Spellmeyer Jacob Virgil 4

What Happened Jacob Virgil Spellmeyer, a reported 10% owner of Black Rock Coffee Bar, reported an "other acquisition or disposition (J)" on March 20, 2026 that disposed of 5,809,390 shares of Class C common stock (paired with an equal number of LLC Units). The filing shows a $0 price and $0 total value because the transaction was a transfer/reallocation of derivative securities among related entities rather than an open-market sale for cash. As described in the filing, the shares were transferred among affiliated entities (Viking Cake Fuel, LLC → Viking Cake BR, LLC → distribution to certain members), and Spellmeyer no longer has voting or investment power over the transferred shares.

Key Details

• Transaction date: March 20, 2026; Form 4 filed: March 23, 2026.
• Securities: 5,809,390 shares of Class C common stock and an equal number of LLC Units.
• Reporting code: "J" — other acquisition/disposition of derivative securities (transfer between related entities).
• Price/value reported: $0 (derivative transfer, not a cash sale).
• Post-transaction ownership: The filing states the Reporting Person disclaims beneficial ownership of the shares held by Viking Cake; Spellmeyer no longer has voting or investment power for those shares.
• Relevant footnotes: LLC Units correspond to membership interests in Black Rock Coffee Holdings, LLC and an equal number of Class C shares; LLC Units/Class C shares can be converted/redeemed into Class A shares or cash under specified terms; Class C shares have conversion/automatic-conversion provisions (see F1–F3).
• Insider status: Spellmeyer is reported as a 10% owner — this appears to be a reorganization among affiliated entities, not an executive open-market trade.

Context This is a derivative/intra-group transfer rather than a purchase or routine public sale. For retail investors, such transfers often reflect corporate structuring among related entities and do not necessarily signal the insider's view on the company’s stock price. The filing discloses mechanics around LLC Units and Class C shares (conversion/redemption options and potential automatic conversion), which can affect future share class mix but do not change that this specific filing reports no cash proceeds.