Travis Boersma - 23 Oct 2023 Form 4/A - Amendment Insider Report for Dutch Bros Inc. (BROS)

Role
Executive Chairman of Board, Director, 10%+ Owner
Signature
/s/ Thomas P. Conaghan, Attorney-in-Fact for Travis Boersma
Issuer symbol
BROS
Transactions as of
23 Oct 2023
Net transactions value
$0
Form type
4/A - Amendment
Filing time
13 Nov 2023, 06:05:03 UTC
Date Of Original Report
25 Oct 2023
Previous filing
29 Aug 2023
Next filing
15 Dec 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BROS Class A Common Stock Conversion of derivative security $0 +2,498,631 +16007% $0.000000 2,514,241 23 Oct 2023 By DM Trust Aggregator, LLC F2
transaction BROS Class A Common Stock Conversion of derivative security $0 +1,571,369 +16007% $0.000000 1,581,186 23 Oct 2023 By DM Individual Aggregator, LLC F2
transaction BROS Class B Common Stock Conversion of derivative security $0 -2,498,631 -6.4% $0.000000 36,782,718 23 Oct 2023 By DM Trust Aggregator, LLC F2
transaction BROS Class B Common Stock Conversion of derivative security $0 -1,571,369 -6.4% $0.000000 23,132,338 23 Oct 2023 By DM Individual Aggregator, LLC F2
holding BROS Class B Common Stock 714,080 23 Oct 2023 By DMI Holdco LLC

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
transaction BROS Class A Common Units Conversion of derivative security $0 -2,498,631 -6.4% $0.000000 36,782,718 23 Oct 2023 Class A Common Stock 2,498,631 By DM Trust Aggregator, LLC F1, F2
transaction BROS Class A Common Units Conversion of derivative security $0 -1,571,369 -6.4% $0.000000 23,132,338 23 Oct 2023 Class A Common Stock 1,571,369 By DM Individual Aggregator, LLC F1, F2
holding BROS Class A Common Units 714,080 23 Oct 2023 Class A Common Stock 714,080 By DMI Holdco LLC F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents Class A Common Units of Dutch Mafia, LLC ("Dutch Mafia"), the operating company of 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 the Issuer 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 surrendered and canceled by the Issuer. The Class A Common Units of Dutch Mafia and the Class B Common Stock of the Issuer do not have an expiration date and the holders thereof are not required to pay an exercise price in connection with exchanges.

Remarks:

This amendment is being filed to correct an inadvertent overstatement of the number of Class A Common Units of Dutch Mafia and of shares of Class B Common Stock of Dutch Bros held by DM Trust Aggregator, LLC and DM Individual Aggregator, LLC by 4,103,084 and 2,580,398, respectively, in the calculation of the Reporting Person's amount of securities beneficially owned following the reported transactions in Column 5 of Table I and Column 9 of Table II.