s fiscal year is a 52- or 53-week period that ends on the Sunday closest to the last day of December. Fiscal year 2023 is a 53-week period that ends December 31, 2023 and fiscal year 2022 was a 52-week period that ended December 25, 2022. In a 52-week fiscal year, each quarter includes 13 weeks of operations. In a 53-week fiscal year, the first, second and third quarters each include 13 weeks of operations, and the fourth quarter includes 14 weeks of operations. Management’s Use of Estimates —The condensed consolidated financial statements have been prepared by the Company in accordance with GAAP and the rules and regulations of the SEC. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates made by the Company include the income tax valuation allowance, impairment of long-lived assets and operating lease assets, legal liabilities, fair value of contingent consideration liability, lease accounting matters, valuation of intangible assets acquired in business combinations, goodwill and stock-based compensation. These estimates are based on information available as of the date of the condensed consolidated financial statements; therefore, actual results could differ from those estimates. Reclassification— The Company has elected to reclassify prior period costs related to utilities and repairs and maintenance costs to conform with the current presentation of occupancy and other related costs within the consolidated statement of operations. As such, prior period financial information has been reclassified, and as a result of the change, the Company reclassified $4.2 million for the thirteen weeks ended March 27, 2022 from occupancy and related expenses to other restaurant operating costs. Fair Value of Financial Instruments —The fair value measurement accounting guidance creates a fair value hierarchy to prioritize the inputs used to measure fair value into three categories. A financial instrument’s level within the fair value hierarchy is based on the lowest level of input significant to the fair value measurement, where Level 1 is the highest category (observable inputs) and Level 3 is the lowest category (unobservable inputs). The three levels are defined as follows: Level 1 —Quoted prices for identical instruments in active markets. Level 2 —Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which significant value drivers are observable. Level 3 —Unobservable inputs for the asset or liability. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The carrying amount of accounts receivable, other current assets, accounts payable, accrued payroll and accrued expenses approximates fair value due to the short-term maturity of these financial instruments. The Company’s contingent consideration is carried at fair value determined using Level 3 inputs in the fair value. For further details see Note 3. Certain assets and liabilities are measured at fair value on a nonrecurring basis. In other words, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). For further details see Note 3. Impairment and closure costs —Impairment includes impairment charges related to the Company’s long-lived assets, which include property and equipment and internally developed software, and operating lease assets. Long-lived assets are reviewed for recoverability at the lowest level in which there are identifiable cash flows (“asset group”). The Company determined that triggering events, primarily related to the impact of changing customer behavior trends, including slower than expected return to office during and following the COVID-19 pandemic (including as a result of many workplaces adopting remote or hybrid models) and as a result of broader macroeconomic conditions on the Company’s near-term restaurant level cash flow forecasts, certain restaurants during the thirteen weeks ended March 26, 2023 and March 27, 2022 required an impairment review of the Company’s long-lived assets. Based on the results of this analysis, the Company did not record any non-cash impairment charges. Closure costs include lease and related costs associated with closed restaurants, including the amortization of the operating lease asset, and expenses associated with CAM and real estate taxes for previously impaired stores. For the thirteen weeks ended March 26, 2023 and March 27, 2022, the Company recognized closure costs of $0.2 million and less than $0.1 million related to the amortization of the operating lease asset, and expenses associated with common area maintenance (“CAM”) and real estate taxes for previously-closed stores, including three previously-impaired stores that were closed during the thirteen weeks ended March 26, 2023. Restructuring Charges - Restructuring charges are expenses that are paid in connection with the reorganization of the Company’s operations. These costs primarily include the amortization of the operating lease asset related to the Company’s vacated sweetgreen Support Center, as well as related real estate and CAM charges. Contingent Consideration - Due to certain conversion features, the contingent consideration issued as part of the Spyce acquisition is considered a liability in accordance with ASC 480. The liability associated with the contingent consideration is initially recorded at fair value upon the issuance date and is subsequently re-measured to fair value at each reporting date. See Note 3. The initial fair value of the liability for the contingent consideration was $16.4 million and was included as part of the purchase price for the Spyce acquisition. The fair value of the liability as of March 26, 2023 was $22.3 million. Cash and Cash Equivalents —The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Amounts receivable from credit card processors are converted to cash shortly after the related sales transaction and are considered to be cash equivalents because they are both short-term and highly liquid in nature. Amounts receivable from sales transactions as of March 26, 2023 and December 25, 2022, were $2.4 million and $0.7 million, respectively. Restricted Cash —The Company’s restricted cash balance relates to certificates of deposit that are collateral for letters of credit to lease agreements entered into by the Company. The reconciliation of cash and cash equivalents and restricted cash presented in the Company’s accompanying condensed consolidated balance sheets to the total amount shown in its condensed consolidated statements of cash flows is as follows: (dollar amounts in thousands) As of March 26, As of December 25, Reconciliation of cash, cash equivalents and restricted cash: Cash and cash equivalents $ 296,828 $ 331,614 Restricted cash, noncurrent 125 125 Total cash, cash equivalents and restricted cash shown on statement of cash flows $ 296,953 $ 331,739 Concentrations of Risk —The Company maintains cash balances at several financial institutions located in the United States. The cash balances may, at times, exceed federally insured limits. Accounts are guaranteed by the Federal Deposit Insurance Corporation (“FDIC”) up to $0.3 million. During the thirteen weeks ended March 26, 2023 and March 27, 2022, approximately 28% and 31% of the Company’s revenue was generated from the Company’s restaurants located in the New York City metropolitan area, respectively. Deferred Costs —Deferred costs primarily consist of capitalized implementation costs from cloud computing arrangements in relation to a new enterprise resource planning system (“ERP”). These costs amounted to $5.6 million as of March 26, 2023 and are recorded within other current assets and other assets in the condensed consolidated balance sheets. The amortization of these costs are recognized within the Company’s condensed consolidated statement of operations under general and administrative expenses over a useful life of 7 years. Recently Issued Accounting Pronouncements Not Yet Adopted — The Company has reviewed all recently issued accounting pronouncements and concluded that the pronouncements were either not applicable or will not have a significant impact to its consolidated financial statements.

REVENUE RECOGNITION

REVENUE RECOGNITION	3 Months Ended
	Mar. 26, 2023
Revenue from Contract with Customer [Abstract]
REVENUE RECOGNITION	REVENUE RECOGNITION The following table presents the Company’s revenue for the thirteen weeks ended March 26, 2023 and March 27, 2022 disaggregated by significant revenue channel: Thirteen weeks ended (dollar amounts in thousands) March 26, March 27, Owned Digital Channels $ 48,261 $ 43,927 In-Store Channel (Non-Digital component) 49,391 34,444 Marketplace Channel 27,410 24,220 Total Revenue $ 125,062 $ 102,591 Gift Cards Gift card liability included in gift card and loyalty liability within the accompanying condensed consolidated balance sheet was as follows: (dollar amounts in thousands) As of March 26, As of December 25, Gift Card Liability $ 1,836 $ 2,016 Revenue recognized from the redemption of gift cards that was included in gift card and loyalty liability at the beginning of the year was as follows: Thirteen weeks ended (dollar amounts in thousands) March 26, March 27, Revenue recognized from gift card liability balance at the beginning of the year $ 325 $ 253

FAIR VALUE

FAIR VALUE	3 Months Ended
	Mar. 26, 2023
Fair Value Disclosures [Abstract]
FAIR VALUE	FAIR VALUE The following tables present information about the Company’s financial liabilities measured at fair value on a recurring basis: Fair Value Measurements as of March 26, 2023 Fair Value Measurements as of December 25, 2022 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 (dollar amounts in thousands) Contingent consideration 22,348 — — 22,348 21,296 — — 21,296 The fair value of the contingent consideration was determined based on significant inputs not observable in the market. In connection with the acquisition of Spyce on September 7, 2021, the former equity holders of Spyce may receive up to 714,285 additional shares of Class A common stock, calculated based on the initial offering price of the Company’s Class A common stock of $28.00 per share sold in the Company’s IPO (the “Reference Price”), contingent on the achievement of certain performance milestones between the closing date of the acquisition and June 30, 2026. Additionally, the former equityholders of Spyce may receive true-up payments in cash as follows: if (i) as of the second anniversary of the closing date of the acquisition, the 30-Day Volume-Weighted Average Price of the Company’s Class A common stock (“VWAP Price”) is less than the Reference Price, then the Company shall pay to each former equityholder of Spyce that has continually held its 1,316,763 shares of the Company’s Class A common stock, during such period, the delta between the Reference Price and the VWAP Price for the upfront portion of the purchase price and (ii) as of the date of the achievement of any of the three milestones, the VWAP Price as of such milestone achievement date is less than the Reference Price, then the Company shall pay to each former equityholder of Spyce that is eligible to receive a milestone payment the delta between the Reference Price and the VWAP Price for the contingent consideration associated with such milestone. The contingent consideration was valued using the Monte Carlo method. The analysis considered, among other items, the equity value, the contractual terms of the Spyce merger agreement, potential liquidity event scenarios (prior to the IPO), the Company’s credit adjusted discount rate, equity volatility, risk-free rate and the probability of milestone targets required for issuance of shares under the contingent consideration will be achieved. The following table provides a roll forward of the aggregate fair values of the Company’s contingent consideration, for which fair value is determined using Level 3 inputs. (dollar amounts in thousands) Contingent Consideration Balance—December 25, 2022 $ 21,296 Change in fair value 1,052 Balance—March 26, 2023 $ 22,348

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	3 Months Ended
	Mar. 26, 2023
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	PROPERTY AND EQUIPMENT Property and equipment are stated at cost. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term or estimated useful life. A summary of property and equipment is as follows: (dollar amounts in thousands) As of March 26, As of December 25, Furniture and fixtures $ 29,915 $ 27,262 Computers and other equipment 31,884 30,543 Kitchen equipment 75,600 71,304 Leasehold improvements 226,936 212,825 Assets not yet placed in service 32,349 34,767 Total property and equipment 396,684 376,701 Less: accumulated depreciation (149,755) (141,444) Property and equipment, net $ 246,929 $ 235,257 Depreciation expense for the thirteen weeks ended March 26, 2023 and March 27, 2022 was $11.1 million and $8.8 million, respectively. As of March 26, 2023, the Company had 19 facilities under construction due to open during fiscal year 2023. As of December 25, 2022, the Company had 20 facilities under construction, all of which were due to open during fiscal year 2023. Depreciation commences after a store opens and the related assets are placed in service.

GOODWILL AND INTANGIBLE ASSETS,

GOODWILL AND INTANGIBLE ASSETS, NET	3 Months Ended
	Mar. 26, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLE ASSETS, NET	GOODWILL AND INTANGIBLE ASSETS, NET During the thirteen weeks ended March 26, 2023, there were no changes in the carrying amount of goodwill of $36.0 million. The following table presents the Company’s intangible assets, net balances: (dollar amounts in thousands) As of March 26, As of December 25, Internal use software $ 33,002 $ 31,502 Developed technology 20,050 20,050 Total intangible assets 53,052 51,552 Accumulated amortization (22,970) (20,990) Intangible assets, net $ 30,082 $ 30,562 Developed technology intangible assets were recognized in conjunction with the Company’s acquisition of Spyce on September 7, 2021. The estimated useful life of developed technology is five years. As of March 26, 2023, developed technology has not been placed into service. Amortization expense for intangible assets was $2.0 million and $1.9 million for the thirteen weeks ended March 26, 2023 and March 27, 2022, respectively. Estimated amortization of internal use software for each of the next five years is as follows: (dollar amounts in thousands) 2023 $ 4,629 2024 3,953 2025 1,400 2026 50 2027 —

ACCRUED EXPENSES

ACCRUED EXPENSES	3 Months Ended
	Mar. 26, 2023
Payables and Accruals [Abstract]
ACCRUED EXPENSES	ACCRUED EXPENSES Accrued expenses consist of the following: (dollar amounts in thousands) As of March 26, As of December 25, Rent deferrals $ 1,362 $ 1,728 Accrued general and sales tax 3,276 2,736 Accrued delivery fee 1,107 968 Accrued settlements and legal fees 1,256 1,106 Fixed asset accrual 4,316 5,963 Other accrued expenses 9,414 9,568 Total accrued expenses $ 20,731 $ 22,069

DEBT

DEBT	3 Months Ended
	Mar. 26, 2023
Debt Disclosure [Abstract]
DEBT	DEBT Credit Facili ty —On December 14, 2020 , the Company entered into a First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement (as subsequently amended, as discussed below, the “2020 Credit Facility”) with EagleBank. The 2020 Credit Facility superseded the Company’s 2017 revolving credit facility with EagleBank and allows the Company to borrow (i) up to $35.0 million (subsequently increased to $45.0 million) in the aggregate principal amount under the refinanced revolving facility and (ii) up to $10.0 million in the aggregate principal amount under a delayed draw term loan facility, which expired on December 14, 2021, and which was never drawn on. The refinanced revolving facility originally matured on December 14, 2022 (and has since been extended to December 13, 2024). However, if the Company issues certain convertible debt or unsecured indebtedness under the 2020 Credit Facility, then the refinanced revolving facility will mature on the earlier to occur of (i) the maturity date indicated in the previous sentence and (ii) 90 days prior to the scheduled maturity date for any portion of such permitted convertible debt or unsecured indebtedness. On May 9, 2022, the Company and Eagle Bank amended the 2020 Credit Facility to allow for the issuance of Letters of Credit of up to $1.5 million. In connection therewith, the Company entered into a $950,000 irrevocable standby Letter of Credit with Eagle Bank with The Travelers Indemnity Company as the beneficiary in connection with the Company’s workers compensation insurance policy. On December 13, 2022, the Company and Eagle Bank amended the 2020 Credit Facility to extend the maturity date from December 14, 2022 to December 13, 2024. The amendment also increased the revolving facility cap by $10.0 million, to allow for the Company to borrow up to $45.0 million in the aggregate principal amount under the refinanced revolving facility. The Company incurred $0.1 million of loan origination fees related to the amendment, which was recorded within other current assets on the audited consolidated balance sheets and will be amortized over the life of the facility. Under the 2020 Credit Facility, interest accrues on the outstanding loan balance and is payable monthly at a rate of the adjusted one-month term Secured Overnight Financing Rate, plus 2.90%, with a floor on the interest rate at 3.75%. As of March 26, 2023 and December 25, 2022, the Company had no outstanding balance under the 2020 Credit Facility. Under the 2020 Credit Facility, the Company is required to maintain certain levels of liquidity (defined as total cash and cash equivalents on hand plus the available amount under the revolving facility) which liquidity amount shall be no less than the trailing 90-day cash burn. The Company was in compliance with the applicable financial covenants as of March 26, 2023 and December 25, 2022. The obligations under the 2020 Credit Facility are guaranteed by the Company’s existing and future material subsidiaries and secured by substantially all of the Company’s and subsidiaries guarantor’s assets. The 2020 Credit Facility also restricts the Company’s ability, and the ability of the Company’s subsidiary guarantors, to, among other things, incur liens; incur additional indebtedness; transfer or dispose of assets; make acquisitions, change the nature of the business; guarantee obligations; pay dividends to shareholders or repurchase stock; and make advances, loans, or other investments. The 2020 Credit Facility contains customary events of default, including, without limitation, failure to pay the outstanding loans or accrued interest on the due date.

LEASES

LEASES	3 Months Ended
	Mar. 26, 2023
Leases [Abstract]
LEASES	LEASES As a result of the Company losing its emerging growth company status on December 25, 2022, the Company was required to adopt ASC 842, effective beginning on December 27, 2021. As a result, the amounts included in the Company’s condensed consolidated statement of operations represent the updated balances to the respective line items within previously filed quarterly statements’ condensed consolidated statement of operations. For the reasons described herein, the fiscal year 2022 quarterly information presented herein does not mirror the financial information included in our Quarterly Reports on Form 10-Q filed during fiscal year 2022. For the reasons described herein, the fiscal year-end 2022 as presented on the filed 2022 10-K conform to ASC 842. The Company leases restaurants and corporate office space under various non-cancelable lease agreements that expire on various dates through 2033. Lease terms for restaurants generally include a base term of 10 years, with options to extend these leases for additional periods of 5 to 15 years. The components of lease cost for the thirteen weeks ended March 26, 2023 and March 27, 2022 were as follows: (dollar amounts in thousands) Classification March 26, March 27, Operating lease cost Occupancy and related expense 11,829 9,640 Variable lease cost Occupancy and related expense 2,612 2,023 Short term lease cost Occupancy and related expense 145 145 Sublease income General and administrative expense (178) (178) Total lease cost $ 14,408 $ 11,630 As of March 26, 2023 , future minimum lease payments for operating leases consisted of the following: (dollar amounts in thousands) 2023 32,748 2024 52,260 2025 52,457 2026 51,329 2027 47,018 Thereafter 163,890 Total 399,702 Less: imputed interest 96,281 Total lease liabilities 303,421 As of March 26, 2023 and December 25, 2022 the Company had additional operating lease commitments of $22.5 million and $18.0 million, respectively, for non-cancelable leases without a possession date, which the Company anticipates will commence in fiscal year 2023 or early 2024. These nature of such lease commitments is consistent with the nature of the leases that the Company has executed thus far. A summary of lease terms and discount rates for operating leases as of March 26, 2023 and December 25, 2022 is as follows: March 26, December 25, Weighted average remaining lease term (years): Operating Leases 7.91 7.98 Weighted average discount rate: Operating Leases 6.35 % 6.09 % Supplemental cash flow information related to leases for the thirteen weeks ended March 26, 2023 and March 27, 2022: March 26, March 27, Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net of lease incentives $ 12,789 $ 8,930 Right of use assets obtained in exchange for lease obligations: Operating leases $ 10,532 $ 8,697

COMMON STOCK

COMMON STOCK	3 Months Ended
	Mar. 26, 2023
Equity [Abstract]
COMMON STOCK	COMMON STOCK As of March 26, 2023 and December 25, 2022, the Company had reserved shares of common stock for issuance in conn ection with the following: As of March 26, As of December 25, Options outstanding under the 2009 Stock Plan, 2019 Equity Incentive Plan, Spyce Food Co. 2016 Stock Option Plan and Grant Plan and 2021 Equity Incentive Plan 14,367,322 13,813,922 Shares reserved for achievement of Spyce milestones 714,285 714,285 Shares reserved for employee stock purchase plan 3,000,000 3,000,000 RSUs and PSUs outstanding under the 2019 Equity Incentive Plan and 2021 Equity Incentive Plan 8,231,831 8,402,109 Shares available for future issuance under the 2019 Equity Incentive Plan and 2021 Equity Incentive Plan 9,961,480 10,655,568 Total reserved shares of common stock 36,274,918 36,585,884

STOCK - BASED COMPENSATION

STOCK - BASED COMPENSATION	3 Months Ended
	Mar. 26, 2023
Share-Based Payment Arrangement [Abstract]
STOCK - BASED COMPENSATION	STOCK-BASED COMPENSATION 2021 Equity Incentive Plan In connection with the Company’s IPO, the Company adopted the 2021 Equity Incentive Plan (the “2021 Plan”), which allows for issuance of stock options (including incentive stock options and non-qualified stock options), RSUs, including performance-based awards, and other types of awards. The maximum number of shares of common stock that may be issued under the 2021 Plan is 35,166,753, which is the sum of (i) 11,500,000 new shares, plus (ii) an additional number of shares consisting of (a) shares that were available for the issuance of awards under any prior equity incentive plans in place (which shall include the Prior Stock Plans (as defined below)) and the options to purchase certain shares of common stock, assumed by the Company, pursuant to the Spyce Food Co. 2016 Stock Option and Grant Plan, prior to the time the Company’s 2021 Plan became effective and (b) any shares of the Company’s common stock subject to outstanding stock options or other stock awards granted under the Prior Stock Plans that on or after the Company’s 2021 Plan became effective, terminate or expire prior to the exercise or settlement; are not issued because the award is settled in cash; are forfeited because of the failure to vest; or are reacquired or withheld (or not issued) to satisfy a tax withholding obligation or the purchase or exercise price. Options granted during, or prior to, the thirteen weeks ended March 26, 2023 generally have vesting terms between twelve months and four years and have a contractual life of 10 years. The Company issues shares of Class A common stock upon the vesting and settlement of RSUs and upon the exercises of stock options under the 2021 Plan. The 2021 Plan is administered by the board of directors, or a duly authorized committee of the Company’s board of directors. Options granted to members of the Company’s board of directors generally vest immediately. 2009 Stock Plan and 2019 Equity Incentive Plan Prior to the Company’s IPO, the Company granted stock options, RSUs and performance-based restricted stock awards (“PSUs”) to its employees, as well as nonemployees (including directors and others who provide substantial services to the Company) under the Company’s 2009 Stock Plan and 2019 Equity Incentive Plan (collectively, the “Prior Stock Plans”). Awards permitted to be granted under the Prior Stock Plans include incentive stock options to the Company’s employees and non-qualified stock options to the Company’s employees and non-employees, as well as stock appreciation rights, restricted stock awards, RSUs (including PSUs), and other forms of stock awards to the Company’s employees, directors and consultants and any of the Company’s affiliated employees and consultants. Options granted in the fiscal year ended December 26, 2021 and prior generally have vesting terms between one year and four years and have a contractual life of 10 years. No further stock awards will be granted under the Prior Stock Plans now that the 2021 Equity Incentive Plan is effective; however, awards outstanding under the Prior Stock Plans will continue to be governed by their existing terms. Spyce Acquisition In conjunction with the Spyce acquisition, the Company issued shares of Class S stock which converted to the Class A common stock upon the Company’s IPO. Shares of Class S stock that were issued to certain Spyce employees, and the corresponding shares of Class A common stock received by such employees in connection with the Company’s IPO, are subject to time-based service requirements and will vest on September 7, 2023, subject to vesting acceleration in full upon the occurrence of certain events. As the value is fixed, the grant date fair value of these shares represents the fair value of the shares on the acquisition date. For both the thirteen weeks ended March 26, 2023 and March 27, 2022, the Company recognized stock-based compensation expense of $0.8 million , related to the vested portion of such shares. 2021 Employee Stock Purchase Plan In conjunction with the IPO, the Company’s board of directors adopted, and the Company’s stockholders approved the Company’s 2021 employee stock purchase plan (the “ESPP”). The Company’s ESPP authorizes the issuance of 3,000,000 shares of common stock under purchase rights granted to the Company’s employees or to the employees of any of its designated affiliates. The number of shares of the Company’s common stock reserved for issuance will automatically increase on January 1 of each year for a period of 10 years, which began on January 1, 2023, by the lesser of (i) 1% of the total number of shares of the Company’s common stock outstanding on December 31 of the immediately preceding year; and (ii) 4,300,000 shares, except before the date of any such increase, the Company’s board of directors may determine that such increase will be less than the amount set forth in clauses (i) and (ii). On January 1, 2023 the ESPP authorized shares increased by 1,111,331 to 4,111,331 in accordance with the above. As of March 26, 2023, there had been no offering period or purchase period under the ESPP, and no such period will begin unless and until determined by the administrator. Stock Options The following table summarizes the Company’s stock option activity for the thirteen weeks ended March 26, 2023 and March 27, 2022: (dollar amounts in thousands except per share amounts) Number of Shares Weighted Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Balance—December 25, 2022 13,813,922 $ 7.86 6.63 $ 34,454 Options granted 1,014,844 7.95 Options exercised (160,964) 4.77 Options forfeited (256,242) 8.66 Options expired (44,238) 11.09 Balance—March 26, 2023 14,367,322 $ 7.88 6.75 $ 17,845 Exercisable—March 26, 2023 9,945,317 $ 6.24 5.79 $ 17,638 Vested and expected to vest—March 26, 2023 14,367,322 $ 7.88 6.75 $ 17,845 (dollar amounts in thousands except per share amounts) Number of Shares Weighted Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Balance—December 26, 2021 13,773,414 $ 6.87 7.42 $ 337,269 Options assumed — — Options granted 369,274 25.39 Options exercised (153,158) 5.45 Options forfeited (53,721) 9.99 Options expired (11,197) 6.07 Balance—March 27, 2022 13,924,612 $ 7.37 7.31 $ 348,686 Exercisable—March 27, 2022 8,642,689 $ 5.07 6.31 $ 236,185 Vested and expected to vest—March 27, 2022 13,924,612 $ 7.37 7.31 $ 348,686 The weighted-average fair value of options granted during the thirteen weeks ended March 26, 2023 and thirteen weeks ended March 27, 2022, was $8.43 and $11.16 , respectively. The fair value of each option granted has been estimated as of the date of the grant using the Black-Scholes option-pricing model. The Company has elected to account for forfeitures as they occur. As of March 26, 2023, there was $21.6 million in unrecognized compensation expense related to unvested stock-based compensation arrangements and is expected to be recognized over a weighted average period 2.37 years. Restricted Stock Units and Performance Stock Units Restricted stock units The following table summarizes the Company’s RSU activity for the thirteen weeks ended March 26, 2023 and March 27, 2022 : (dollar amounts in thousands except per share amounts) Number of Shares Weighted-Average Grant Date Fair Value Balance—December 25, 2022 1,780,681 $ 23.40 Granted 214,431 8.42 Released (155,558) 22.15 Forfeited (229,151) 22.65 Balance— March 26, 2023 1,610,403 $ 23.77 (dollar amounts in thousands except per share amounts) Number of Shares Weighted-Average Grant Date Fair Value Balance—December 26, 2021 2,392,426 $ 24.18 Granted 235,972 25.70 Released (12,500) 23.00 Forfeited (60,711) 29.22 Balance— March 27, 2022 2,555,187 $ 24.21 As of March 26, 2023, unrecognized compensation expense related to RS Us was $21.0 million and is expected to be recognized over a weighted average period of 1.81 years. The fair value of shares released as of the vesting date during the thirteen weeks ended March 26, 2023 wa s $1.6 million . Performance stock units In October 2021, the Company granted 2,100,000 PSUs to each founder (the “founder PSUs”) for a total of 6,300,000 PSUs, under the 2019 Equity Incentive Plan. The founder PSUs vest upon the satisfaction of a service condition and the achievement of certain stock price goals. As of March 26, 2023 unrecognized compensation expense related to the founder PSU s was $51.5 million and is expected to be recognized over a weighted average period of 1.73 years . Subsequent to the Company’s IPO, the Company issued 321,428 PSUs to the Spyce founders (“Spyce PSUs”) based on three separate performance-based milestone targets. During the thirteen weeks ended March 26, 2023, the Company has not recorded any stock-based compensation expense related to the Spyce PSUs, as no expense will be recognized until the targets are probable of being met. Unrecognized compensation expense related to the Spyce PSUs was $9.8 million, which will be expensed if the performance-based milestone targets become probable of being met. There were no PSU grants during the thirteen weeks ended March 26, 2023 and March 27, 2022. A summary of stock-based compensation expense recognized during the thirteen weeks ended March 26, 2023 and March 27, 2022 is as follows: Thirteen weeks ended (dollar amounts in thousands) March 26, March 27, Stock-options $ 2,472 $ 2,532 Restricted stock units 2,745 10,584 Performance stock units 9,048 9,049 Total stock-based compensation $ 14,265 $ 22,165

INCOME TAXES

INCOME TAXES	3 Months Ended
	Mar. 26, 2023
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The Company’s entire pretax loss for the thirteen weeks ended March 26, 2023 and March 27, 2022 was from its U.S domestic operations. The Company’s tax provision for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items arising during interim periods. For the thirteen weeks ended March 26, 2023 and March 27, 2022, there were no significant discrete items recorded and the Company recorded a $0.3 million and less than $0.1 million in income tax expense, respectively. On March 27, 2020, President Trump signed into law the CARES Act. Intended to provide economic relief to those impacted by the COVID-19 pandemic, the CARES Act includes provisions, among others, to enhance business’ liquidity and provide for refundable employee retention tax credits, which could be used to offset payroll tax liabilities. On March 11, 2021, President Biden signed the American Rescue Plan Act (“ARPA”). The ARPA includes several provisions, such as measures that extend and expand the employee retention credit, previously enacted under the CARES Act, through September 30, 2021. As there is no authoritative guidance under U.S. GAAP on accounting for government assistance to for-profit business entiti es, the Company accounts for the ERC by analogy to International Accounting Standard ("IAS") 20, Accounting for Government Grants and Disclosure of Government Assistance. In accordance with IAS 20, management determined it has reasonable assurance for receipt of the ERC and recorded the ERC benefit of $1.8 million within Labor and other related expenses and $5.1 million within general and administrative expenses in the Condensed Consolidated Statement of Op erations for the thirteen ended March 26, 2023 as an offset to Social Security tax expense. The Company recorded a corresponding receivable for the benefit expected to be received within other current assets on the Condensed Consolidated Balance Sheet as of March 26, 2023. On August 16, 2022, President Biden signed the Inflation Reduction Act of 2022 (“IRA”) into law. The IRA contains several revisions to the Internal Revenue Code, including a 15% corporate minimum income tax for entities with adjusted financial statement income of over $1.0 billion and a 1% excise tax on corporate stock repurchases in tax years beginning after December 31, 2022. These tax law changes did not have a material adverse effect on the Company’s results of operations.

NET LOSS PER SHARE

NET LOSS PER SHARE	3 Months Ended
	Mar. 26, 2023
Earnings Per Share [Abstract]
NET LOSS PER SHARE	NET LOSS PER SHARE During the thirteen weeks ended March 26, 2023 and March 27, 2022, the rights, including the liquidation and dividend rights, of the holders of Class A and Class B common stock were identical, except with respect to voting. As the liquidation and dividend rights were identical, the undistributed earnings were allocated on a proportionate basis and the resulting net loss per share attributable to common stockholders were, therefore, the same for both Class A and Class B common stock on an individual or combined basis. The following table sets forth the computation of net loss per common share: Thirteen weeks ended March 26, March 27, (dollar amounts in thousands) Numerator: Net loss $ (33,657) $ (49,652) Denominator: Weighted-average common shares outstanding—basic and diluted 111,297,064 109,472,050 Earnings per share—basic and diluted $ (0.30) $ (0.45) The Company’s potentially dilutive securities, which include preferred stock, time-based vesting restricted stock units, performance stock units, contingently issuable stock and options to purchase common stock, have been excluded from the computation of diluted net loss per share as the effect would be antidilutive. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Thirteen weeks ended March 26, March 27, Options to purchase common stock 14,367,322 13,924,612 Time-based vesting restricted stock units 1,610,403 2,555,187 Performance stock units 6,621,428 6,621,428 Contingently issuable stock 714,285 714,285 Total common stock equivalents 23,313,438 23,815,512

RELATED-PARTY TRANSACTIONS

RELATED-PARTY TRANSACTIONS	3 Months Ended
	Mar. 26, 2023
Related Party Transactions [Abstract]
RELATED-PARTY TRANSACTIONS	RELATED-PARTY TRANSACTIONSThe Company’s founders and Chief Financial Officer each hold indirect minority passive interests in Luzzatto Opportunity Fund II, LLC, an entity which holds indirect equity interests in Welcome to the Dairy, LLC, which is the owner of the properties leased by the Company for the Company’s principal corporate headquarters. For the thirteen weeks ended March 26, 2023 and March 27, 2022, total payments to Welcome to the Dairy, LLC, totaled $1.0 million and $1.7 million, respectively.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 26, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Lease Commitments The Company is obligated under various operating leases related to its office facilities, restaurant locations, and certain equipment under non-cancelable operating leases that expire on various dates. Under certain of these leases, the Company is liable for contingent rent based on a percentage of sales in excess of specified thresholds and typically responsible for its proportionate share of real estate taxes, CAMs and other occupancy costs. Refer to Note 8, Leases, for additional information. Purchase Obligations Purchase obligations include agreements to purchase goods or services that are enforceable and legally binding on us and that specify all significant terms. The majority of the Company’s purchase obligations relate to amounts owed for supplies within its restaurants and are due within the next twelve months. Legal Contingencies The Company is subject to various claims, lawsuits, governmental investigations and administrative proceedings that arise in the ordinary course of business. The Company does not believe that the ultimate resolution of any of these matters will have a material effect on the Company’s financial position, results of operations, liquidity, or capital resources. However, an increase in the number of these claims, or one or more successful claims under which the Company incurs greater liabilities than the Company currently anticipates, could materially and adversely affect the Company’s business, financial position, results of operations, and cash flows.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 26, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTSThe Company evaluated subsequent events through May 4, 2023, the date its accompanying condensed consolidated financial statements were available to be issued, and determined there are no events that require adjustment to or disclosure in these condensed consolidated financial statements.

DESCRIPTION OF BUSINESS AND S_2

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 26, 2023
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation —The accompanying condensed consolidated financial statements include the accounts of the Company. All intercompany balances and transactions have been eliminated in consolidation.
Fiscal Year	Fiscal Year —The Company’s fiscal year is a 52- or 53-week period that ends on the Sunday closest to the last day of December. Fiscal year 2023 is a 53-week period that ends December 31, 2023 and fiscal year 2022 was a 52-week period that ended December 25, 2022. In a 52-week fiscal year, each quarter includes 13 weeks of operations. In a 53-week fiscal year, the first, second and third quarters each include 13 weeks of operations, and the fourth quarter includes 14 weeks of operations.
Management’s Use of Estimates	Management’s Use of Estimates —The condensed consolidated financial statements have been prepared by the Company in accordance with GAAP and the rules and regulations of the SEC. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates made by the Company include the income tax valuation allowance, impairment of long-lived assets and operating lease assets, legal liabilities, fair value of contingent consideration liability, lease accounting matters, valuation of intangible assets acquired in business combinations, goodwill and stock-based compensation. These estimates are based on information available as of the date of the condensed consolidated financial statements; therefore, actual results could differ from those estimates.
Reclassification	Reclassification— The Company has elected to reclassify prior period costs related to utilities and repairs and maintenance costs to conform with the current presentation of occupancy and other related costs within the consolidated statement of operations. As such, prior period financial information has been reclassified, and as a result of the change, the Company reclassified $4.2 million for the thirteen weeks ended March 27, 2022 from occupancy and related expenses to other restaurant operating costs.
Fair Value of Financial Instruments	Fair Value of Financial Instruments —The fair value measurement accounting guidance creates a fair value hierarchy to prioritize the inputs used to measure fair value into three categories. A financial instrument’s level within the fair value hierarchy is based on the lowest level of input significant to the fair value measurement, where Level 1 is the highest category (observable inputs) and Level 3 is the lowest category (unobservable inputs). The three levels are defined as follows: Level 1 —Quoted prices for identical instruments in active markets. Level 2 —Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which significant value drivers are observable. Level 3 —Unobservable inputs for the asset or liability. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The carrying amount of accounts receivable, other current assets, accounts payable, accrued payroll and accrued expenses approximates fair value due to the short-term maturity of these financial instruments. The Company’s contingent consideration is carried at fair value determined using Level 3 inputs in the fair value. For further details see Note 3. Certain assets and liabilities are measured at fair value on a nonrecurring basis. In other words, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). For further details see Note 3.
Impairment of Long-Lived Assets and Closed-Store Costs	Impairment and closure costs —Impairment includes impairment charges related to the Company’s long-lived assets, which include property and equipment and internally developed software, and operating lease assets. Long-lived assets are reviewed for recoverability at the lowest level in which there are identifiable cash flows (“asset group”). The Company determined that triggering events, primarily related to the impact of changing customer behavior trends, including slower than expected return to office during and following the COVID-19 pandemic (including as a result of many workplaces adopting remote or hybrid models) and as a result of broader macroeconomic conditions on the Company’s near-term restaurant level cash flow forecasts, certain restaurants during the thirteen weeks ended March 26, 2023 and March 27, 2022 required an impairment review of the Company’s long-lived assets. Based on the results of this analysis, the Company did not record any non-cash impairment charges. Closure costs include lease and related costs associated with closed restaurants, including the amortization of the operating lease asset, and expenses associated with CAM and real estate taxes for previously impaired stores. For the thirteen weeks ended March 26, 2023 and March 27, 2022, the Company recognized closure costs of $0.2 million and less than $0.1 million related to the amortization of the operating lease asset, and expenses associated with common area maintenance (“CAM”) and real estate taxes for previously-closed stores, including three previously-impaired stores that were closed during the thirteen weeks ended March 26, 2023. Restructuring Charges - Restructuring charges are expenses that are paid in connection with the reorganization of the Company’s operations. These costs primarily include the amortization of the operating lease asset related to the Company’s vacated sweetgreen Support Center, as well as related real estate and CAM charges.
Contingent Consideration	Contingent Consideration - Due to certain conversion features, the contingent consideration issued as part of the Spyce acquisition is considered a liability in accordance with ASC 480. The liability associated with the contingent consideration is initially recorded at fair value upon the issuance date and is subsequently re-measured to fair value at each reporting date. See Note 3. The initial fair value of the liability for the contingent consideration was $16.4 million and was included as part of the purchase price for the Spyce acquisition. The fair value of the liability as of March 26, 2023 was $22.3 million.
Cash and Cash Equivalents	Cash and Cash Equivalents —The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Amounts receivable from credit card
Restricted Cash	Restricted Cash —The Company’s restricted cash balance relates to certificates of deposit that are collateral for letters of credit to lease agreements entered into by the Company.
Concentrations of Risk	Concentrations of Risk —The Company maintains cash balances at several financial institutions located in the United States. The cash balances may, at times, exceed federally insured limits. Accounts are guaranteed by the Federal Deposit Insurance Corporation (“FDIC”) up to $0.3 million.
Deferred Costs	Deferred Costs—Deferred costs primarily consist of capitalized implementation costs from cloud computing arrangements in relation to a new enterprise resource planning system (“ERP”). These costs amounted to $5.6 million as of March 26, 2023 and are recorded within other current assets and other assets in the condensed consolidated balance sheets. The amortization of these costs are recognized within the Company’s condensed consolidated statement of operations under general and administrative expenses over a useful life of 7 years.
Recently Issued Accounting Pronouncements Not Yet Adopted	Recently Issued Accounting Pronouncements Not Yet Adopted — The Company has reviewed all recently issued accounting pronouncements and concluded that the pronouncements were either not applicable or will not have a significant impact to its consolidated financial statements.

DESCRIPTION OF BUSINESS AND S_3

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 26, 2023
Accounting Policies [Abstract]
Schedule of Cash and Cash Equivalents	The reconciliation of cash and cash equivalents and restricted cash presented in the Company’s accompanying condensed consolidated balance sheets to the total amount shown in its condensed consolidated statements of cash flows is as follows: (dollar amounts in thousands) As of March 26, As of December 25, Reconciliation of cash, cash equivalents and restricted cash: Cash and cash equivalents $ 296,828 $ 331,614 Restricted cash, noncurrent 125 125 Total cash, cash equivalents and restricted cash shown on statement of cash flows $ 296,953 $ 331,739
Schedule of Restricted Cash	The reconciliation of cash and cash equivalents and restricted cash presented in the Company’s accompanying condensed consolidated balance sheets to the total amount shown in its condensed consolidated statements of cash flows is as follows: (dollar amounts in thousands) As of March 26, As of December 25, Reconciliation of cash, cash equivalents and restricted cash: Cash and cash equivalents $ 296,828 $ 331,614 Restricted cash, noncurrent 125 125 Total cash, cash equivalents and restricted cash shown on statement of cash flows $ 296,953 $ 331,739

REVENUE RECOGNITION (Tables)

REVENUE RECOGNITION (Tables)	3 Months Ended
	Mar. 26, 2023
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregation of Revenue by Significant Revenue Channel	The following table presents the Company’s revenue for the thirteen weeks ended March 26, 2023 and March 27, 2022 disaggregated by significant revenue channel: Thirteen weeks ended (dollar amounts in thousands) March 26, March 27, Owned Digital Channels $ 48,261 $ 43,927 In-Store Channel (Non-Digital component) 49,391 34,444 Marketplace Channel 27,410 24,220 Total Revenue $ 125,062 $ 102,591
Schedule of Gift Card Liability Included in Gift Card and Loyalty Liability	Gift card liability included in gift card and loyalty liability within the accompanying condensed consolidated balance sheet was as follows: (dollar amounts in thousands) As of March 26, As of December 25, Gift Card Liability $ 1,836 $ 2,016 Revenue recognized from the redemption of gift cards that was included in gift card and loyalty liability at the beginning of the year was as follows: Thirteen weeks ended (dollar amounts in thousands) March 26, March 27, Revenue recognized from gift card liability balance at the beginning of the year $ 325 $ 253

FAIR VALUE (Tables)

FAIR VALUE (Tables)	3 Months Ended
	Mar. 26, 2023
Fair Value Disclosures [Abstract]
Schedule of Financial Liabilities Measured at Fair Value	The following tables present information about the Company’s financial liabilities measured at fair value on a recurring basis: Fair Value Measurements as of March 26, 2023 Fair Value Measurements as of December 25, 2022 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 (dollar amounts in thousands) Contingent consideration 22,348 — — 22,348 21,296 — — 21,296
Schedule of Fair Values Roll Forward of Contingent Consideration	The following table provides a roll forward of the aggregate fair values of the Company’s contingent consideration, for which fair value is determined using Level 3 inputs. (dollar amounts in thousands) Contingent Consideration Balance—December 25, 2022 $ 21,296 Change in fair value 1,052 Balance—March 26, 2023 $ 22,348

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	3 Months Ended
	Mar. 26, 2023
Property, Plant and Equipment [Abstract]
Summary of Property and Equipment	A summary of property and equipment is as follows: (dollar amounts in thousands) As of March 26, As of December 25, Furniture and fixtures $ 29,915 $ 27,262 Computers and other equipment 31,884 30,543 Kitchen equipment 75,600 71,304 Leasehold improvements 226,936 212,825 Assets not yet placed in service 32,349 34,767 Total property and equipment 396,684 376,701 Less: accumulated depreciation (149,755) (141,444) Property and equipment, net $ 246,929 $ 235,257

GOODWILL AND INTANGIBLE ASSET_2

GOODWILL AND INTANGIBLE ASSETS, NET (Tables)	3 Months Ended
	Mar. 26, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Asset, Net	The following table presents the Company’s intangible assets, net balances: (dollar amounts in thousands) As of March 26, As of December 25, Internal use software $ 33,002 $ 31,502 Developed technology 20,050 20,050 Total intangible assets 53,052 51,552 Accumulated amortization (22,970) (20,990) Intangible assets, net $ 30,082 $ 30,562
Schedule of Estimated Amortization of Internal Use Software	Estimated amortization of internal use software for each of the next five years is as follows: (dollar amounts in thousands) 2023 $ 4,629 2024 3,953 2025 1,400 2026 50 2027 —

ACCRUED EXPENSES (Tables)

ACCRUED EXPENSES (Tables)	3 Months Ended
	Mar. 26, 2023
Payables and Accruals [Abstract]
Schedule of Accrued Expenses	Accrued expenses consist of the following: (dollar amounts in thousands) As of March 26, As of December 25, Rent deferrals $ 1,362 $ 1,728 Accrued general and sales tax 3,276 2,736 Accrued delivery fee 1,107 968 Accrued settlements and legal fees 1,256 1,106 Fixed asset accrual 4,316 5,963 Other accrued expenses 9,414 9,568 Total accrued expenses $ 20,731 $ 22,069

LEASES (Tables)

LEASES (Tables)	3 Months Ended
	Mar. 26, 2023
Leases [Abstract]
Components of Lease Cost	The components of lease cost for the thirteen weeks ended March 26, 2023 and March 27, 2022 were as follows: (dollar amounts in thousands) Classification March 26, March 27, Operating lease cost Occupancy and related expense 11,829 9,640 Variable lease cost Occupancy and related expense 2,612 2,023 Short term lease cost Occupancy and related expense 145 145 Sublease income General and administrative expense (178) (178) Total lease cost $ 14,408 $ 11,630 A summary of lease terms and discount rates for operating leases as of March 26, 2023 and December 25, 2022 is as follows: March 26, December 25, Weighted average remaining lease term (years): Operating Leases 7.91 7.98 Weighted average discount rate: Operating Leases 6.35 % 6.09 % Supplemental cash flow information related to leases for the thirteen weeks ended March 26, 2023 and March 27, 2022: March 26, March 27, Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net of lease incentives $ 12,789 $ 8,930 Right of use assets obtained in exchange for lease obligations: Operating leases $ 10,532 $ 8,697
Future Minimum Lease Payments	As of March 26, 2023 , future minimum lease payments for operating leases consisted of the following: (dollar amounts in thousands) 2023 32,748 2024 52,260 2025 52,457 2026 51,329 2027 47,018 Thereafter 163,890 Total 399,702 Less: imputed interest 96,281 Total lease liabilities 303,421

COMMON STOCK (Tables)

COMMON STOCK (Tables)	3 Months Ended
	Mar. 26, 2023
Equity [Abstract]
Schedule of Reserved Shares of Common Stock For Issuance	As of March 26, 2023 and December 25, 2022, the Company had reserved shares of common stock for issuance in conn ection with the following: As of March 26, As of December 25, Options outstanding under the 2009 Stock Plan, 2019 Equity Incentive Plan, Spyce Food Co. 2016 Stock Option Plan and Grant Plan and 2021 Equity Incentive Plan 14,367,322 13,813,922 Shares reserved for achievement of Spyce milestones 714,285 714,285 Shares reserved for employee stock purchase plan 3,000,000 3,000,000 RSUs and PSUs outstanding under the 2019 Equity Incentive Plan and 2021 Equity Incentive Plan 8,231,831 8,402,109 Shares available for future issuance under the 2019 Equity Incentive Plan and 2021 Equity Incentive Plan 9,961,480 10,655,568 Total reserved shares of common stock 36,274,918 36,585,884

STOCK - BASED COMPENSATION (Tab

STOCK - BASED COMPENSATION (Tables)	3 Months Ended
	Mar. 26, 2023
Share-Based Payment Arrangement [Abstract]
Summary of Stock Option Activity	The following table summarizes the Company’s stock option activity for the thirteen weeks ended March 26, 2023 and March 27, 2022: (dollar amounts in thousands except per share amounts) Number of Shares Weighted Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Balance—December 25, 2022 13,813,922 $ 7.86 6.63 $ 34,454 Options granted 1,014,844 7.95 Options exercised (160,964) 4.77 Options forfeited (256,242) 8.66 Options expired (44,238) 11.09 Balance—March 26, 2023 14,367,322 $ 7.88 6.75 $ 17,845 Exercisable—March 26, 2023 9,945,317 $ 6.24 5.79 $ 17,638 Vested and expected to vest—March 26, 2023 14,367,322 $ 7.88 6.75 $ 17,845 (dollar amounts in thousands except per share amounts) Number of Shares Weighted Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Balance—December 26, 2021 13,773,414 $ 6.87 7.42 $ 337,269 Options assumed — — Options granted 369,274 25.39 Options exercised (153,158) 5.45 Options forfeited (53,721) 9.99 Options expired (11,197) 6.07 Balance—March 27, 2022 13,924,612 $ 7.37 7.31 $ 348,686 Exercisable—March 27, 2022 8,642,689 $ 5.07 6.31 $ 236,185 Vested and expected to vest—March 27, 2022 13,924,612 $ 7.37 7.31 $ 348,686
Summary of Restricted Stock Units Activity	The following table summarizes the Company’s RSU activity for the thirteen weeks ended March 26, 2023 and March 27, 2022 : (dollar amounts in thousands except per share amounts) Number of Shares Weighted-Average Grant Date Fair Value Balance—December 25, 2022 1,780,681 $ 23.40 Granted 214,431 8.42 Released (155,558) 22.15 Forfeited (229,151) 22.65 Balance— March 26, 2023 1,610,403 $ 23.77 (dollar amounts in thousands except per share amounts) Number of Shares Weighted-Average Grant Date Fair Value Balance—December 26, 2021 2,392,426 $ 24.18 Granted 235,972 25.70 Released (12,500) 23.00 Forfeited (60,711) 29.22 Balance— March 27, 2022 2,555,187 $ 24.21
Summary of Stock-based Compensation Expense	A summary of stock-based compensation expense recognized during the thirteen weeks ended March 26, 2023 and March 27, 2022 is as follows: Thirteen weeks ended (dollar amounts in thousands) March 26, March 27, Stock-options $ 2,472 $ 2,532 Restricted stock units 2,745 10,584 Performance stock units 9,048 9,049 Total stock-based compensation $ 14,265 $ 22,165

NET LOSS PER SHARE (Tables)

NET LOSS PER SHARE (Tables)	3 Months Ended
	Mar. 26, 2023
Earnings Per Share [Abstract]
Schedule of Computation of Net Loss Per Common Share	The following table sets forth the computation of net loss per common share: Thirteen weeks ended March 26, March 27, (dollar amounts in thousands) Numerator: Net loss $ (33,657) $ (49,652) Denominator: Weighted-average common shares outstanding—basic and diluted 111,297,064 109,472,050 Earnings per share—basic and diluted $ (0.30) $ (0.45)
Schedule of Anti-dilutive Shares Excluded	The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Thirteen weeks ended March 26, March 27, Options to purchase common stock 14,367,322 13,924,612 Time-based vesting restricted stock units 1,610,403 2,555,187 Performance stock units 6,621,428 6,621,428 Contingently issuable stock 714,285 714,285 Total common stock equivalents 23,313,438 23,815,512

DESCRIPTION OF BUSINESS AND S_4

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) $ in Thousands	3 Months Ended
	Mar. 26, 2023 USD ($) restaurant segment state	Mar. 27, 2022 USD ($)	Dec. 25, 2022 USD ($)
Change in Accounting Estimate [Line Items]
Number of restaurants | restaurant	195
Number of states | state	16
Number of restaurants opened | restaurant	9
Operating segments | segment	1
Reportable segments | segment	1
Restaurant operating costs	$ (108,125)	$ (89,200)
Impairment and closure costs	190	$ 17
Contingent consideration liability	22,348		$ 21,296
Accounts receivable	5,064		3,244
Federal deposit insurance corporation (up to)	300
Deferred costs	$ 5,600
Amortization period of deferred costs	7 years
New York City metropolitan area | Revenue | Geographic
Change in Accounting Estimate [Line Items]
Concentration risk percentage	28%	31%
Credit card processors
Change in Accounting Estimate [Line Items]
Accounts receivable	$ 2,400		$ 700
Spyce
Change in Accounting Estimate [Line Items]
Contingent consideration liability	16,400
Contingent consideration liability	22,300
One Spyce store closed
Change in Accounting Estimate [Line Items]
Impairment and closure costs	$ 200	$ 100
corporate closed store
Change in Accounting Estimate [Line Items]
Number of restaurants | restaurant	3
Occupancy and related expenses
Change in Accounting Estimate [Line Items]
Restaurant operating costs	$ (12,630)	(10,517)
Occupancy and related expenses | Revision of Prior Period, Reclassification, Adjustment
Change in Accounting Estimate [Line Items]
Restaurant operating costs		4,200
Other restaurant operating costs
Change in Accounting Estimate [Line Items]
Restaurant operating costs	$ (20,665)	(17,275)
Other restaurant operating costs | Revision of Prior Period, Reclassification, Adjustment
Change in Accounting Estimate [Line Items]
Restaurant operating costs		$ (4,200)

DESCRIPTION OF BUSINESS AND S_5

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Mar. 26, 2023	Dec. 25, 2022	Mar. 27, 2022	Dec. 26, 2021
Reconciliation of cash, cash equivalents and restricted cash:
Cash and cash equivalents	$ 296,828	$ 331,614
Restricted cash, noncurrent	125	125
Total cash, cash equivalents and restricted cash shown on statement of cash flows	$ 296,953	$ 331,739	$ 436,790	$ 472,299

REVENUE RECOGNITION - Disaggreg

REVENUE RECOGNITION - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Disaggregation of Revenue [Line Items]
Total Revenue	$ 125,062	$ 102,591
Owned Digital Channels | Direct
Disaggregation of Revenue [Line Items]
Total Revenue	48,261	43,927
In-Store Channel (Non-Digital component) | Direct
Disaggregation of Revenue [Line Items]
Total Revenue	49,391	34,444
Marketplace Channel | 3rd party
Disaggregation of Revenue [Line Items]
Total Revenue	$ 27,410	$ 24,220

REVENUE RECOGNITION - Schedule

REVENUE RECOGNITION - Schedule of Contract with Customer, Contract Asset, Contract Liability, and Receivable (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022	Dec. 25, 2022
Disaggregation of Revenue [Line Items]
Gift Card Liability	$ 1,836		$ 2,016
Gift Cards
Disaggregation of Revenue [Line Items]
Gift Card Liability	1,836		$ 2,016
Revenue recognized from gift card liability balance at the beginning of the year	$ 325	$ 253

FAIR VALUE - Schedule of Financ

FAIR VALUE - Schedule of Financial Liabilities Measured at Fair Value (Details) - Recurring - USD ($) $ in Thousands	Mar. 26, 2023	Dec. 25, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	$ 22,348	$ 21,296
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	0	0
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	0	0
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	$ 22,348	$ 21,296

FAIR VALUE - Narrative (Details

FAIR VALUE - Narrative (Details)	Sep. 07, 2021 milestone $ / shares shares	Mar. 26, 2023 shares
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Performance based milestone targets | milestone	3
IPO
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Shares issued (in dollars per share) | $ / shares	$ 28
Spyce
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Additional shares issued (in shares)	714,285
Covenant, acquisition company share holders (in shares)		1,316,763

FAIR VALUE - Schedule of Fair V

FAIR VALUE - Schedule of Fair Values Roll Forward of Contingent Consideration (Details) - Level 3 - Contingent consideration $ in Thousands	3 Months Ended
	Mar. 26, 2023 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning Balance	$ 21,296
Change in fair value	1,052
Ending Balance	$ 22,348

PROPERTY AND EQUIPMENT - Summar

PROPERTY AND EQUIPMENT - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Mar. 26, 2023	Dec. 25, 2022
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 396,684	$ 376,701
Less: accumulated depreciation	(149,755)	(141,444)
Property and equipment, net	246,929	235,257
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment	29,915	27,262
Computers and other equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	31,884	30,543
Kitchen equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	75,600	71,304
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	226,936	212,825
Assets not yet placed in service
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 32,349	$ 34,767

PROPERTY AND EQUIPMENT - Narrat

PROPERTY AND EQUIPMENT - Narrative (Details) $ in Millions	3 Months Ended		12 Months Ended
	Mar. 26, 2023 USD ($) facility	Mar. 27, 2022 USD ($)	Dec. 25, 2022 facility
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 11.1	$ 8.8
Number of facilities under construction | facility	19		20
Research and Development Expense	$ 0.3	$ 0.2

GOODWILL AND INTANGIBLE ASSET_3

GOODWILL AND INTANGIBLE ASSETS, NET - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022	Dec. 25, 2022
Indefinite-lived Intangible Assets [Line Items]
Goodwill	$ 35,970		$ 35,970
Amortization expense for intangible assets	$ 216	$ 0
Developed technology
Indefinite-lived Intangible Assets [Line Items]
Useful life	5 years
Software and Software Development Costs
Indefinite-lived Intangible Assets [Line Items]
Amortization expense for intangible assets	$ 2,000	$ 1,900

GOODWILL AND INTANGIBLE ASSET_4

GOODWILL AND INTANGIBLE ASSETS, NET - Intangible Asset, Net (Details) - USD ($) $ in Thousands	Mar. 26, 2023	Dec. 25, 2022
Indefinite-lived Intangible Assets [Line Items]
Total intangible assets	$ 53,052	$ 51,552
Accumulated amortization	(22,970)	(20,990)
Intangible assets, net	30,082	30,562
Internal use software
Indefinite-lived Intangible Assets [Line Items]
Total intangible assets	33,002	31,502
Developed technology
Indefinite-lived Intangible Assets [Line Items]
Total intangible assets	$ 20,050	$ 20,050

GOODWILL AND INTANGIBLE ASSET_5

GOODWILL AND INTANGIBLE ASSETS, NET - Estimated Amortization of Internal Use Software (Details) $ in Thousands	Mar. 26, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2022	$ 4,629
2024	3,953
2025	1,400
2026	50
2027	$ 0

ACCRUED EXPENSES - Schedule of

ACCRUED EXPENSES - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands	Mar. 26, 2023	Dec. 25, 2022
Payables and Accruals [Abstract]
Rent deferrals	$ 1,362	$ 1,728
Accrued general and sales tax	3,276	2,736
Accrued delivery fee	1,107	968
Accrued settlements and legal fees	1,256	1,106
Fixed asset accrual	4,316	5,963
Other accrued expenses	9,414	9,568
Total accrued expenses	$ 20,731	$ 22,069

DEBT - Narrative (Details)

DEBT - Narrative (Details) - Line of Credit - USD ($)	Dec. 14, 2022	Dec. 13, 2020	Mar. 26, 2023	Dec. 25, 2022	Dec. 13, 2022	May 09, 2022	Dec. 15, 2020	Dec. 14, 2020
Revolving Credit Facility
Debt Instrument [Line Items]
Borrowing capacity								$ 35,000,000
Outstanding balance			$ 0	$ 0
Revolving Credit Facility | 2020 Credit Facility
Debt Instrument [Line Items]
Borrowing capacity					$ 45,000,000		$ 45,000,000
Increase in maximum borrowing capacity					10,000,000
Debt issuance costs					$ 100,000
Revolving Credit Facility | 2020 Credit Facility | Secured Overnight Financing Rate
Debt Instrument [Line Items]
Adjustable rate		2.90%
Revolving Credit Facility | 2020 Credit Facility | Base Rate
Debt Instrument [Line Items]
Adjustable rate		3.75%
Revolving Credit Facility | Delayed Draw Term Loan Facility
Debt Instrument [Line Items]
Borrowing capacity								$ 10,000,000
Secured Debt | 2020 Credit Facility
Debt Instrument [Line Items]
Additional issuances trigger, maturity term	90 days
Letter of Credit | 2020 Credit Facility
Debt Instrument [Line Items]
Borrowing capacity						$ 1,500,000
Standby Letters of Credit | 2020 Credit Facility
Debt Instrument [Line Items]
Borrowing capacity						$ 950,000

LEASES - Narrative (Details)

LEASES - Narrative (Details) - USD ($) $ in Millions	Mar. 26, 2023	Dec. 25, 2022
Lessee, Lease, Description [Line Items]
Term of contract	10 years
Lease not yet commenced, amount	$ 22.5	$ 18
Minimum
Lessee, Lease, Description [Line Items]
Renewal term	5 years
Maximum
Lessee, Lease, Description [Line Items]
Renewal term	15 years

LEASES - Lease Cost (Details)

LEASES - Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Leases [Abstract]
Operating lease cost	$ 11,829	$ 9,640
Variable lease cost	2,612	2,023
Short term lease cost	145	145
Sublease income	(178)	(178)
Total lease cost	$ 14,408	$ 11,630

LEASES - Future Minimum Lease P

LEASES - Future Minimum Lease Payments (Details) $ in Thousands	Mar. 26, 2023 USD ($)
Leases [Abstract]
2023	$ 32,748
2024	52,260
2025	52,457
2026	51,329
2027	47,018
Thereafter	163,890
Total	399,702
Less: imputed interest	96,281
Total lease liabilities	$ 303,421

LEASES - Lease Terms and Discou

LEASES - Lease Terms and Discount Rates (Details)	Mar. 26, 2023	Dec. 25, 2022
Weighted average remaining lease term (years):
Operating Leases	7 years 10 months 28 days	7 years 11 months 23 days
Weighted average discount rate:
Operating Leases	6.35%	6.09%

LEASES - Supplemental Cash Flow

LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases, net of lease incentives	$ 12,789	$ 8,930
Right of use assets obtained in exchange for lease obligations:
Operating leases	$ 10,532	$ 8,697

COMMON STOCK (Details)

COMMON STOCK (Details) - shares	Mar. 26, 2023	Dec. 25, 2022
Class of Stock [Line Items]
Total reserved shares of common stock	36,274,918	36,585,884
Shares available for future issuance under the 2019 Equity Incentive Plan and 2021 Equity Incentive Plan
Class of Stock [Line Items]
Total reserved shares of common stock	9,961,480	10,655,568
Shares reserved for achievement of Spyce milestones
Class of Stock [Line Items]
Total reserved shares of common stock	714,285	714,285
Stock Options
Class of Stock [Line Items]
Total reserved shares of common stock	14,367,322	13,813,922
Employee Stock
Class of Stock [Line Items]
Total reserved shares of common stock	3,000,000	3,000,000
Restricted Stock Units And Performance Share Units
Class of Stock [Line Items]
Total reserved shares of common stock	8,231,831	8,402,109

STOCK - BASED COMPENSATION - Na

STOCK - BASED COMPENSATION - Narrative (Details) $ / shares in Units, $ in Thousands				1 Months Ended	3 Months Ended
	Jan. 01, 2023 shares	Nov. 23, 2021 performance_based_milestone_target shares	Sep. 07, 2021 milestone shares	Oct. 31, 2021 shares	Mar. 26, 2023 USD ($) $ / shares shares	Mar. 27, 2022 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation | $					$ 14,265	$ 22,165
Weighted average grant date fair value of options (in dollars per share) | $ / shares					$ 8.43	$ 11.16
Performance based milestone targets | milestone			3
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation | $					$ 2,472	$ 2,532
Unrecognized compensation expense | $					$ 21,600
Expected period for recognition					2 years 4 months 13 days
PSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation | $					$ 9,048	9,049
Unrecognized compensation expense | $					$ 51,500
Expected period for recognition					1 year 8 months 23 days
Shares granted (in shares)				6,300,000	0
New shares issued (in shares)		321,428
Performance based milestone targets | performance_based_milestone_target		3
PSUs | Founder One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted (in shares)				2,100,000
PSUs | Founder Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted (in shares)				2,100,000
PSUs | Founder Three
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted (in shares)				2,100,000
PSUs | Spyce
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation | $					$ 800
Unrecognized compensation expense | $					9,800
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation | $					2,745	$ 10,584
Unrecognized compensation expense | $					$ 21,000
Expected period for recognition					1 year 9 months 21 days
Shares granted (in shares)					214,431	235,972
Fair value of shares earned | $					$ 1,600
2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of common stock authorized for issuance (in shares)					35,166,753
Maximum number of new common stock authorized for issuance (in shares)					11,500,000
2021 Plan | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual life					10 years
2021 Plan | Minimum | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					12 months
2021 Plan | Maximum | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					4 years
2009 Stock Plan And 2019 Equity Incentive Plan | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual life					10 years
2009 Stock Plan And 2019 Equity Incentive Plan | Minimum | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					1 year
2009 Stock Plan And 2019 Equity Incentive Plan | Maximum | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					4 years
ESPP | Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of common stock authorized for issuance (in shares)	4,111,331		3,000,000
Common stock reserved, issuance, increase period					10 years
Percentage of outstanding stock maximum					1%
Maximum shares allowable under the plan (in shares)					4,300,000
New shares available (in shares)	1,111,331

STOCK - BASED COMPENSATION - Su

STOCK - BASED COMPENSATION - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 26, 2023	Mar. 27, 2022	Dec. 25, 2022	Dec. 26, 2021
Number of Shares
Beginning Balance (in shares)	13,813,922	13,773,414	13,773,414
Options assumed (in shares)		0
Options granted (in shares)	1,014,844	369,274
Options exercised (in shares)	(160,964)	(153,158)
Options forfeited (in shares)	(256,242)	(53,721)
Options expired (in shares)	(44,238)	(11,197)
Ending Balance (in shares)	14,367,322	13,924,612	13,813,922	13,773,414
Options exercisable, Number of shares (in shares)	9,945,317	8,642,689
Options vested and expected to vest, Number of shares (in shares)	14,367,322	13,924,612
Weighted Average Exercise Price Per Share
Beginning Balance (in dollars per share)	$ 7.86	$ 6.87	$ 6.87
Options assumed (in dollars per share)		0
Options granted (in dollars per share)	7.95	25.39
Options exercised (in dollars per share)	4.77	5.45
Options forfeited (in dollars per share)	8.66	9.99
Options expired (in dollars per share)	11.09	6.07
Ending Balance (in dollars per share)	7.88	7.37	$ 7.86	$ 6.87
Options exercisable, Weighted average exercise price per share (in dollars per share)	6.24	5.07
Options vested and expected to vest, Weighted average exercise price per share (in dollars per share)	$ 7.88	$ 7.37
Stock Options Additional Disclosures
Options outstanding, Weighted average remaining contractual term	6 years 9 months	7 years 3 months 21 days	6 years 7 months 17 days	7 years 5 months 1 day
Options exercisable, Weighted average remaining contractual term	5 years 9 months 14 days	6 years 3 months 21 days
Options vested and expected to vest, Weighted average remaining contractual term	6 years 9 months	7 years 3 months 21 days
Options outstanding, Aggregate intrinsic value	$ 17,845	$ 348,686	$ 34,454	$ 337,269
Options exercisable, Aggregate intrinsic value	17,638	236,185
Options vested and expected to vest, Aggregate intrinsic value	$ 17,845	$ 348,686

STOCK - BASED COMPENSATION - _2

STOCK - BASED COMPENSATION - Summary of Restricted Stock Units Activity (Details) - RSUs - $ / shares	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Number of Shares
Outstanding at December 26, 2021 (in shares)	1,780,681	2,392,426
Granted (in shares)	214,431	235,972
Released (in shares)	(155,558)	(12,500)
Forfeited (in shares)	(229,151)	(60,711)
Outstanding at June 26, 2022 (in shares)	1,610,403	2,555,187
Weighted-Average Grant Date Fair Value
Outstanding at December 26, 2021 (in dollars per share)	$ 23.40	$ 24.18
Granted (in dollars per share)	8.42	25.70
Released (in dollars per share)	22.15	23
Forfeited (in dollars per share)	22.65	29.22
Outstanding at June 26, 2022 (in dollars per share)	$ 23.77	$ 24.21

STOCK - BASED COMPENSATION - _3

STOCK - BASED COMPENSATION - Summary of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 14,265	$ 22,165
Stock-options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	2,472	2,532
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	2,745	10,584
Performance stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 9,048	$ 9,049

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Operating Loss Carryforwards [Line Items]
Income tax expense	$ 318	$ 20
Income tax expense, less than		$ 100
General and administrative expense
Operating Loss Carryforwards [Line Items]
Tax credit, amount	5,100
Labor and related expenses
Operating Loss Carryforwards [Line Items]
Tax credit, amount	$ 1,800

NET LOSS PER SHARE - Computatio

NET LOSS PER SHARE - Computation of Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Numerator:
Net loss	$ (33,657)	$ (49,652)
Denominator:
Weighted-average common shares outstanding—basic (in shares)	111,297,064	109,472,050
Weighted-average common shares outstanding— diluted (in shares)	111,297,064	109,472,050
Earnings per share—basic (in dollars per share)	$ (0.30)	$ (0.45)
Earnings per share—diluted (in dollars per share)	$ (0.30)	$ (0.45)

NET LOSS PER SHARE - Schedule o

NET LOSS PER SHARE - Schedule of Anti-dilutive Shares Excluded (Details) - shares	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents	23,313,438	23,815,512
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents	14,367,322	13,924,612
Time-based vesting restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents	1,610,403	2,555,187
Performance stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents	6,621,428	6,621,428
Contingently issuable stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents	714,285	714,285

RELATED-PARTY TRANSACTIONS (Det

RELATED-PARTY TRANSACTIONS (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 26, 2023	Mar. 27, 2022
Affiliated Entity | Dairy, LLC | Chief Financial Officer
Related Party Transaction [Line Items]
Payments to related parties	$ 1	$ 1.7