Filing Details

Accession Number:
0000899243-22-029018
Form Type:
4
Zero Holdings:
No
Publication Time:
2022-08-17 17:30:17
Reporting Period:
2022-08-15
Accepted Time:
2022-08-17 17:30:17
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1866581 Dutch Bros Inc. BROS Retail-Eating & Drinking Places (5810) 871041305
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1882774 Tsg7 A Aiv Vi, L.p. C/O Tsg Consumer Partners
4 Orinda Way, Suite 150-B
Orinda CA 94563
No No Yes No
1882775 Tsg7 A Aiv Vi Holdings-A, L.p. C/O Tsg Consumer Partners
4 Orinda Way, Suite 150-B
Orinda CA 94563
No No Yes No
1882776 Tsg7 A Management Llc C/O Tsg Consumer Partners, 4
Orinda Way, Suite 150-B
Orinda CA 94563
No No Yes No
1882834 Dg Coinvestor Blocker Aggregator, L.p. C/O Tsg Consumer Partners
4 Orinda Way, Suite 150-B
Orinda CA 94563
No No Yes No
1883107 Dutch Holdings Llc C/O Tsg Consumer Partners
4 Orinda Way, Suite 150-B
Orinda CA 94563
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class C Common Stock Disposition 2022-08-15 4,149,151 $0.00 37,654,855 No 4 J Indirect By Dutch Holdings, LLC
Class A Common Stock Acquisiton 2022-08-15 4,149,151 $0.00 4,167,201 No 4 C Indirect By Dutch Holdings, LLC
Class A Common Stock Disposition 2022-08-15 4,149,151 $42.80 18,050 No 4 S Indirect By Dutch Holdings, LLC
Class C Common Stock Disposition 2022-08-15 774,312 $0.00 36,880,543 No 4 J Indirect By Dutch Holdings, LLC
Class C Common Stock Disposition 2022-08-15 180,056 $0.00 2,628,977 No 4 J Indirect By TSG7 A AIV VI, L.P.
Class A Common Stock Acquisiton 2022-08-15 180,056 $0.00 180,056 No 4 C Indirect By TSG7 A AIV VI, L.P.
Class A Common Stock Disposition 2022-08-15 180,056 $42.80 0 No 4 S Indirect By TSG7 A AIV VI, L.P.
Class C Common Stock Disposition 2022-08-15 137,368 $0.00 2,491,609 No 4 J Indirect By TSG7 A AIV VI, L.P.
Class A Common Stock Acquisiton 2022-08-15 1,272,130 $0.00 1,272,130 No 4 C Indirect TSG7 A AIV VI Holdings-A, L.P.
Class A Common Stock Disposition 2022-08-15 1,272,130 $42.80 0 No 4 S Indirect TSG7 A AIV VI Holdings-A, L.P.
Class A Common Stock Acquisiton 2022-08-15 378,268 $0.00 378,268 No 4 C Indirect By DG Coinvestor Blocker Aggregator, L.P.
Class A Common Stock Disposition 2022-08-15 378,268 $42.80 0 No 4 S Indirect By DG Coinvestor Blocker Aggregator, L.P.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 J Indirect By Dutch Holdings, LLC
No 4 C Indirect By Dutch Holdings, LLC
No 4 S Indirect By Dutch Holdings, LLC
No 4 J Indirect By Dutch Holdings, LLC
No 4 J Indirect By TSG7 A AIV VI, L.P.
No 4 C Indirect By TSG7 A AIV VI, L.P.
No 4 S Indirect By TSG7 A AIV VI, L.P.
No 4 J Indirect By TSG7 A AIV VI, L.P.
No 4 C Indirect TSG7 A AIV VI Holdings-A, L.P.
No 4 S Indirect TSG7 A AIV VI Holdings-A, L.P.
No 4 C Indirect By DG Coinvestor Blocker Aggregator, L.P.
No 4 S Indirect By DG Coinvestor Blocker Aggregator, L.P.
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Class A Common LLC Units Disposition 2022-08-15 4,149,151 $0.00 4,149,151 $0.00
Class A Common Stock Class A Common LLC Units Disposition 2022-08-15 774,312 $0.00 774,312 $0.00
Class A Common Stock Class A Common LLC Units Disposition 2022-08-15 180,056 $0.00 180,056 $0.00
Class A Common Stock Class A Common LLC Units Disposition 2022-08-15 137,368 $0.00 137,368 $0.00
Class A Common Stock Class D Common Stock Disposition 2022-08-15 1,272,130 $0.00 1,272,130 $0.00
Class A Common Stock Class D Common Stock Disposition 2022-08-15 16,715 $0.00 16,715 $0.00
Class A Common Stock Class D Common Stock Disposition 2022-08-15 378,268 $0.00 378,268 $0.00
Class A Common Stock Class D Common Stock Disposition 2022-08-15 458 $0.00 458 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
37,654,855 No 4 C Indirect
36,880,543 No 4 J Indirect
2,628,977 No 4 C Indirect
2,491,609 No 4 J Indirect
9,557,935 No 4 C Indirect
9,541,220 No 4 J Indirect
2,837,269 No 4 C Indirect
2,836,811 No 4 J Indirect
Footnotes
  1. 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.
  2. 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.
  3. (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.
  4. Represents a pro rata distribution in kind of Class C Shares and Class A Common LLC Units. 373,165 Class C Shares and 373,165 Class A Common LLC Units were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13.
  5. Represents a pro rata distribution in kind of Class C Shares and Class A Common LLC Units. 137,368 Class C Shares and 137,368 Class A Common LLC Units were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13.
  6. Represents the conversion of the Issuer's Class D Common Stock into the Issuer's Class A Common Stock.
  7. 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.
  8. 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.
  9. Represents a pro rata distribution in kind of Class D Common Stock. 16,715 Class D Shares were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13.
  10. Represents a pro rata distribution in kind of Class D Common Stock.