Filing Details

Accession Number:
0000950170-23-064962
Form Type:
4
Zero Holdings:
No
Publication Time:
2023-11-17 20:29:45
Reporting Period:
2023-11-15
Accepted Time:
2023-11-17 20:29:45
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 No 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 No No
1882776 Tsg7 A Management Llc C/O Tsg Consumer Partners,
4 Orinda Way, Suite 150-B
Orinda CA 94563
No No No No
1882834 Dg Coinvestor Blocker Aggregator, L.p. C/O Tsg Consumer Partners
4 Orinda Way, Suite 150-B
Orinda CA 94563
No No No No
1883107 Dutch Holdings Llc C/O Tsg Consumer Partners
4 Orinda Way, Suite 150-B
Orinda CA 94563
No No No 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 2023-11-15 3,992,824 $0.00 32,887,719 No 4 J Indirect By Dutch Holdings, LLC
Class A Common Stock Acquisiton 2023-11-15 3,992,824 $0.00 4,010,874 No 4 C Indirect By Dutch Holdings, LLC
Class A Common Stock Disposition 2023-11-15 3,992,824 $28.16 18,050 No 4 S Indirect By Dutch Holdings, LLC
Class C Common Stock Disposition 2023-11-15 219,510 $0.00 32,668,209 No 4 J Indirect By Dutch Holdings, LLC
Class C Common Stock Disposition 2023-11-15 230,778 $0.00 2,260,831 No 4 J Indirect By TSG7 A AIV VI, L.P.
Class A Common Stock Acquisiton 2023-11-15 230,778 $0.00 230,778 No 4 C Indirect By TSG7 A AIV VI, L.P.
Class A Common Stock Disposition 2023-11-15 230,778 $28.16 0 No 4 S Indirect By TSG7 A AIV VI, L.P.
Class C Common Stock Disposition 2023-11-15 48,408 $0.00 2,212,423 No 4 J Indirect By TSG7 A AIV VI, L.P.
Class A Common Stock Acquisiton 2023-11-15 1,093,666 $0.00 1,093,666 No 4 C Indirect TSG7 A AIV VI Holdings-A, L.P.
Class A Common Stock Disposition 2023-11-15 1,093,666 $28.16 0 No 4 S Indirect TSG7 A AIV VI Holdings-A, L.P.
Class A Common Stock Acquisiton 2023-11-15 323,884 $0.00 323,884 No 4 C Indirect By DG Coinvestor Blocker Aggregator, L.P.
Class A Common Stock Disposition 2023-11-15 323,884 $28.16 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 2023-11-15 3,992,824 $0.00 3,992,824 $0.00
Class A Common Stock Class A Common LLC Units Disposition 2023-11-15 219,510 $0.00 219,510 $0.00
Class A Common Stock Class A Common LLC Units Disposition 2023-11-15 230,778 $0.00 230,778 $0.00
Class A Common Stock Class A Common LLC Units Disposition 2023-11-15 48,408 $0.00 48,408 $0.00
Class A Common Stock Class D Common Stock Disposition 2023-11-15 1,093,666 $0.00 1,093,666 $0.00
Class A Common Stock Class D Common Stock Disposition 2023-11-15 1,453 $0.00 1,453 $0.00
Class A Common Stock Class D Common Stock Disposition 2023-11-15 323,884 $0.00 323,884 $0.00
Class A Common Stock Class D Common Stock Disposition 2023-11-15 123 $0.00 123 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
32,887,719 No 4 C Indirect
32,668,209 No 4 J Indirect
2,260,831 No 4 C Indirect
2,212,423 No 4 J Indirect
8,447,554 No 4 C Indirect
8,446,101 No 4 J Indirect
2,512,927 No 4 C Indirect
2,512,804 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. 219,510 Class C Shares and 219,510 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. 48,408 Class C Shares and 48,408 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. 1,453 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.