TAYLOR JODI 4
4 · Mister Car Wash, Inc. · Filed May 19, 2026
Research Summary
AI-generated summary of this filing
Mister Car Wash (MCW) Director Jodi Taylor Sells 65,220 Shares in Merger
What Happened
- Jodi Taylor, a director of Mister Car Wash, converted/treated derivative awards and had common shares cancelled and surrendered to the issuer as part of the company’s merger. The filing shows conversion/exercise of 14,144 derivative awards and a disposition of 51,076 common shares to the issuer on 2026-05-19. Under the Merger Agreement, each share was converted into the right to receive $7.00 in cash, so the combined proceeds equal approximately $456,540 (65,220 shares × $7.00).
Key Details
- Transaction date: 2026-05-19. Report filed the same day (timely).
- Reported transactions:
- Conversion/exercise of derivative awards: 14,144 shares (M).
- Disposition to issuer (cancellation in merger): 51,076 shares (D).
- A matching disposition of 14,144 shares tied to the derivative conversion is also reported.
- Price: Form lists N/A, but footnote to the Form 4 states the Merger Consideration was $7.00 per share, so proceeds ≈ $456,540.
- Shares owned after transaction: not explicitly stated in the Form 4; common stock was cancelled and converted to cash under the merger.
- Notable footnotes:
- F1: Transactions occurred under the Agreement and Plan of Merger (effective time), where outstanding common shares were cancelled for $7.00 cash per share.
- F2: Outstanding restricted stock units fully vested, were cancelled, and converted into lump-sum cash equal to $7.00 × number of shares subject to the RSU.
Context
- This was not an open-market sale but a cash-out under the merger; the insider received the merger consideration rather than selling on the market.
- The reported “M” transactions reflect conversion/exercise of derivative awards (e.g., RSUs/options) that were then settled for cash as part of the merger.
- These filings are transactional and reflect the merger settlement, not necessarily a trading decision about the company’s future.
Insider Transaction Report
Form 4Exit
TAYLOR JODI
Director
Transactions
- Exercise/Conversion
Common Stock
[F1][F2]2026-05-19+14,144→ 51,076 total - Disposition to Issuer
Common Stock
[F1]2026-05-19−51,076→ 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 Jodi Taylor|2026-05-19