DANHAKL JOHN G 4/A
4/A · Mister Car Wash, Inc. · Filed May 19, 2026
Research Summary
AI-generated summary of this filing
Mister Car Wash (MCW) 10% Owner John Danhakl Disposes 219M Shares
What Happened
John G. Danhakl, reported as a 10% owner related to private‑equity entities, is reported as disposing of 219,213,079 shares of Mister Car Wash (MCW) at $7.00 per share — a notional value of $1,534,491,553. The Form 4 reflects the disposition on 2026-05-19 under Transaction Code J (other acquisition or disposition). The filing is an amended Form 4 to indicate the reporting person is no longer subject to Section 16.
Key Details
- Transaction date and price: 2026-05-19, 219,213,079 shares at $7.00 per share.
- Reported total value: $1,534,491,553.
- Transaction code: J (other acquisition or disposition); this was merger-related, not an open‑market sale.
- Footnotes: The filing explains the shares were contributed to the buyer (Parent) under a Contribution Agreement and were cancelled/ extinguished as part of a Merger; some shares reported were previously held by affiliated entities (GEI VI, GEI Side VI, Associates VI-A/B). Danhakl disclaims beneficial ownership except to the extent of any pecuniary interest.
- Shares owned after transaction: not specified in the Form 4 (filing notes cancellation/contribution of the reported shares).
- Timeliness: Reported on 2026-05-19 (Period of Report 2026-05-19); this is an amended filing to update the Section 16 status.
Context
- This was a corporate-transaction disposition tied to a merger and contribution agreement, not a routine insider open‑market sale. For retail investors, note that dispositions by 10% holders in a buyout/merger reflect deal mechanics (cancellation/contribution) rather than an executive selling shares on market.
Insider Transaction Report
Form 4/AAmendedExit
DANHAKL JOHN G
Director10% Owner
Transactions
- Other
Common Stock
[F1][F2][F3][F4][F5][F6]2026-05-19$7.00/sh−219,213,079$1,534,491,553→ 0 total(indirect: See footnote.)
Footnotes (6)
- [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").
- [F2]Immediately prior to the effective time of the Merger, pursuant to the Contribution Agreement, dated February 17, 2026, by and among Parent, Green Equity Investors VI, L.P. ("GEI VI"), Green Equity Investors Side VI, L.P. ("GEI Side VI"), LGP Associates VI-A LLC ("Associates VI-A") and LGP Associates VI-B LLC ("Associates VI-B"), the shares of the Issuer's Common Stock ("Common Stock"), par value $0.01 (the "Shares"), owned by the Reporting Persons were contributed and assigned to Parent in exchange for equity interests in Parent (together with the Merger, the "Transaction"). In accordance with the terms of the Merger Agreement, at the effective time of the Merger, the Shares were automatically cancelled and extinguished without any conversion thereof or consideration paid therefor.
- [F3]Represents shares of Common Stock previously owned by GEI VI, GEI Side VI, Associates VI-A and Associates VI-B that were cancelled as part of the Transaction. Of the shares of Common Stock reported, 134,812,845 were held by GEI VI, 80,348,253 were held by GEI Side VI, 315,683 were held by Associates VI-A, and 3,736,298 were held by Associates VI-B.
- [F4]Represents shares owned by GEI VI, GEI Side VI, Associates VI-A and Associates VI-B.
- [F5]Mr. Danhakl, directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to be the indirect beneficial owner of some or all of the shares of Common Stock held by GEI VI, GEI Side VI, Associates VI-A, or Associates VI-B and, therefore, a "ten percent holder" hereunder.
- [F6]Mr. Danhakl disclaims beneficial ownership of the shares of Common Stock reported herein, except to the extent of his pecuniary interest therein. This report shall not otherwise be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
Signature
/s/ Andrew C. Goldberg, attorney-in-fact|2026-05-19