FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Dutch Bros Inc. [ BROS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/22/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Class A Common Stock | 11/15/2021 | P | 19.3603 | A | $62.01 | 19.3603 | I | By Son(1) | ||
Class A Common Stock | 11/15/2021 | S | 19.3603 | D | $62.24 | 0 | I | By Son(1) | ||
Class A Common Stock | 05/18/2022 | P | 107.9481 | A | $24.89 | 107.9481 | I | By Son(1) | ||
Class A Common Stock | 05/27/2022 | S | 1.4508 | D | $37.59(2) | 106.4972 | I | By Son(1) | ||
Class A Common Stock | 05/27/2022 | P | 1.4781 | A | $36.89 | 107.9754 | I | By Son(1) | ||
Class A Common Stock | 09/01/2022 | P | 29.0477 | A | $34.43(3) | 137.0231 | I | By Son(1) | ||
Class A Common Stock | 09/13/2022 | P | 41.9693 | A | $35.74(4) | 178.9924 | I | By Son(1) | ||
Class A Common Stock | 01/06/2023 | S | 100 | D | $30 | 78.9924 | I | By Son(1) | ||
Class A Common Stock | 01/09/2023 | S | 78 | D | $31.4 | 0.9924 | I | By Son(1) | ||
Class A Common Stock | 03/01/2023 | P | 255 | A | $32 | 255.9924 | I | By Son(1) | ||
Class A Common Stock | 03/07/2023 | P | 1.9831 | A | $33.73 | 257.9755 | I | By Son(1) | ||
Class A Common Stock | 03/27/2023 | S | 25.4496 | D | $29.44 | 232.5259 | I | By Son(1) | ||
Class A Common Stock | 03/27/2023 | P | 25.4331 | A | $29.45 | 257.959 | I | By Son(1) | ||
Class A Common Stock | 04/14/2023 | S | 128.972 | D | $32.1 | 128.987 | I | By Son(1) | ||
Class A Common Stock | 05/10/2023 | P | 130.3816 | A | $29.8(5) | 259.3686 | I | By Son(1) | ||
Class A Common Stock | 08/03/2023 | S | 136.1934 | D | $29.36 | 123.1752 | I | By Son(1) | ||
Class A Common Stock | 08/08/2023 | S | 27.3423 | D | $27.43 | 95.8329 | I | By Son(1) | ||
Class A Common Stock | 08/08/2023 | P | 2.4696 | A | $27.51 | 98.3025 | I | By Son(1) | ||
Class A Common Stock | 08/08/2023 | P | 10.8456 | A | $27.66 | 109.1482 | I | By Son(1) | ||
Class A Common Stock | 08/09/2023 | S | 109.1482 | D | $30.72(6) | 0 | I | By Son(1) | ||
Class A Common Stock | 15,610 | I | By DM Trust Aggregator, LLC | |||||||
Class A Common Stock | 9,817 | I | By DM Individual Aggregator, LLC |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Call Option (Right to Buy) | $60 | 09/22/2021 | P | 1 | 09/22/2021 | 10/15/2021 | Class A Common Stock | 100 | $440 | 1 | I | By Son(1) | |||
Call Option (Right to Buy) | $60 | 09/22/2021 | S | 1 | 09/22/2021 | 10/15/2021 | Class A Common Stock | 100 | $399.98 | 0 | I | By Son(1) | |||
Call Option (Right to Buy) | $40 | 10/05/2021 | P | 1 | 10/05/2021 | 10/15/2021 | Class A Common Stock | 100 | $430 | 1 | I | By Son(1) | |||
Call Option (Right to Buy) | $40 | 10/07/2021 | S | 1 | 10/05/2021 | 10/15/2021 | Class A Common Stock | 100 | $479.98 | 0 | I | By Son(1) | |||
Put Option (Right to Sell) | $60 | 10/19/2021 | P | 1 | 10/19/2021 | 11/19/2021 | Class A Common Stock | 100 | $500 | 1 | I | By Son(1) | |||
Put Option (Right to Sell) | $60 | 10/21/2021 | S | 1 | 10/19/2021 | 11/19/2021 | Class A Common Stock | 100 | $569.98 | 0 | I | By Son(1) | |||
Put Option (Right to Sell) | $41 | 02/21/2023 | P | 2 | 02/21/2023 | 02/24/2023 | Class A Common Stock | 200 | $401 | 2 | I | By Son(1) | |||
Put Option (Right to Sell) | $41 | 02/21/2023 | P | 4 | 02/21/2023 | 02/24/2023 | Class A Common Stock | 400 | $400 | 6 | I | By Son(1) | |||
Put Option (Right to Sell) | $41 | 02/21/2023 | P | 1 | 02/21/2023 | 03/03/2024 | Class A Common Stock | 100 | $420 | 1 | I | By Son(1) | |||
Put Option (Right to Sell) | $41 | 02/24/2023 | S | 4 | 02/21/2023 | 02/24/2023 | Class A Common Stock | 400 | $789.98 | 2 | I | By Son(1) | |||
Put Option (Right to Sell) | $41 | 02/24/2023 | S | 2 | 02/21/2023 | 02/24/2023 | Class A Common Stock | 200 | $809.98 | 0 | I | By Son(1) | |||
Put Option (Right to Sell) | $41 | 03/01/2023 | S | 1 | 02/21/2023 | 03/03/2024 | Class A Common Stock | 100 | $819.98 | 0 | I | By Son(1) | |||
Put Option (Right to Sell) | $33 | 05/09/2023 | P | 5 | 05/09/2023 | 05/12/2023 | Class A Common Stock | 500 | $210 | 5 | I | By Son(1) | |||
Put Option (Right to Sell) | $33 | 05/09/2023 | S | 5 | 05/09/2023 | 05/12/2023 | Class A Common Stock | 500 | $200 | 0 | I | By Son(1) | |||
Put Option (Right to Sell) | $33 | 05/09/2023 | P | 1 | 05/09/2023 | 05/12/2023 | Class A Common Stock | 100 | $205 | 1 | I | By Son(1) | |||
Put Option (Right to Sell) | $33 | 05/10/2023 | S | 1 | 05/09/2023 | 05/12/2023 | Class A Common Stock | 100 | $299.98 | 0 | I | By Son | |||
Call Option (Right to Buy) | $26 | 08/08/2023 | P | 3 | 08/08/2023 | 08/11/2023 | Class A Common Stock | 300 | $230 | 3 | I | By Son(1) | |||
Call Option (Right to Buy) | $26 | 08/08/2023 | S | 1 | 08/08/2023 | 08/11/2023 | Class A Common Stock | 100 | $239.98 | 2 | I | By Son(1) | |||
Call Option (Right to Buy) | $26 | 08/09/2023 | S | 2 | 08/08/2023 | 08/11/2023 | Class A Common Stock | 200 | $549.99 | 0 | I | By Son(1) |
Explanation of Responses: |
1. Pursuant to Section 16 reporting requirements, the Form 4 reflects purchases and sales of the Issuer's Class A common stock and derivative securities that were made by the Reporting Person's adult son. The amount of profit realized by the applicable short-swing transactions is approximately $8,500 and has been paid to the Issuer, as required. The Reporting Person was recently notified of the transactions by his son, resulting in today's filing. This report shall not be deemed an admission by the Reporting Person that he is the beneficial owner of any of the securities traded by his adult son, other than for purposes of Section 16. |
2. Represents weighted average sales price. The shares were sold at prices ranging from $37.56 to $37.60. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
3. Represents weighted average purchase price. The shares were sold at prices ranging from $34.39 to $34.43. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares purchased at each separate price. |
4. Represents weighted average purchase price. The shares were sold at prices ranging from $35.39 to $35.92. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares purchased at each separate price. |
5. Represents weighted average purchase price. The shares were sold at prices ranging from $29.76 to $29.80. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares purchased at each separate price. |
6. Represents weighted average sales price. The shares were sold at prices ranging from $30.72 to $30.78. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
Remarks: |
By Travis Boersma | 08/29/2023 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |