X0306 4 2020-12-03 0 0001771515 Grocery Outlet Holding Corp. GO 0001779703 Read S. MacGregor Jr. C/O GROCERY OUTLET HOLDING CORP. 5650 HOLLIS STREET EMERYVILLE CA 94608 1 0 0 0 Common Stock 2020-12-03 4 M 0 307614 7.13 A 310326 D Common Stock 2020-12-03 4 S 0 307614 37.00 D 2712 D Common Stock 2307975 I By Trust Common Stock 2307975 I By Trust Stock Options (Right to Buy) 7.13 2020-12-03 4 M 0 307614 0.00 D 2024-10-21 Common Stock 307614 500000 D The sale was executed in a single block trade at $37.00 per share. Reflects shares directly held by the Nordlingen Trust dated 1/23/2012, as amended and restated 9/17/2014 of which Mr. Read is a Trustee. Reflects shares directly held by the Redmond Trust dated 10/19/2003, as amended and restated 9/17/2014 of which Mr. Read is a Trustee. Represents stock options granted on October 21, 2014 which vested in five equal installments on each of the first five anniversaries of the grant date. Due to a scrivener's error, the reporting person's Form 4 filed on September 3, 2020 inadvertently reflected a disposition of performance-based options in Table II instead of a disposition of time-based options. The number of derivative securities beneficially owned following the reported transactions reflected in Table II accurately reflected the disposition. The reporting person disclaims beneficial ownership of all indirectly held securities except to the extent of his pecuniary interest therein. /s/ Pamela B. Burke, Pamela B. Burke, as Attorney-In-Fact 2020-12-07