What Grocery Outlet Holding Corp. told the SEC could break it.

Of Grocery Outlet's 570 stores, 284 (about 50%) are in California, with the next-largest concentrations in Washington (76) and Oregon (63), tying performance heavily to West Coast — especially California — market conditions.

“Our stores are located in California (284), Washington (76), Oregon (63), Pennsylvania (39), Tennessee (24), Idaho (17), Nevada (16), Maryland (15), Ohio (11), New Jersey (9), North Carolina (8), Georgia (4), Alabama (1), Delaware (1), Kentucky (1) and Virginia (1).”

Grocery Outlet's value model relies on opportunistically sourced (closeout/overstock) products bought without long-term contracts; current suppliers may sell to competitors or stop selling to it, and increasing manufacturer/distributor consolidation threatens the availability of this differentiated supply.

“Any of our current suppliers may decide to sell products to our competitors and may not continue selling products to us. In order to retain our competitive advantage, we need to continue to develop and maintain relationships with qualified suppliers that can satisfy our standards for quality and our requirements for delivery of products in a timely and efficient manner at attractive prices.”

Approximately 9% of net sales in fiscal 2025 were EBT payments, much of it tied to SNAP benefits; the Q4-2025 U.S. government shutdown disrupted SNAP disbursement to customers, and USDA EBT regulation or Congressional SNAP changes could adversely affect results.

“Approximately 9% of our net sales in fiscal 2025 were in the form of EBT payments and a substantial portion of these payments may be related to benefits associated with SNAP. The U.S. Government shutdown during the fourth quarter of fiscal 2025 adversely impacted the disbursement of benefits from federally-funded assistance programs that many of our customers depend on, including SNAP.”