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Black Rock Coffee Bar CFO Amends Ownership to 349,826 Units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3/A

Rhea-AI Filing Summary

Black Rock Coffee Bar, Inc. (BRCB) filed an amended Form 3 to correct its initial beneficial ownership disclosure for Chief Financial Officer Rodderick Fredrick Booth. The amendment states that as of 09/12/2025 the reporting person beneficially owned 349,826 LLC Units and corresponding Class B Common Stock shares. The LLC Units are redeemable at any time on a 1-for-1 basis for Class A Common Stock, with the same number of Class B shares forfeited upon redemption.

Positive

  • Amendment filed to correct prior disclosure, improving transparency
  • Clear conversion terms disclosed: LLC Units redeemable 1-for-1 into Class A shares

Negative

  • Original Form 3 contained an error, and the mistake also carried into a Form 4 filed on 09/15/2025

Insights

Amendment clarifies executive stockholdings and redemption mechanics.

The filing corrects the initial Form 3 and a subsequent Form 4 to show that the CFO, Rodderick F. Booth, beneficially owns 349,826 LLC Units and Class B shares as of 09/12/2025. The units convert 1-to-1 into Class A Common Stock at the holder's option, causing forfeiture of an equal number of Class B shares.

This is a governance transparency item: accurate ownership disclosures matter for voting power and insider-trading compliance. Watch for any future Form 4s showing redemption or sales, which would change share class mix and potential voting dynamics within the next reporting period.

Insider Booth Rodderick Fredrick
Role Chief Financial Officer
Type Security Shares Price Value
holding LLC Units -- -- --
holding Class B Common Stock -- -- --
Holdings After Transaction: LLC Units — 349,826 shares (Direct); Class B Common Stock — 349,826 shares (Direct)
Footnotes (1)
  1. This amendment is being filed to correct the number of LLC Units and corresponding shares of Class B Common Stock beneficially owned by the Reporting Person at the time of the original Form 3 filing. The error also carried forward to the Reporting Person's Form 4 filed on September 15, 2025. As reported herein, on September 12, 2025, the Reporting Person beneficially owned 349,826 LLC Units and shares of Class B Common Stock. The LLC Units may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class B Common Stock will be forfeited in connection with the redemption. The LLC Units have no expiration date.
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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Booth Rodderick Fredrick
(Last) (First) (Middle)
C/O BLACK ROCK COFFEE BAR, INC.
9170 E. BAHIA DRIVE, SUITE 101
(Street)
SCOTTSDALE AZ 85260
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/12/2025 		3. Issuer Name and Ticker or Trading Symbol
Black Rock Coffee Bar, Inc. [ BRCB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
09/12/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock 349,826(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
LLC Units (2) (2) Class A Common Stock 349,826(1) (2) D
Explanation of Responses:
1. This amendment is being filed to correct the number of LLC Units and corresponding shares of Class B Common Stock beneficially owned by the Reporting Person at the time of the original Form 3 filing. The error also carried forward to the Reporting Person's Form 4 filed on September 15, 2025. As reported herein, on September 12, 2025, the Reporting Person beneficially owned 349,826 LLC Units and shares of Class B Common Stock.
2. The LLC Units may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class B Common Stock will be forfeited in connection with the redemption. The LLC Units have no expiration date.
/s/ Sam Seiberling, Attorney-in-Fact 10/06/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did BRCB report in the amended Form 3?

The amendment reports that CFO Rodderick F. Booth beneficially owned 349,826 LLC Units and corresponding Class B Common Stock as of 09/12/2025.

What is the relationship between the LLC Units and BRCB common stock?

Each LLC Unit is redeemable at the holder's option for one share of Class A Common Stock, and an equal number of Class B shares are forfeited upon redemption.

Was this filing an initial statement or an amendment?

This filing is an amendment to the initial Form 3 to correct the number of LLC Units and Class B shares reported.

Who signed the amended Form 3 for the reporting person?

The form was signed by Sam Seiberling, Attorney-in-Fact on behalf of the reporting person on 10/06/2025.

Did the error affect other filings?

Yes, the explanation states the error also carried forward to the reporting person's Form 4 filed on 09/15/2025.