| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BROS | Class C Common Stock | Other | -2,390,847 | -25% | 7,033,199 | 29 May 2024 | By Dutch Holdings, LLC | F1, F2, F3 | ||
| transaction | BROS | Class A Common Stock | Conversion of derivative security | +2,390,847 | +13246% | 2,408,897 | 29 May 2024 | By Dutch Holdings, LLC | F1, F2, F3 | ||
| transaction | BROS | Class A Common Stock | Sale | $85,711,865 | -2,390,847 | -99% | $35.85 | 18,050 | 29 May 2024 | By Dutch Holdings, LLC | F2, F3 |
| transaction | BROS | Class C Common Stock | Other | -287,773 | -4.1% | 6,748,426 | 29 May 2024 | By Dutch Holdings, LLC | F2, F3, F4 | ||
| transaction | BROS | Class C Common Stock | Other | -115,181 | -17% | 566,282 | 29 May 2024 | By TSG7 A AIV VI, L.P. | F1, F2, F3 | ||
| transaction | BROS | Class A Common Stock | Conversion of derivative security | +115,181 | 115,181 | 29 May 2024 | By TSG7 A AIV VI, L.P. | F1, F2, F3 | |||
| transaction | BROS | Class A Common Stock | Sale | $4,129,239 | -115,181 | -100% | $35.85 | 0 | 29 May 2024 | By TSG7 A AIV VI, L.P. | F2, F3 |
| transaction | BROS | Class C Common Stock | Other | -57,246 | -10% | 509,036 | 29 May 2024 | By TSG7 A AIV VI, L.P. | F2, F3, F5 | ||
| transaction | BROS | Class A Common Stock | Conversion of derivative security | +692,107 | 692,107 | 29 May 2024 | TSG7 A AIV VI Holdings-A, L.P. | F2, F3, F6 | |||
| transaction | BROS | Class A Common Stock | Sale | $24,812,036 | -692,107 | -100% | $35.85 | 0 | 29 May 2024 | TSG7 A AIV VI Holdings-A, L.P. | F2, F3 |
| transaction | BROS | Class A Common Stock | Conversion of derivative security | +205,789 | 205,789 | 29 May 2024 | By DG Coinvestor Blocker Aggregator, L.P. | F2, F3, F6 | |||
| transaction | BROS | Class A Common Stock | Sale | $7,377,536 | -205,789 | -100% | $35.85 | 0 | 29 May 2024 | By DG Coinvestor Blocker Aggregator, L.P. | 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 | Conversion of derivative security | -2,390,847 | -25% | 7,033,199 | 29 May 2024 | Class A Common Stock | 2,390,847 | By Dutch Holdings, LLC | F1, F2, F3, F7 | |||
| transaction | BROS | Class A Common LLC Units | Other | -287,773 | -4.1% | 6,745,426 | 29 May 2024 | Class A Common Stock | 287,773 | By Dutch Holdings, LLC | F2, F3, F4, F7 | |||
| transaction | BROS | Class A Common LLC Units | Conversion of derivative security | -115,181 | -17% | 566,282 | 29 May 2024 | Class A Common Stock | 115,181 | By TSG7 A AIV VI, L.P. | F1, F2, F3, F7 | |||
| transaction | BROS | Class A Common LLC Units | Other | -57,246 | -10% | 509,036 | 29 May 2024 | Class A Common Stock | 57,246 | By TSG7 A AIV VI, L.P. | F2, F3, F5, F7 | |||
| transaction | BROS | Class D Common Stock | Conversion of derivative security | -692,107 | -29% | 1,703,119 | 29 May 2024 | Class A Common Stock | 692,107 | By TSG7 A AIV VI Holdings-A, L.P. | F2, F3, F6, F8 | |||
| transaction | BROS | Class D Common Stock | Other | -8,153 | -0.48% | 1,694,966 | 29 May 2024 | Class A Common Stock | 8,153 | By TSG7 A AIV VI Holdings-A, L.P. | F2, F3, F8, F9 | |||
| transaction | BROS | Class D Common Stock | Conversion of derivative security | -205,789 | -28% | 519,210 | 29 May 2024 | Class A Common Stock | 205,789 | By DG Coinvestor Blocker Aggregator, L.P. | F2, F3, F6, F8 | |||
| transaction | BROS | Class D Common Stock | Other | -175 | -0.03% | 519,035 | 29 May 2024 | Class A Common Stock | 175 | By DG Coinvestor Blocker Aggregator, L.P. | F2, F3, F8, F10 |
TSG7 A Management LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Represents the exchange of Class A Common LLC Units of Dutch Mafia, LLC, a direct subsidiary of the Issuer, together with an equal number of the Issuer's Class C Common Stock for shares of the Issuer's Class A Common Stock on a one-for-one basis. |
| F2 | TSG7 A Management, LLC is the general partner of TSG7 A AIV VI, L.P and the manager of manager of TSG7 A VI Holdings - A, L.P., DG Coinvestor Blocker Aggregator, L.P., 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 TSG7 A AIV VI, L.P. TSG7 A VI Holdings - A, L.P., DG Coinvestor Blocker Aggregator, 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. |
| F3 | (Continued from footnote 2) . 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. |
| F4 | Represents a pro rata distribution in kind of Class C Shares and Class A Common LLC Units. A portion of the distributed Class C Shares and Class A Common LLC Units were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13. |
| F5 | Represents a pro rata distribution in kind of Class C Shares and Class A Common LLC Units. 57,246 Class C Shares and 57,246 Class A Common LLC Units were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13. |
| F6 | Represents the conversion of the Issuer's Class D Common Stock into the Issuer's Class A Common Stock. |
| F7 | 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. |
| F8 | The Class D Common Stock of the Issuer 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. |
| F9 | Represents a pro rata distribution in kind of Class D Common Stock. 8,153 Class D Shares were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13. |
| F10 | Represents a pro rata distribution in kind of Class D Common Stock. |