grov-20221110

Exhibit 99.1

Grove Announces Fiscal Third Quarter 2022 Financial Results and Raises Full-Year Guidance

SAN FRANCISCO, CA — November 10, 2022 — Grove Collaborative Holdings, Inc. (NYSE: GROV) (“Grove” or “the Company”), a leading sustainable consumer products company and certified B Corp™, today reported financial results for its fiscal third quarter ended September 30, 2022.

Fiscal Third Quarter 2022 Financial Highlights:

Our financial highlights reflect our continued efforts to eliminate unprofitable revenue and drive improved margins, on a sequential basis, in order to be profitable in 2024.

•Net revenue of $77.7 million, down 2% from the second quarter of 2022, and down 18% year-over-year

•Gross margin of 49.1%, in line with the second quarter of 2022, and down 130 basis points year-over-year

•Net income margin of 9.9%, an improvement from the net loss margin of (44.5)% in the second quarter of 2022 and (39.4)% in the third quarter of 2021

oNet income margin is inclusive of gains on the remeasurement of derivative liabilities.

•Adjusted EBITDA margin(1) of (12.4)%, an improvement from (26.6)% in the second quarter of 2022 and (32.8)% in the third quarter of 2021

(1)Adjusted EBITDA margin is a non-GAAP financial measure. See “Non-GAAP Financial Measures” for additional information. A reconciliation to the most comparable GAAP measure can be found in the tables at the end of this press release.

Stuart Landesberg, Chief Executive Officer of Grove, said, “I am pleased with our third quarter results as we cut our adjusted EBITDA loss by more than half from the second quarter, greatly improving our adjusted EBITDA margin both sequentially and year-over-year. During the quarter, we advanced progress on several key elements of our value creation plan, as we

successfully expanded our retail distribution, gained efficiencies on marketing spend, reduced operating costs, and took strides toward improving the user experience on our direct-to-consumer platform, all while navigating macroeconomic headwinds. The steps we took progress us towards our goal of driving profitable growth in 2024, and we are excited about the plans in front of us.”

Landesberg continued, “In light of our strong results to date, which continue to be above our expectations, we are raising guidance for fiscal 2022. However, we are aware that the environment remains challenging and we expect that to factor into our business plans and performance in 2023 and beyond. Consumers continue to battle high inflation while returning to more normalized buying patterns following the height of the pandemic. We expect volatility in the macro environment to persist and costs to remain elevated. While we are cautious as we look ahead to next year, we remain confident in the long term trends toward sustainability, the strength of the Grove brand, and the strategies we have in place to drive sustainable profitable growth.”

Fiscal Third Quarter 2022 Key Business Highlights:

•DTC net revenue per order was $60.63 in the third quarter of 2022, up 7% year-over-year from $56.43 in the third quarter of 2021

•Grove Brand products represented 46.9% of net revenue in the third quarter of 2022, a decrease of 120 basis points from 48.1% in the third quarter of 2021

•In the third quarter, 63% of Grove Brands net revenue came from either zero-plastic, re-usable or refillable and zero plastic waste products, determined as meeting the Company’s Beyond Plastic™ standard, up significantly from 46% in the third quarter of 2021 as Grove’s no- and low-plastic assortment grows and continues to be adopted by customers

•Grove believes that publishing plastic intensity (pounds of plastic sold per $100 in revenue as measured by the Company) enables the Company to hold itself accountable for the pace at which it decouples revenue from its use of plastic

oAcross the Grove.co site and through retail partners, plastic intensity was 1.03 pounds of plastic per $100 in revenue in the third quarter of 2022 as compared to 1.33 in the third quarter of 2021, following the intended trajectory

oAcross all Grove Brands, plastic intensity was 0.85 pounds of plastic per $100 in revenue in the third quarter of 2022 as compared to 1.14 pounds in the third quarter of 2021, as Grove Brands are designed for sustainability

Fiscal Third Quarter 2022 Operational Highlights:

•Executed against four-pronged value creation plan, encompassing:

oImproved marketing efficiency

Achieved efficiencies on lower spend across paid social, linear TV, and performance partnership channels

Continued roll out and optimization of new marketing technology stack to improve targeting

Leveraged and evolved creative featuring Drew Barrymore, originally launched in the second quarter, driving reduced customer acquisition costs in linear and paid social

oOmni-channel expansion

Expanded retail footprint by adding three new retail partners, including first drugstore partnership encompassing 2,200 doors

oNet revenue management

Began testing, implementing, and optimizing net revenue management processes focused on strategic pricing, maximizing category mix, and enhancing promotional sell through

oOperating expense discipline

Executed company-wide reorganization, which included a workforce reduction of approximately 18% of the corporate workforce, to streamline operations and reallocate resources to initiatives that align with the Company’s goal of achieving profitability

Removed additional operating expenses accelerating the reduction in cash burn

Financial Outlook:

Based on performance to date and current expectations, Grove is raising guidance as follows:

For the 12-month period ending December 31, 2022, we expect:

● Net revenue of $313 to $320 million, up from $302.5 to $312.5 million

● Adjusted EBITDA margin(1) of (24.0)% to (26.0)%, up from (27.5)% to (30.5)%

(1) Adjusted EBITDA margin is a non-GAAP financial measure. See “Non-GAAP Financial Measures” for additional information.

Conference Call Information:

The Company will host a conference call to discuss third quarter 2022 financial results and other business updates today, November 10, 2022, at 5:00 p.m. Eastern Time / 2:00 p.m. Pacific Time. The conference call will be available via live audio webcast on the Company’s investor relations website at investors.grove.co. To participate via telephone, interested parties may dial (877) 413-7205, or (201) 689-8537 if calling internationally. A replay of the call will be available until November 24, 2022 and can be accessed by dialing (877) 660-6853 or (201) 612-7415, access code: 13733984. The webcast will also be available on Grove’s investor relations website for 6 months following the conference call.

About Grove Collaborative Holdings, Inc.

Launched in 2016 as a Certified B Corp, Grove Collaborative Holdings, Inc. (NYSE: GROV) is transforming consumer products into a positive force for human and environmental good. Driven by the belief that sustainability is the only future, Grove creates and curates more than 150 high-performing eco-friendly brands of household cleaning, personal care, laundry, clean beauty, baby and pet care products serving millions of households across the U.S. each year. With a flexible monthly delivery model and access to knowledgeable Grove Guides, Grove makes it easy for everyone to build sustainable routines.

Every product Grove offers — from its flagship brand of sustainably powerful home care essentials, Grove Co., plastic-free, vegan personal care line, Peach Not Plastic, and zero-waste pet care brand, Good Fur, to its exceptional third-party brands — has been thoroughly vetted against Grove’s strict standards to be beautifully effective, supportive of healthy habits, ethically produced and cruelty-free. Grove is a public benefit corporation on a mission to move Beyond Plastic™ and in 2021, entered physical retail for the first time at Target stores nationwide, making sustainable home care products even more accessible. Grove is the first plastic neutral retailer in the world and is committed to being 100% plastic-free by 2025.

For more information, visit www.grove.com.

Caution Concerning Forward-Looking Statements

This press release contains "forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to,

statements about our ability to achieve profitable growth in 2024, our 2023 business performance, the 2023 financial outlook, and our or our management team’s expectations, hopes, beliefs, intentions, plans, prospects or strategies regarding the future, including revenue growth and financial performance, profitability, product expansion and services. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements contained in this press release are based on our current expectations and beliefs made by our management in light of their experience and their perception of historical trends, current conditions and expected future developments and their potential effects on the Company as well as other factors they believe are appropriate in the circumstances. There can be no assurance that future developments affecting the Company will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements, including changes in domestic and foreign business, market, financial, political and legal conditions; risks relating to the uncertainty of the projected financial information with respect to Grove; Grove’s ability to successfully expand its business; competition; the uncertain effects of the COVID-19 pandemic; risks relating to growing inflation and rising interest rates; and those factors discussed in documents of Grove filed, or to be filed, with the U.S. Securities and Exchange Commission (the “SEC”). Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. All forward-looking statements in this press release are made as of the date hereof, based on information available to Grove as of the date hereof, and Grove assumes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Non-GAAP Financial Measures

Some of the financial information and data contained in this press release, such as adjusted EBITDA and adjusted EBITDA margin, have not been prepared in accordance with United States generally accepted accounting principles (“GAAP”). These non-GAAP measures, and other measures that are calculated using such non-GAAP measures, are an addition to, and not a substitute for or superior to, measures of financial performance prepared in accordance with

GAAP and should not be considered as an alternative to revenue, operating income, profit before tax, net income or any other performance measures derived in accordance with GAAP. A reconciliation of historical adjusted EBITDA to Net Income is provided in the tables at the end of this press release. The reconciliation of projected adjusted EBITDA and adjusted EBITDA Margin to the closest corresponding GAAP measure is not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity, and low visibility with respect to the charges excluded from these non-GAAP measures, such as the impact of depreciation and amortization of fixed assets, amortization of internal use software, the effects of net interest expense (income), other expense (income), and non-cash stock based compensation expense. Grove believes these non-GAAP measures of financial results, including on a forward-looking basis, provide useful information to management and investors regarding certain financial and business trends relating to Grove’s financial condition and results of operations. Grove’s management uses these non-GAAP measures for trend analyses and for budgeting and planning purposes. Grove believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating projected operating results and trends in and in comparing Grove’s financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Management of Grove does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. However, there are a number of limitations related to the use of these non-GAAP measures and their nearest GAAP equivalents. For example, other companies may calculate non-GAAP measures differently, or may use other measures to calculate their financial performance, and therefore Grove’s non-GAAP measures may not be directly comparable to similarly titled measures of other companies.

We calculate adjusted EBITDA as net loss, adjusted to exclude: (1) stock-based compensation expense; (2) depreciation and amortization; (3) remeasurement of convertible preferred stock warrant liability; (4) changes in fair values of Additional Shares, Earn-out Shares and Public and Private Placement Warrant liabilities; (5) transaction costs allocated to derivative liabilities upon Business Combination; (6) interest expense; (7) provision for income taxes, (8) restructuring expenses and (9) loss on extinguishment on debt. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue.

Grove Collaborative Holdings, Inc.

Condensed Consolidated Balance Sheets

(In thousands)


	September 30, 2022		December 31, 2021
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	103,791	$	78,376
Inventory, net	56,045		54,453
Prepaid expenses and other current assets	7,240		8,104
Total current assets	167,076		140,933
Property and equipment, net	15,390		15,932
Operating lease right-of-use assets	18,628		21,214
Other long-term assets	2,097		4,394
Total assets	$	203,191	$	182,473
Liabilities, Convertible Preferred Stock and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	13,642	$	21,346
Accrued expenses	35,809		20,651
Deferred revenue	10,816		11,267
Operating lease liabilities, current	3,820		3,550
Other current liabilities	863		1,650
Debt, current	28,447		10,750
Total current liabilities	93,397		69,214
Debt, noncurrent	37,773		56,183
Operating lease liabilities, noncurrent	17,089		20,029
Derivative liabilities	27,737		—
Other long-term liabilities	2,160		5,408
Total liabilities	178,156		150,834
Commitments and contingencies
Convertible preferred stock	—		487,918
Stockholders’ equity (deficit):
Common stock	16		1
Additional paid-in capital	590,194		33,863
Accumulated deficit	(565,175)		(490,143)
Total stockholders’ equity (deficit)	25,035		(456,279)
Total liabilities, convertible preferred stock and stockholders’ equity (deficit)	$	203,191	$	182,473

Grove Collaborative Holdings, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except share and per share amounts)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Revenue, net	$	77,733	$	95,178	$	247,491	$	296,421
Cost of goods sold	39,566		47,194		127,630		147,179
Gross profit	38,167		47,984		119,861		149,242

Operating expenses:
Advertising	8,668		32,459		59,359		90,611
Product development	5,765		5,586		17,927		16,436
Selling, general and administrative	46,295		46,100		155,160		140,609
Operating loss	(22,561)		(36,161)		(112,585)		(98,414)

Interest expense	2,546		1,213		6,918		3,272
Loss on extinguishment on debt	—		—		—		1,027
Change in fair value of Additional Shares liability	(1,045)		—		970		—
Change in fair value of Earn-Out liability	(28,791)		—		(46,136)		—
Change in fair value of Public and Private Placement Warrants liability	(2,803)		—		(3,983)		—
Other expense, net	(140)		113		4,643		1,157
Interest and other expense (income), net	(30,233)		1,326		(37,588)		5,456
Income (loss) before provision for income taxes	7,672		(37,487)		(74,997)		(103,870)
Provision for income taxes	10		11		35		39
Net income (loss)	$	7,662	$	(37,498)	$	(75,032)	$	(103,909)
Net income (loss) per share attributable to common stockholders, basic	$	0.05	$	(4.24)	$	(1.13)	$	(12.42)
Net income (loss) per share attributable to common stockholders, diluted	$	0.05	$	(4.24)	$	(1.13)	$	(12.42)
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, basic	154,995,402		8,837,011		66,393,538		8,366,464
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, diluted	166,104,259		8,837,011		66,393,538		8,366,464

Grove Collaborative Holdings, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)


	Nine Months Ended September 30,
	2022		2021
Cash Flows from Operating Activities
Net loss	$	(75,032)	$	(103,909)
Adjustments to reconcile net loss to net cash used in operating activities:
Remeasurement of convertible preferred stock warrant liability	(1,616)		1,526
Stock-based compensation	34,348		10,858
Depreciation and amortization	4,291		3,633
Changes in fair value of derivative liabilities	(49,149)		—
Transaction costs allocated to derivative liabilities upon Business Combination	6,873		—
Non-cash interest expense	447		509
Inventory reserve	3,540		1,933
Loss on extinguishment of debt	—		1,027
Other non-cash expenses	170		396
Changes in operating assets and liabilities:
Inventory	(5,132)		(14,819)
Prepaids and other assets	715		(2,081)
Accounts payable	(7,550)		7,400
Accrued expenses	(1,826)		5,431
Deferred revenue	(451)		159
Operating lease right-of-use assets and liabilities	(84)		62
Other liabilities	909		(878)
Net cash used in operating activities	(89,547)		(88,753)

Cash Flows from Investing Activities
Purchase of property and equipment	(3,580)		(4,268)
Net cash used in investing activities	(3,580)		(4,268)

Cash Flows from Financing Activities
Proceeds from issuance of common stock upon Closing of Business Combination	97,100		—
Proceeds from issuance of contingently redeemable convertible common stock	27,500		—
Proceeds from issuance of shares under the ELOC Agreement	138		—
Payment of transaction costs related to the Closing of the Business Combination, the ELOC Agreement and convertible preferred stock issuance costs	(5,358)		(340)
Proceeds from the issuance of debt	—		50,000
Repayment of debt	(865)		(21,523)
Payment of debt issuance costs	(211)		(375)
Payment of debt extinguishment	—		(2,499)
Proceeds from exercise of stock options, net of withholding taxes paid related to common stock issued to employees, and warrants	270		749
Repurchase of common stock	(32)		(297)
Net cash provided by financing activities	118,542		25,715

Net increase (decrease) in cash and cash equivalents	25,415		(67,306)
Cash and cash equivalents at beginning of period	78,376		176,523
Cash and cash equivalents at end of period	$	103,791	$	109,217

Grove Collaborative Holdings, Inc.

Non-GAAP Financial Measures

(Unaudited)

(In thousands)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021

Reconciliation of Net Income (Loss) to Adjusted EBITDA
Net income (loss)	$	7,662		$	(37,498)		$	(75,032)		$	(103,909)
Stock-based compensation	9,814			3,589			34,348			10,858
Depreciation and amortization	1,427			1,296			4,291			3,633
Remeasurement of convertible preferred stock warrant liability	—			218			(1,616)			1,526
Change in fair value of Additional Shares liability	(1,045)			—			970			—
Change in fair value of Earn-Out liability	(28,791)			—			(46,136)			—
Change in fair value of Public and Private Placement Warrants liability	(2,803)			—			(3,983)			—
Transaction costs allocated to derivative liabilities upon Business Combination	200			—			6,873			—
Interest expense	2,546			1,213			6,918			3,272
Restructuring expenses	1,356			—			2,992			—
Loss on extinguishment on debt	—			—			—			1,027
Provision for income taxes	10			11			35			39
Total Adjusted EBITDA	$	(9,624)		$	(31,171)		$	(70,340)		$	(83,554)
Net income (loss) margin	9.9		%	(39.4)		%	(30.3)		%	(35.1)		%
Adjusted EBITDA margin	(12.4)		%	(32.8)		%	(28.4)		%	(28.2)		%

Investor Relations Contact

Alexis Tessier

ir@grove.co

Media Relations Contact

Caroline Zalla

czalla@grove.co

Source: Grove Collaborative Holdings, Inc.

Q3 2022 Earnings Presentation

2 Forward-Looking Statements / Non-GAAP Financial Measures Forward-Looking Statements This presentation contains forward-looking statements within the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements other than those that are purely historical are forward-looking statements. Forward-looking statements include statements identified as such in our November 10, 2022 press release. Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause our actual results to differ materially from those in the forward-looking statements. Additional information regarding factors that could cause results to differ can be found in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, as well as the Company’s subsequent filings with the Securities and Exchange Commission. These forward-looking statements are based on information as of November 10, 2022. We assume no obligation to publicly update or revise our forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized. SEC Regulation G This presentation includes the non-GAAP measure Adjusted EBITDA. The description and reconciliation of this measure from GAAP is included in our November 10, 2022 earnings press release, which is available on investors.grove.co.

Q3 2022 Business Highlights 3

Executing Against Value Creation Plan to Achieve Profitable Growth in 2024 4 ● Achieved efficiencies on lower spend ● Continued roll out of new marketing stack ● Added 3 partnerships: ○ CVS ○ Harris Teeter ○ H-E-B ● Initiatives focused on pricing, category mix, and promotional sell through ● Reduced corporate workforce ~18% ● Accelerated reduction in burn

New Product Launches 5 Twilight Wonder Collection - Limited Edition Holiday Enchantment, Twinkling with Cheer: The Grove Co. Limited Edition Twilight Wonder Collection illuminates your home with festivity and wonder. Keep your home looking clean and smelling festive, while still delivering uncompromised performance .

GROVE COLLABORATIVE CONFIDENTIAL Our Journey Beyond Plastic TODAY Plastic Neutral At Grove, our Plastic Neutral program ensures that for every ounce of plastic we sell, an ounce of ocean-bound plastic is recycled through our partnership with Plastic Bank®. STEP 1 Measure We weigh and record the amount of plastic in every product. Using those numbers, we calculate how much plastic we’re sending in each order. STEP 2 Collect In partnership with Plastic Bank, we collect and recycle an ounce of ocean-bound plastic for every ounce of plastic we sell. BY 2025 Plastic-Free Beyond Plastic is our plan to solve the single-use plastic problem for home and personal care products. Today, we’re 100% plastic neutral. By 2025, we’ll be plastic-free. PHASE 1 Beyond Plastic We’re the first online retailer to be 100% plastic neutral. For every ounce of plastic we sell, we collect and recycle an ounce of ocean-bound plastic. PHASE 2 Beyond Plastic We’ll be plastic-free by 2025. We’re working hard to remove plastic from everything we make and sell. 6

77 OUR TOTAL PLASTIC FOOTPRINT BEYOND PLASTIC: TRACKING OUR PROGRESS* We are the first in our industry to report on our plastic given its materiality to our business. We're using this scorecard to challenge our industry to track and publish their plastic use. 758,323 lbs TOTAL PLASTIC WEIGHT Total weight of plastic we shipped to our customers and sold through retail partners in the third quarter of 2022, including every brand and every product that we sell at Grove. *Metrics as of 9/30/2022 unless otherwise noted Beyond Plastic™ 63% of Grove Brands net revenue came from either zero-plastic, re-usable or refillable and zero plastic waste products in the third quarter of 2022, up from 46% in the third quarter of 2021 63% Grove Brands Across the Grove site and through retail partners, we shipped 1.03 lbs of plastic for every $100 in net revenue in the third quarter of 2022, an improvement from 1.33 pounds in the third quarter of 2021. This ratio enables us to decouple our plastic footprint from our revenue growth and truly pin our success to plastic reduction. 1.03 lbs / $100 in Net Revenue PLASTIC INTENSITY PLASTIC INTENSITY Across all Grove Brands, we shipped 0.85 lbs of plastic for every $100 in net revenue in the third quarter of 2022, an improvement from 1.14 pounds in the third quarter of 2021., showcasing a reduced use of plastic in our owned brands, which are designed for sustainability 0.85 lbs / $100 in Net Revenue Site-wide, 13% of our products were reusable or refillable in 2021, compared to 12% in the prior year. We seek to increase the use of reusable or refillable products and packaging while reducing single-use plastic 13% REUSABLE OR REFILLABLE PRODUCTS Reusable or Refillable Products For Grove Co., 40% of our products were reusable or refillable in 2021, as compared to 39% in 2020. We seek to increase the use of reusable or refillable products and packaging while reducing single-use plastic 40%

Q3 2022 Financial Update 8

9 Q3 Fiscal 2022 • Financial Highlights (1) Adjusted EBITDA and adjusted EBITDA margin are non-GAAP financial measures. See “Non-GAAP Financial Measures” for additional information on non-GAAP financial measures and a reconciliation to the most comparable GAAP measures. (2) Grove Brands % of Net Revenue is total net revenue across all channels attributable to Grove Brands, including: Grove Co, Honu, Peach, Rooted Beauty, Grove Co Paper, and Superbloom divided by our total net revenue (3) DTC Total Orders is the number of customer orders submitted through our website and mobile applications that have been shipped within the period. The metric includes orders that have been refunded, excludes reshipments of customer orders for any reason including damaged and missing products, and excludes retail orders (4) DTC Active Customers are customers who have ordered, and for whom an order has shipped, at least once during the preceding 364-day period. (5) DTC Net Revenue per Order is DTC Total Net Revenue in a given reporting period, divided by the DTC Total Orders in that period Three months ended Q3-22A Q3-21A % Change Financials Revenue, Net ($mm) $77.7 $95.2 (18%) Gross Profit ($mm) $38.2 $48.0 (20%) % Revenue, Net 49% 50% (130bps) Net Income (Loss) ($mm) $7.7 -$37.5 120% % Revenue, Net 10% -39% 4,930bps Adjusted EBITDA ($mm)¹ -$9.6 -$31.2 69% % Revenue, Net -12% -33% 2,040bps KPIs Grove Brands % of Net Revenue² 47% 48% (120bps) DTC Total Orders (K)³ 1,242 1,672 (26%) DTC Active Customers (K)⁴ 1,460 1,707 (15%) DTC Net Revenue per Order⁵ $61 $56 7%

10 Q3 Fiscal 2022 • Financial Highlights Net revenue was $78 million, a year-over-year decrease of 18 percent. The decrease was primarily driven by fewer new and existing customer orders as a result of fewer active customers and the reduction in advertising spend with Grove’s prioritization of increasing profitability. The decrease in orders was partly offset by an increase in AOVs and an increase in retail revenue. Gross margin was down 130 bps year-over-year to 49.1% due to an increase in product costs, including inbound freight costs, an increase in sales from retail sales, which produce lower margins than our DTC channel sales, and an increase to inventory reserves, partially offset by the impacts of net revenue management initiatives including the introduction of strategic price increases on Grove Brands and third party products. GROSS MARGIN NET REVENUE ($MM)

Adjusted EBITDA Margin improved 2,040 bps year-over-year, driven primarily by reduced operating and advertising costs, offset by a lower gross margin and higher outbound shipping costs. 11 Q3 Fiscal 2022 • Financial Highlights ADJUSTED EBITDA MARGIN Net Income/Loss Margin improved 4,930 bps year-over-year, primarily driven due to improved Adjusted EBITDA margin and the decrease in the fair value of the Earn-Out liability. NET INCOME/LOSS MARGIN

12 Q3 Fiscal 2022 • Financial Highlights DTC Total orders were down 26% year-over-year due to a decrease in active customers, along with the decrease in direct advertising spend in early 2022 as the company focuses on profitability, resulting in fewer new and existing customer orders. DTC Active customers were down 15% year-over-year following COVID-related tailwinds in 2021. Similar to orders, the reduction of customer acquisition spend also contributed to this decline as the company shifts its focus to profitability. DTC ACTIVE CUSTOMERS (M)DTC TOTAL ORDERS (K)

Grove Brands as a percent of net revenue declined year-over-year to 47% driven by strong 3rd party Fall seasonal performance, YoY decrease in new customer orders which tend to include more Grove brand products as well as a mix shift of advertising spend into channels with less Grove Brands promotion. DTC net revenue per order continued its long-term upward trend, increasing 7% year-over-year to $61. The improvement in revenue per order was driven primarily by improved existing customer Average Order Value and the impacts of net revenue management initiatives including the introduction of strategic price increases on Grove Brands and third party products. 13 Q3 Fiscal 2022 • Financial Highlights DTC NET REVENUE PER ORDER GROVE BRANDS % NET REVENUE

FISCAL YEAR 2022 GUIDANCE Net Revenue $313 million to $320 million up from $302.5 million to $312.5 million previously Adjusted EBITDA Margin (24.0)% to (26.0)% up from (27.5)% to (30.5)% previously 14 Guidance Given our performance YTD as well as our expectations for the remainder of the year, we are raising full year guidance as follows:

Financial Statements 15

Balance Sheets (IN THOUSANDS) September 30, 2022 December 31, 2021 ASSETS (unaudited) Current Assets: Cash and cash equivalents $ 103,791 $ 78,376 Inventory, net 56,045 54,453 Prepaid expenses and other current assets 7,240 8,104 Total current assets 167,076 140,933 Property and equipment, net 15,390 15,932 Operating lease right-of-use assets 18,628 21,214 Other long-term assets 2,097 4,394 Total assets 203,191 182,473 LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDER'S DEFICIT Current liabilities: Accounts payable $13,642 $21,346 Accrued expenses 35,809 20,651 Deferred revenue 10,816 11,267 Operating lease liabilities, current 3,820 3,550 Other current liabilities 863 1,650 Debt, current 28,447 10,750 Total current liabilities 93,397 69,214 Debt, non-current 37,773 56,183 Operating lease liabilities, noncurrent 17,089 20,029 Derivative liabilities 27,737 — Other long-term liabilities 2,160 5,408 Total liabilities 178,156 150,834 CONVERTIBLE PREFERRED STOCK — 487,918 STOCKHOLDERS' EQUITY (DEFICIT) Common stock 16 1 Additional paid-in capital 590,194 33,863 Accumulated deficit (565,175) (490,143) Total stockholders’ equity (deficit) 25,035 (456,279) Total liabilities, convertible preferred stock and stockholders’ equity (deficit) $ 203,191 $ 182,473

Statement of Operations (IN THOUSANDS) (Unaudited) Three Months Ended September 30 2022 2021 Revenue, net $ 77,733 $ 95,178 Cost of goods sold 39,566 47,194 Gross profit 38,167 47,984 Operating expenses: Advertising 8,668 32,459 Product development 5,765 5,586 Selling, general and administrative 46,295 46,100 Operating loss (22,561) (36,161) Interest expense 2,546 1,213 Change in fair value of Additional Shares liability (1,045) — Change in fair value of Earn-Out liability (28,791) — Change in fair value of Public and Private Placement Warrants liability (2,803) — Other expense, net (140) 113 Interest and other expense (income), net (30,233) 1,326 Income (loss) before provision for income taxes 7,672 (37,487) Provision for income taxes 10 11 Net income (loss) $ 7,662 $ (37,498)

Statements of Cash Flows (IN THOUSANDS) (Unaudited) Nine Months Ended September 30, CASH FLOWS FROM OPERATING ACTIVITIES 2022 2021 Net loss $ (75,032) $ (103,909) Adjustments to reconcile net loss to net cash used in operating activities: Remeasurement of convertible preferred stock warrant liability (1,616) 1,526 Stock-based compensation 34,348 10,858 Depreciation and amortization 4,291 3,633 Changes in fair value of derivative liabilities (49,149) — Transaction costs allocated to derivative liabilities upon Business Combination 6,873 — Non-cash interest expense 447 509 Inventory reserve 3,540 1,933 Loss on extinguishment of debt — 1,027 Other non-cash expenses 170 396 Changes in operating assets and liabilities Inventory (5,132) (14,819) Prepaids and other assets 715 (2,081) Accounts payable (7,550) 7,400 Accrued expenses (1,826) 5,431 Deferred revenue (451) 159 Operating lease right-of-use assets and liabilities (84) 62 Other liabilities 909 (878) Net cash used in operating activities (89,547) (88,753) CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property and equipment (3,580) (4,268) Net cash used in investing activities (3,580) (4,268) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issuance of common stock upon Closing of Business Combination 97,100 — Proceeds from issuance of contingently redeemable convertible common stock 27,500 — Proceeds from issuance of shares under the ELOC Agreement 138 — Payment of transaction costs related to the Closing of the Business Combination, the ELOC Agreement and convertible preferred stock issuance costs (5,358) (340) Proceeds from issuance of debt — 50,000 Repayment of debt (865) (21,523) Payment of debt issuance costs (211) (375) Payment of debt extinguishment — (2,499) Proceeds from exercise of stock options, net of withholding taxes paid related to common stock issued to employees, and warrants 270 749 Repurchase of common stock (32) (297) Net cash provided by financing activities 118,542 25,715 Net decrease (decrease) in cash and cash equivalents 25,415 (67,306) Cash and cash equivalents at beginning of period 78,376 176,523 Cash and cash equivalents at end of period $ 103,791 $ 109,217

Non-GAAP Financial Measures 19 Grove Collaborative uses the non-GAAP financial measures set forth below in assessing its operating performance and in its financial communications. Management believes these non-GAAP financial measures provide useful additional information to investors about current trends in the Company's operations and are useful for period-over-period comparisons of operations. In addition, management uses these non-GAAP financial measures to assess operating performance and for business planning purposes. Management also believes these measures are widely used by investors, securities analysts, rating agencies and other parties in evaluating companies in our industry as a measure of our operational performance. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures. In addition, these non-GAAP financial measures may not be computed in the same manner as similarly titled measures used by other companies. Adjusted EBITDA and Adjusted EBITDA as a % of net revenues We calculate adjusted EBITDA as net loss, adjusted to exclude: (1) stock-based compensation expense; (2) depreciation and amortization; (3) remeasurement of convertible preferred stock warrant liability; (4) changes in fair values of Additional Shares, Earn-out Shares and Public and Private Placement Warrant liabilities; (5) transaction costs allocated to derivative liabilities upon Business Combination; (6) interest expense; (7) provision for income taxes; (8) restructuring expenses and (9) loss on extinguishment on debt. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue. $K FY 2019 FY 2020 FY 2021 Q3 2021 Q3 2022 Net Income (Loss) $ (161,470) $ (72,260) $ (135,895) $ (37,498) $ 7,662 Stock-based compensation 11,960 7,762 14,610 3,589 9,814 Depreciation and amortization 2,361 4,115 4,992 1,296 1,427 Remeasurement of convertible preferred stock warrant liability 430 964 1,234 218 — Change in fair value of Additional Shares liability — — — — (1,045) Change in fair value of Earn-Out Liability — — — — (28,791) Change in fair value of Public and Private Placement Warrant liabilities — — — — (2,803) Deferred offering costs allocated to derivative liabilities upon Business Combination — — — — 200 Interest expense 2,052 5,607 5,202 1,213 2,546 Restructuring expenses — — — — 1,356 Loss on extinguishment of debt — — 1,027 — — Provision for income taxes 12 41 52 11 10 Adjusted EBITDA $ (144,655) $ (53,771) $ (108,778) $ (31,171) $ (9,624)

Thank you


1301 Sansome Street San Francisco, California						94111
(Address of principal executive offices)						(Zip Code)


Exhibit No.						Description
99.1						Press Release dated November 10, 2022 announcing the Company’s earnings for the third quarter ended September 30, 2022
99.2						Supplemental slides provided in connection with the Company’s third quarter 2022 earnings call
104						Cover Page Interactive Data File (formatted as Inline XBRL).



GROVE COLLABORATIVE HOLDINGS, INC.

By:						/s/ Sergio Cervantes
Name:						Sergio Cervantes
Title:						Chief Financial Officer


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))