| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BROS | Class C Common Stock | Other | -4.74M | -9.36% | 45.9M | Sep 30, 2021 | By Dutch Holdings, LLC | F1, F2, F3 | ||
| transaction | BROS | Class C Common Stock | Other | -318K | -9.36% | 3.08M | Sep 30, 2021 | By TSG7 A AIV VI, L.P. | F1, F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BROS | Class A Common LLC Units | Other | -$102M | -4.74M | -9.36% | $21.56 | 45.9M | Sep 30, 2021 | Class A Common Stock | 4.74M | By Dutch Holdings, LLC | F1, F2, F3 | |
| transaction | BROS | Class A Common LLC Units | Other | -$6.85M | -318K | -9.36% | $21.56 | 3.08M | Sep 30, 2021 | Class A Common Stock | 318K | By TSG7 A AIV VI, L.P. | F1, F2, F3 |
| Id | Content |
|---|---|
| F1 | 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 the Issuer's 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. Upon sale of Class A Common LLC Units the associated shares of Class C Common Stock will be surrendered and cancelled. |
| F2 | In connection with the Issuer's initial public offering of its Class A Common Stock (the "IPO"), TSG7 A AIV VI, L.P. and Dutch Holdings, LLC sold to the Issuer a portion of their respective Class A Common LLC Units at a price per share equal to the IPO price per share of Class A Common Stock, less the applicable underwriting discount and commissions, for an aggregate cash payment from the Issuer (the "Secondary Purchase"). Pursuant to such Secondary Purchase TSG7 A AIV VI, L.P. and Dutch Holdings, LLC (i) assigned, conveyed, transferred, delivered and contributed to the Issuer, and the Issuer accepted and assumed, all of their respective rights, titles, obligations, and other interests in and to such purchased Class A Common LLC Units in exchange for such payment and (ii) transferred to the Issuer all of their respective rights, obligations, titles and other interests in an equal number of shares of Class C Common Stock for no consideration. |
| F3 | TSG7 A Management, LLC is the general partner of TSG7 A AIV VI, L.P and the manager of 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 TSG7 A AIV VI, L.P. and Dutch Holdings, LLC. 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. 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 |