Guenser Joshua J 4

What Happened

• Joshua J. Guenser, Chief Financial Officer of Dutch Bros Inc. (BROS), converted restricted stock units (derivative/RSU conversions) and received an RSU award on March 1, 2026. Some of the converted shares were surrendered to cover tax withholding.
• Specifically, the filing shows conversions/exercises of 11,403 RSU shares (reported in multiple entries), an award/grant of 12,590 RSU shares, and share-withholdings of 4,631 and 4,773 shares sold at $53.61 per share to satisfy tax obligations — totaling 9,404 shares sold for $504,149.

Key Details

• Transaction date: March 1, 2026; Form 4 filed March 2, 2026 (timely filing).
• Tax withholding sales: 4,631 shares at $53.61 ($248,268) and 4,773 shares at $53.61 ($255,881) — combined proceeds ~$504,149.
• RSU conversion/award specifics: multiple conversions of 11,403 RSU-equivalent shares reported and an award of 12,590 RSU shares (all reported as derivative transactions with $0.00 per-share exercise price because these are RSUs).
• Footnotes: F1 clarifies each RSU equals a contingent right to one Class A share. F2–F4 describe vesting schedules (e.g., awards vesting in thirds over subsequent years, and a March 1, 2024 award of 34,209 RSUs vesting 33.33% each year).
• Shares owned after transaction: not specified in the provided summary of the filing.
• Transaction codes: M = exercise/conversion of derivative (RSU conversion), A = award/grant, F = payment of exercise price or tax withholding (sell-to-cover).

Context

• This appears to be a routine RSU conversion with a sell-to-cover for taxes (surrendering shares to satisfy tax withholding). RSU conversions show $0.00 per share because they are not option exercises requiring cash payment — they convert to stock.
• Such tax-withholding sales are common and generally reflect tax obligations rather than a directional bet by the insider.