Mister Car Wash (MCW) CFO Gold Jedidiah Marc Sells 886,006 Shares

What Happened

Gold Jedidiah Marc, Chief Financial Officer of Mister Car Wash (MCW), participated in merger-related transactions on 2026-05-19. In connection with the company’s merger, he surrendered/cancelled approximately 886,006.29 shares that were converted into cash at $7.00 per share (≈ $6.20M). He also contributed/rolled 43,285.71 shares into the parent company in exchange for indirect equity interests (valued at $7.00 per share, ≈ $303,000). The filing also shows a conversion/exercise of 133,485 option/derivative shares that were addressed as part of the merger consideration.

Key Details

• Transaction date: 2026-05-19 (Form 4 filed 2026-05-19).
• Cash price: $7.00 per share (merger consideration) for shares converted to cash.
• Approximate cash received from surrendered shares: 886,006.29 × $7.00 ≈ $6,202,044.
• Rollover into parent equity: 43,285.71 shares (valued at $7.00/share ≈ $303,000) per Rollover Agreement.
• Derivatives: 133,485 option-derived shares were exercised/converted and treated under the merger (see Footnote F4: options converted to a cash payment equal to the excess of the $7.00 Merger Consideration over option exercise price × number of option shares).
• Shares owned after transaction: Not specified in the provided filing details.
• Filing timeliness: Reported with the same transaction date (no late filing indicated).

Context

• These were merger-related conversions and rollovers, not open-market purchases or normal insider sales. Under the Merger Agreement, outstanding common shares (and RSUs/options) were cancelled or converted into cash or, in some cases, rolled into parent equity.
• For options: the filing indicates options were cancelled and converted into cash consideration (per Footnote F4), not a standard exercise-and-hold transaction.
• This is routine for merger transactions and reflects the agreed merger consideration rather than an independent decision to buy or sell stock in the open market.