Form 4 for BROS Dutch Bros Inc.
Accepted 2023-10-25 00:00:00 ET · period of report 2023-10-23 · accession 0001104659-23-111519 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2023-10-25 | 2023-10-23 | BROS | Boersma Travis | Executive COB of Board, Dir, 10% | C - Cnv Deriv | $0.00 | 0 | 40.89M | New | $0 |
| DMI | 2023-10-25 | 2023-10-23 | BROS | Boersma Travis | Executive COB of Board, Dir, 10% | C - Cnv Deriv | $0.00 | -4.07M | 25.71M | -14% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-10-23 | C | A | 1,571,369 | $0.00 | 1,581,186 | I By DM Individual Aggregator, LLC | — | — | |
| 2 | Common | Class A Common Stock | 2023-10-23 | C | A | 2,498,631 | $0.00 | 2,514,241 | I By DM Trust Aggregator, LLC | — | — | |
| 3 | Common | Class B Common Stock | 2023-10-23 | C | D | 1,571,369 | $0.00 | 25,712,736 | I By DM Individual Aggregator, LLC | — | — | |
| 4 | Common | Class B Common Stock | 2023-10-23 | C | D | 2,498,631 | $0.00 | 40,885,802 | I By DM Trust Aggregator, LLC | — | — | |
| 5 | Derivative | Class A Common Units | 2023-10-23 | C | D | 2,498,631 | $0.00 | 40,885,802 | I By DM Trust Aggregator, LLC | — · — to — | 2,498,631 Class A Common Stock | (F1) Represents Class A Common Units of Dutch Mafia, LLC ("Dutch Mafia"), the operating company of the Issuer. (F3) On October 23, 2023, DM Trust Aggregator, LLC and DM Individual Aggregator, LLC respectively exchanged 2,498,631 and 1,571,369 Class A Common Units for 2,498,631 and 1,571,369 shares of Class A Common Stock of the Issuer, and the corresponding number of shares of Class B Common Stock were canceled by the Issuer. (F2) Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Dutch Mafia, dated September 14, 2021, Class A Common Units of Dutch Mafia, together with an equal number of shares of Class B Common Stock of Dutch Bros Inc. ("Dutch Bros") are exchangeable for shares of Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to certain exceptions, conditions and adjustments. Upon such exchange, the associated shares of Class B Common Stock are canceled by the Issuer. The Class A Common Units of Dutch Mafia and the Class B Common Stock of Dutch Bros do not have an expiration date and the holders thereof are not required to pay an exercise price in connection with exchanges. |
| 6 | Derivative | Class A Common Units | 2023-10-23 | C | D | 1,571,369 | $0.00 | 25,712,736 | I By DM Individual Aggregator, LLC | — · — to — | 1,571,369 Class A Common Stock | (F1) Represents Class A Common Units of Dutch Mafia, LLC ("Dutch Mafia"), the operating company of the Issuer. (F3) On October 23, 2023, DM Trust Aggregator, LLC and DM Individual Aggregator, LLC respectively exchanged 2,498,631 and 1,571,369 Class A Common Units for 2,498,631 and 1,571,369 shares of Class A Common Stock of the Issuer, and the corresponding number of shares of Class B Common Stock were canceled by the Issuer. (F2) Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Dutch Mafia, dated September 14, 2021, Class A Common Units of Dutch Mafia, together with an equal number of shares of Class B Common Stock of Dutch Bros Inc. ("Dutch Bros") are exchangeable for shares of Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to certain exceptions, conditions and adjustments. Upon such exchange, the associated shares of Class B Common Stock are canceled by the Issuer. The Class A Common Units of Dutch Mafia and the Class B Common Stock of Dutch Bros do not have an expiration date and the holders thereof are not required to pay an exercise price in connection with exchanges. |