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Black Rock Coffee Bar, Inc. SEC Filings

BRCB NASDAQ

Welcome to our dedicated page for Black Rock Coffee Bar SEC filings (Ticker: BRCB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Black Rock Coffee Bar, Inc. filings document the public-company records of a Texas corporation operating coffee bars under Nasdaq symbol BRCB. Registration statements and related 8-K reports describe the Class A common stock IPO, Black Rock Coffee Holdings, LLC operating-company agreements, tax receivable agreement, registration rights agreement, voting agreements and Class A, Class B and Class C common stock structure.

Other disclosures cover quarterly and annual results releases, annual-meeting proxy matters, director elections, auditor ratification, changes in the certifying accountant, board changes, emerging growth company status, internal-control matters and governance arrangements affecting voting rights.

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Cynosure Group, LLC and affiliated investment entities report beneficial ownership of 21,831,316 shares of Black Rock Coffee Bar, Inc. Class A Common Stock, representing 52.6% of the class. This total includes 2,035,904 outstanding Class A shares and 19,795,412 shares issuable upon conversion of an equal number of LLC Units and related Class B Common Stock on a one-for-one basis.

Cynosure Group, LLC is the manager and has shared voting and dispositive power over these holdings across multiple Cynosure funds. Individual reporting entities disclose ownership stakes ranging from 1.2% to 39.8% of the Class A Common Stock on an as-converted basis, reflecting a controlling sponsor position using a dual-class and LLC Unit structure.

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Cynosure Group and its affiliated funds have disclosed a controlling stake in Black Rock Coffee Bar, Inc. (BRCB) on a Schedule 13D. They report beneficial ownership of 21,831,316 shares of Class A Common Stock, representing 52.6% of the class, including shares issuable upon conversion of LLC Units.

On May 15, 2026, Cynosure Partners III, LP bought 12,042,712 LLC Units, an equal number of Class C (now Class B) shares, and 1,600,000 Class A shares for a total of $72,973,697.44, paying off a margin loan tied to these securities. Cynosure has the right to designate one director (the Cynosure Nominee), a board observer and, while it owns at least 7.5% of the stock, influence key decisions such as board size, leverage above a 2.0 net debt ratio, CEO termination and director compensation changes.

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Black Rock Coffee Bar, Inc. principal accounting officer Michael Ryan Schmidt reported an open-market purchase of Class A Common Stock. On May 20, 2026, he bought 7,100 shares at a weighted average price of $6.98 per share in multiple transactions, bringing his direct holdings to 7,100 shares.

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Black Rock Coffee Bar, Inc. insider activity shows an open-market buy linked to Chief Marketing Officer Jessica Wegener-Beyer. An entity associated with her, the Beyer Family Living Trust, purchased approximately 3,098 Class A common shares at a weighted average price of about $6.46 per share.

After these transactions, the trust holds about 3,098 shares indirectly. The filing notes that the purchases occurred in multiple trades within a narrow price range from $6.45 to $6.47 per share.

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Black Rock Coffee Bar, Inc. reported new governance and shareholder arrangements involving its founders and key investors. The company entered into an irrevocable proxy giving the company, its CEO, or a designee authority to vote all common shares held or controlled by specified founder-related entities, at least until two years from May 15, 2026 or later if the Founders Voting Agreement remains in place. The company also amended its Registration Rights Agreement to increase the number of demand registration requests available to the Cynosure Investors from three to four. In addition, a separate voting agreement with the Cynosure Investors, originally established around the initial public offering to support the founders’ board nominations, was terminated in connection with sponsor-related entities purchasing common stock from entities and trusts associated with the co-founders.

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Cynosure-managed investment entities significantly increased their stake in Black Rock Coffee Bar, Inc. through open-market purchases and related equity structuring. On May 15, 2026, the reporting entities bought 1,600,000 shares of Class A Common Stock and 12,042,712 shares of Class B Common Stock at $5.35 per share in open-market or private transactions, all held indirectly.

They also converted 119,892 LLC Units into the same number of Class A shares on a 1-to-1 basis, with a corresponding 119,892 Class B shares cancelled for no consideration as part of this conversion. Following these transactions, Cynosure-affiliated funds collectively hold large positions in both Class A and Class B shares, with The Cynosure Group, LLC retaining sole voting and investment power over these holdings while each reporting person disclaims beneficial ownership of securities held directly by the others except for their pecuniary interest.

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Black Rock Coffee Bar, Inc. Schedule 13G/A: Brandon J. Olson reports beneficial ownership of 1,415,690 shares of Class A Common Stock, representing 6.6% of the class.

The holding is comprised of 658,314 shares held by the Jacob V. Spellmeyer 2021 Trust and 757,376 shares held by the Juliet A. Spellmeyer 2021 Trust. Mr. Olson serves as investment advisor to those trusts and disclaims beneficial ownership except to the extent of his pecuniary interest. The percentage is based on 21,572,893 shares outstanding as of May 11, 2026.

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Black Rock Coffee Bar, Inc. filing amends a Schedule 13G to report that Samuel W. Weatherford holds 539,732 shares of Class A Common Stock, representing 2.5% of the class. The filing states these shares are held through the Pereboom Trusts, for which Mr. Weatherford is investment advisor and disclaims beneficial ownership except for his pecuniary interest. The percentage is based on 21,572,893 shares outstanding as of May 11, 2026. The filing shows Gordon Scharf with 0 shares.

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Black Rock Coffee Bar director-linked entities sold a large indirect stake in the company. Viking Cake BR, LLC and its wholly owned subsidiary Viking Cake Fuel, LLC, for which director Jeffrey Robert Hernandez has voting and investment power, sold 5,809,391 LLC Units and an equal number of shares of Class C Common Stock, together representing 11,618,782 underlying shares of Class A Common Stock. The sale generated an aggregate purchase price of $41,698,806.43, which covered the notional amount, accrued interest including payment-in-kind interest, and a make-whole amount due under a Margin Loan Agreement with JPMorgan Chase Bank, N.A. Following these transactions, the reported holdings of these LLC Units and related Class C shares in this filing were reduced to zero.

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Black Rock Coffee Bar director-linked entities completed a large indirect sale of interests tied to Class A shares. Viking Cake BR, LLC and its subsidiary Viking Cake Fuel, LLC, for which director Daniel Jordan Brand has voting and investment power, sold 5,809,391 LLC Units and an equal number of shares of Class C common stock, all exchangeable on a one-for-one basis into Class A common stock. The transactions, coded as open‑market or private sales, generated an aggregate purchase price of $41,698,806.43 to satisfy amounts due under a Margin Loan Agreement with JPMorgan Chase Bank, N.A. Following the sale, the reported holdings of these securities in this filing are shown as zero, and Brand disclaims beneficial ownership in the LLC-held shares except to the extent of his pecuniary interest.

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FAQ

How many Black Rock Coffee Bar (BRCB) SEC filings are available on StockTitan?

StockTitan tracks 73 SEC filings for Black Rock Coffee Bar (BRCB), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Black Rock Coffee Bar (BRCB)?

The most recent SEC filing for Black Rock Coffee Bar (BRCB) was filed on May 22, 2026.