TSG7 A Management LLC - 14 Sep 2021 Form 3/A - Amendment Insider Report for Dutch Bros Inc. (BROS)

Role
10%+ Owner
Signature
By: /s/ Jessica Duran as Assistant Secretary of TSG7 A Management, LLC
Issuer symbol
BROS
Transactions as of
14 Sep 2021
Net transactions value
$0
Form type
3/A - Amendment
Filing time
15 Sep 2021, 18:21:45 UTC
Date Of Original Report
14 Sep 2021
Next filing
23 Sep 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding BROS Class A Common Stock 18,050 14 Sep 2021 By Dutch Holdings, LLC F1, F2
holding BROS Class C Common Stock 50,674,077 14 Sep 2021 By Dutch Holdings, LLC F1, F2, F3
holding BROS Class C Common Stock 3,394,519 14 Sep 2021 By TSG7 A AIV VI, L.P. F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding BROS Class A Common LLC Units 14 Sep 2021 Class A Common Stock 50,674,077 By Dutch Holdings, LLC F1, F2, F3
holding BROS Class A Common LLC Units 14 Sep 2021 Class A Common Stock 3,394,519 By TSG7 A AIV VI, L.P. F1, F2, F3
holding BROS Class D Common Stock 14 Sep 2021 Class A Common Stock 13,138,500 By TSG7 A AIV VI Holdings-A, LLC F1, F2, F4
holding BROS Class D Common Stock 14 Sep 2021 Class A Common Stock 3,897,837 By DG Coinvestor Blocker Aggregator, LLC F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 TSG7 A Management, LLC is the general partner of TSG7 A AIV VI, L.P., and the manager of TSG7 A AIV VI Holdings-A, LLC, DG Coinvestor Blocker Aggregator, LLC, and Dutch Group Holdings, LLC, which is the sole member and manager of Dutch Holdings, LLC. By virtue of the foregoing relationships, TSG7 A Management, LLC may be deemed to indirectly beneficially own the securities that are directly held by each of the other Reporting Persons. Voting and investment decisions by TSG7 A Management, LLC with respect to such securities are made by a committee of three or more individuals, none of whom individually has the power to direct such decisions. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of its pecuniary interest, if any, therein.
F2 (continued from footnote 1) Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any securities in excess of their respective pecuniary interests.
F3 Represents Class A Common LLC Units of Dutch Mafia, LLC, a direct subsidiary of the Issuer. The Class A Common LLC Units and an equal number of shares of Class C Common Stock, together are exchangeable for shares of the Issuer's Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to certain exceptions, conditions and adjustments, and have no expiration date.
F4 The Class D Common Stock may be converted into shares of Class A Common Stock on a one-to-one basis at the discretion of the holder and has no expiration date.

Remarks:

This Amendment to the Form 3 filed on September 14, 2021 is being filed solely to add Dutch Holdings, LLC as a Reporting Owner, but otherwise restates the original filing in its entirety.