Tara L. Heath - Mar 1, 2023 Form 4 Insider Report for BOSTON BEER CO INC (SAM)

Role
Chief Legal Officer
Signature
Michael G. Andrews under POA for Tara L. Heath
Stock symbol
SAM
Transactions as of
Mar 1, 2023
Transactions value $
-$46,627
Form type
4
Date filed
3/2/2023, 08:54 AM
Previous filing
Jan 3, 2023
Next filing
Mar 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SAM Class A Common Tax liability -$46.6K -144 -5.61% $323.80 2.43K Mar 1, 2023 Direct F1, F2
transaction SAM Class A Common Award $0 +541 +22.31% $0.00 2.97K Mar 1, 2023 Direct 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
transaction SAM March 1, 2023 Stock Option Award $0 +1.08K $0.00 1.08K Mar 1, 2023 Class A Common 1.08K $323.80 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Issuer "net withheld" the vesting of a percentage of shares to satisfy the tax obligations of the Reporting Person flowing from the vesting of Restricted Stock Units ("RSUs"). The Reporting Person had a total of 452 RSUs vest on March 1, 2023.
F2 The shares reported include 1,304 shares of restricted stock subject to vesting conditions.
F3 On March 1, 2023, the Issuer granted 541 RSUs to the Reporting Person under the Issuer's Employee Equity Incentive Plan ("EEIP"). The shares will vest in four equal installments over a four year period, provided that the Reporting Person remains employed by the Issuer on the applicable vesting dates, and subject to accelerated vesting in certain situations.
F4 The Performance-Based Stock Options were granted pursuant to the Issuer's EEIP on March 1, 2023. The extent to which the options become exercisable is dependent upon the Company achieving certain compounded annual growth rate targets based on net revenue growth in Fiscal Year 2024 over Fiscal Year 2022. The Compensation Committee will determine if the performance criteria have been achieved prior to March 1, 2025. If the performance criteria is achieved, the options vest in three equal installments on March 1 in the years 2025-2027, provided that the Reporting Person remains employed by the Company on the applicable vesting dates, and subject to accelerated vesting in certain situations.