Murphy Matthew Donal 4

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

AI-generated summary of this filing

Updated Mar 3, 2026

Boston Beer (SAM) CAO Matthew Murphy Receives RSUs; 193 Shares Withheld

What Happened

Matthew D. Murphy, Chief Accounting Officer & VP of Finance of Boston Beer Co. (SAM), received equity awards on March 1, 2026 and had 193 shares withheld to cover tax obligations related to vesting. The 193 shares were valued at $226.78 each for a total withholding of $43,769.
The Form 4 lists awards/acquisitions of 1,764 shares (RSUs) plus 257 and 986 shares reported as derivative-type awards (line items labeled as acquisitions at $0). The filing’s footnotes say the company has 3,763 restricted shares subject to vesting and that 650 RSUs and 83 investment shares vested on March 1, 2026.

Key Details

Transaction date: March 1, 2026; Filing date: March 3, 2026 (filed timely).
Withholding/tax sale: 193 shares disposed at $226.78 each for $43,769 (transaction code F = tax withholding/payment of exercise price or tax liability).
Awards reported as acquisitions (code A): 1,764 RSUs; 257 and 986 derivative awards (each reported at $0).
Footnotes of note:
- F1: Grants are RSUs under the company’s Employee Equity Incentive Plan (EEIP).
- F2: 3,763 restricted shares are subject to vesting; 650 RSUs and 83 investment shares vested March 1, 2026.
- F3–F4: Performance-based and time-based options were originally granted in 2023 with multi-year vesting schedules (some vesting contingent on performance and continued employment).
Shares owned after the transaction are not specified in the provided excerpt of the filing.

Context

This filing chiefly documents equity awards (RSUs/derivative awards) and routine tax withholding; the 193-share disposition is a tax-related withholding, not an open-market sale (common when awards vest).
The filing also references performance- and time-based option grants from 2023 that vest over multiple years—these are standard compensation arrangements and do not by themselves indicate buying or selling intent.
No late-filing indication; no 10% owner or trading plan (10b5-1) noted in the provided details.

Form 4

Period: 2026-03-01

CAO & VP of Finance

Transactions

Tax Payment
Class A Common
2026-03-01$226.78/sh−193$43,769→ 5,222 total
Award
Class A Common
[F1][F2]
2026-03-01+1,764→ 6,986 total
Award
March 1, 2023 Stock Option
[F3]
2026-03-01+257→ 514 total
Exercise: $323.80From: 2025-03-01Exp: 2033-02-28→ Class A Common Stock (771 underlying)
Award
May 15, 2023 Stock Option
[F4]
2026-03-01+986→ 2,958 total
Exercise: $308.14From: 2024-03-01Exp: 2023-05-14→ Class A Common Stock (3,944 underlying)

Footnotes (4)

[F1]Represents grants of Restricted Stock Units ("RSUs") under the Issuer's Restated Employee Equity Incentive Plan ("EEIP").
[F2]The shares reported include 3,763 shares of restricted stock subject to vesting conditions. A total of 650 RSUs and 83 investment shares vested on March 1, 2026.
[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.
[F4]The Time-Based Stock Option was granted pursuant to the Issuer's EEIP on May 15, 2023. The options vest in four equal installments on March 1 in the years 2024-2027, provided that the Reporting Person remains employed by the Company on the applicable vesting dates, and subject to accelerated vesting in certain situations.

Signature

Michael G. Andrews under POA for the benefit of Matthew D. Murphy|2026-03-03

1 file