BOSTON BEER CO INC·4

Mar 3, 10:41 AM ET

Lysyj Lesya 4

4 · BOSTON BEER CO INC · Filed Mar 3, 2026

Research Summary

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Boston Beer (SAM) CMO Lesya Lysyj Receives RSUs; Some Shares Withheld

What Happened
Lesya Lysyj, Chief Marketing Officer of Boston Beer Co. (SAM), had restricted stock units (RSUs) vest on March 1, 2026. The Form 4 shows a tax-related disposition of 383 shares at $226.78 each (totaling $86,857) coded as withholding, and an award/acquisition of 566 shares (reported as derivative shares acquired at $0.00) from the vesting event.

Key Details

  • Transaction dates: March 1, 2026. Disposition: 383 shares @ $226.78 = $86,857 (tax withholding). Acquisition: 566 shares @ $0.00 (RSU issuance).
  • The filing notes the Reporting Person had a total of 1,293 RSUs vest on March 1, 2026; the issuer net-withheld a portion to satisfy tax obligations.
  • Reported holdings include 9,465 shares of restricted stock subject to vesting conditions (per footnote).
  • Footnote re: options: Performance-based stock options granted Mar 1, 2023 will vest in three equal installments (Mar 1, 2025–2027) after performance was certified in Feb 2025.
  • This filing shows a tax-withholding disposition (F), not an open-market sale — a routine administrative action.

Context
RSU vesting with net share withholding for taxes is common and does not necessarily indicate a change in the insider’s view of the company. The acquisition here is the issuance of vested RSU shares (derivative award); the withheld shares were surrendered to cover tax obligations. The filing does not clearly state total shares owned after the transactions beyond the restricted-share totals reported in the footnotes.

Insider Transaction Report

Form 4
Period: 2026-03-01
Lysyj Lesya
Chief Marketing Officer
Transactions
  • Tax Payment

    Class A Common

    [F1][F2]
    2026-03-01$226.78/sh383$86,85716,505 total
  • Award

    March 1, 2023 Stock Option

    [F3]
    2026-03-01+5661,131 total
    Exercise: $323.80From: 2025-03-01Exp: 2033-02-28Class A Common (1,697 underlying)
Footnotes (3)
  • [F1]The Issuer net withheld the vesting of a percentage of shares to satisfy the tax obligations of the Reporting Person flowing from the vesting of Restricted Stock Units ("RSUs"). The Reporting Person had a total of 1,293 RSUs vest on March 1, 2026.
  • [F2]The shares reported include 9,465 shares of restricted stock subject to vesting conditions.
  • [F3]The Performance-Based Stock Options were granted pursuant to the Issuer's Employee Equity Incentive Plan ("EEIP") on March 1, 2023. The extent to which the options were exercisable was dependent upon the Company achieving certain compounded annual growth rate targets based on net revenue growth in Fiscal Year 2024 over Fiscal Year 2022. In February 2025, the Compensation Committee determined that the performance criteria had been achieved, and as such the options will vest in three equal installments on March 1 in the years 2025-2027, contingent on the Reporting Person's continued employment with the Issuer on the applicable vesting dates.
Signature
Michael G. Andrews under POA for the benefit of Lesya Lysyj|2026-03-03

Documents

1 file
  • 4
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