KIRK RONALD 4

4 · Mister Car Wash, Inc. · Filed May 19, 2026

AI-generated summary of this filing

Updated May 19, 2026

Mister Car Wash (MCW) Director Kirk Ronald Sells 67,623 Shares in Merger

What Happened

Kirk Ronald, a director of Mister Car Wash, reported exercising/converting derivative awards and surrendering common stock and awards in connection with the company’s merger. The filing shows 14,144 shares from derivative conversions and 53,479 shares surrendered to the issuer, for a total of 67,623 shares converted/cancelled. Under the merger terms, each share was converted into $7.00 in cash, so the transactions produced approximately $473,361 in cash consideration (67,623 × $7.00). These were not open-market sales but merger-related conversions/cancellations.

Key Details

Transaction date: 2026-05-19 (reported same day).
Transaction codes: M = exercise/conversion of derivative (14,144 shares), D = disposition to issuer (53,479 shares); total affected = 67,623 shares.
Price/value: Merger consideration = $7.00 per share; total cash ≈ $473,361.
Shares owned after the transaction: not specified in the Form 4; the merger cancelled outstanding shares and converted them to cash, so common shares were likely eliminated.
Footnotes: F1 describes the February 17, 2026 Merger Agreement and that outstanding common shares were cancelled for $7.00 cash. F2 states restricted stock units fully vested and were converted into a lump-sum cash payment equal to $7.00 × number of shares.
Timeliness: Filing date and period of report are both 2026-05-19, indicating a timely report.

Context

These transactions are merger-driven conversions/cash settlements (not standard open-market buys or sells). For derivative/award lines, the filing indicates exercises/conversions followed by cancellation for merger consideration (a cash-out), which is a routine corporate event rather than a trading signal about insider sentiment.

Form 4Exit

Period: 2026-05-19

Director

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-05-19+14,144→ 53,479 total
Disposition to Issuer
Common Stock
[F1]
2026-05-19−53,479→ 0 total
Exercise/Conversion
Restricted Stock Units
[F1][F2]
2026-05-19−14,144→ 0 total
→ Common Stock (14,144 underlying)

Footnotes (2)

[F1]In connection with the terms of an Agreement and Plan of Merger, dated February 17, 2026 (the "Merger Agreement"), by and among the Issuer, MCW Parent, LP ("Parent"), Boson Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), and, solely for purposes of certain provisions in the Merger Agreement, Mister Car Wash Holdings, Inc., a wholly owned subsidiary of the Issuer, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation (the "Merger"). At the effective time of the Merger (the "Effective Time"), each outstanding share of Common Stock (other than certain shares described in the Merger Agreement) was cancelled and automatically converted into the right to receive $7.00 in cash, without interest (the "Merger Consideration").
[F2]At the Effective Time, each outstanding restricted stock unit fully vested, was cancelled, and converted into the right to receive a lump sum cash payment, without interest, equal to the product of (i) the Merger Consideration multiplied by (ii) the number of shares of Common Stock subject to such award of restricted stock unit.

Signature

/s/ Michelle Krall, as Attorney-in-Fact for Ronald Kirk|2026-05-19

1 file