Pereboom Bryan Douglas 4

What Happened
Bryan Douglas Pereboom, a reported 10% owner of Black Rock Coffee Bar, Inc. (BRCB), recorded an "Other (J)" disposition on 2026-03-20 involving 5,809,390 shares of Class C common stock and an equal number of LLC units. The Form 4 shows the shares were disposed at $0.00 (no cash proceeds reported). The filing lists two identical entries for 5,809,390 shares each, but the footnotes explain these reflect a transfer and then a distribution that resulted in Pereboom no longer having voting or investment power over those shares.

Key Details

• Transaction date: March 20, 2026 (Form filed March 23, 2026) — filing was timely.
• Reported transaction type/code: Other acquisition/disposition (Code J), derivative (linked to LLC units/Class C shares).
• Shares involved: 5,809,390 Class C shares and 5,809,390 LLC units (listed twice in filing; net effect = transfer/distribution of 5,809,390).
• Price/Proceeds: $0.00 reported (no cash consideration shown).
• Shares owned after transaction: The filing states Pereboom no longer has voting or investment power for the shares held by Viking Cake; exact post-transaction beneficial ownership totals are not specified in the filing.
• Notable footnotes:
  • LLC Units correspond to membership units of the OpCo and an equal number of Class C shares; LLC Units may be redeemed or exchanged per the company's terms (F1–F2).
  • Class C shares have conversion features into Class A (holder election) and automatic conversion to Class B under certain conditions (F2–F3).
  • Footnote F4: Viking Cake Fuel, LLC transferred 5,809,390 Class C shares/LLC units to Viking Cake BR, LLC, which then distributed them to members — causing Pereboom to lose voting/investment power over those shares.
  • Footnote F5: Pereboom’s spouse is an owner of Aureata Fuel, LLC, a recipient of Viking Cake’s distribution; Pereboom disclaims beneficial ownership of shares held by his spouse except to the extent of any pecuniary interest.

Context
This was not a cash sale on the open market but a transfer/distribution among related LLC entities and members, reported as an "Other" derivative disposition. For retail investors, note this is an ownership/control change by a large (10%) holder involving complex entity-level transfers and conversion mechanics — it does not necessarily reflect an open-market sale or a change in sentiment by an executive.