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.
Black Rock Coffee Bar, Inc. insider Daniel Jordan Brand reported an internal restructuring of indirect holdings in LLC Units and matching shares of Class C common stock linked to Black Rock Coffee Holdings, LLC. On March 20, 2026, Viking Cake Fuel, LLC transferred 5,809,390 shares of Class C common stock and an equal number of LLC Units to Viking Cake BR, LLC, which then distributed the same amounts to certain of its members in exchange for their membership interests. Each LLC Unit and corresponding Class C share is exchangeable into Class A common stock on a one-for-one basis or, at the issuer’s election, for cash, and the Class C share is cancelled upon redemption. Class C shares also automatically convert into Class B common stock on the earlier of September 15, 2035 or when the holder’s Class C stake falls below a specified threshold. The positions are held through Viking Cake and Viking Cake Fuel, over which Brand has voting and investment power, while he disclaims beneficial ownership beyond his pecuniary interest.
Black Rock Coffee Bar, Inc. insider Bryan Douglas Pereboom reported an internal restructuring of his indirect holdings in LLC Units and Class C common stock. On March 20, 2026, entities associated with him moved 5,809,390 shares of Class C common stock and an equal number of LLC Units from Viking Cake Fuel, LLC to Viking Cake BR, LLC, then Viking Cake BR, LLC distributed the same amounts to certain of its members. The filing classifies these as “other” transactions with no per‑share price, indicating an entity-level reorganization rather than an open‑market trade. As a result, Pereboom no longer has voting or investment power over the shares held by Viking Cake BR, LLC and reports 29,046 indirect shares remaining, while also disclaiming beneficial ownership of shares held through his spouse’s interest in Aureata Fuel, LLC except for any pecuniary interest.
Black Rock Coffee Bar, Inc. insider Jacob Virgil Spellmeyer reported an internal restructuring of interests linked to Class A common stock. On March 20, 2026, Viking Cake Fuel, LLC transferred 5,809,390 shares of Class C Common Stock and an equal number of LLC Units to Viking Cake BR, LLC. Viking Cake then distributed 5,809,390 shares of Class C Common Stock and the same number of LLC Units to certain of its members in exchange for their membership interests. As a result of this distribution, Spellmeyer no longer has voting or investment power over the shares previously held by Viking Cake and disclaims beneficial ownership of those shares. The LLC Units and corresponding Class C shares are exchangeable into Class A common stock on a one-for-one basis or, at the issuer’s election, for cash, and each Class C share will automatically convert into Class B common stock by September 15, 2035 or earlier if specified ownership thresholds are not met.
Black Rock Coffee Bar, Inc. insider Viking Cake BR, LLC reported an internal restructuring involving 5,809,390 LLC Units of Black Rock Coffee Holdings, LLC and an equal number of shares of Class C common stock. On March 20, 2026, Viking Cake Fuel, LLC transferred these interests to Viking Cake BR, LLC, which then distributed the same amounts to certain of its members in exchange for their membership interests. Each LLC Unit and corresponding share of Class C common stock is ultimately exchangeable, at the holder’s election and subject to issuer choice, for either one share of Class A common stock or an equivalent cash amount, and each Class C share will automatically convert into Class B common stock upon specified future triggers.
Black Rock Coffee Bar, Inc. entered into an irrevocable proxy with four 2021 trusts that hold Class C common shares. Under this agreement, the company’s Chief Executive Officer and any company designee are authorized to vote all Class A, Class B and Class C shares held or controlled by these trusts. This voting authority covers all voting, consent and similar rights attached to the covered shares and lasts until the later of two years from March 18, 2026 or the termination of a related Voting Agreement with other investors. The arrangement centralizes voting control for this block of shares under the company’s direction, potentially strengthening management’s influence on shareholder decisions.
Black Rock Coffee Bar, Inc. has replaced its independent auditor. On March 12, 2026, the Audit Committee dismissed KPMG LLP and immediately approved the engagement of Deloitte & Touche LLP as the new independent registered public accounting firm for the year ending December 31, 2026.
KPMG’s audit reports on the 2025 and 2024 consolidated financial statements had clean opinions without adverse or qualified language. The company states there were no disagreements with KPMG and no reportable events, other than previously disclosed material weaknesses in internal control for 2024 related to segregation of duties over journal entries and the initial recognition of leases.
Black Rock Coffee Bar, Inc. Chief Marketing Officer Jessica Michele Wegener-Beyer reported a series of bona fide gifts involving both LLC Units and Class B Common Stock. On the reported date, she transferred 27,544 LLC Units and 27,544 shares of Class B Common Stock from her direct holdings, reducing her direct position in each of those securities to zero.
The same amounts were recorded as indirectly held through the Beyer Family Living Trust, which now holds 27,544 LLC Units and 27,544 shares of Class B Common Stock. The LLC Units are redeemable into Class A Common Stock on a 1‑to‑1 basis, with a corresponding number of Class B shares forfeited upon redemption, and they have no expiration date. These are non-market, zero‑price gift transfers rather than open‑market sales.
Black Rock Coffee Bar, Inc. files its annual report detailing a high-growth, drive-thru focused coffee concept that has expanded to 181 company-owned locations across seven states as of December 31, 2025. The company completed a 2025 IPO of 16.9 million Class A shares at $20.00 per share, raising approximately $314.6 million and implementing a multi-class equity structure with Class A, B, and C shares and 50.1 million LLC Units.
IPO proceeds, together with a Co-Founder contribution and new credit facilities, were used to refinance $113.2 million under a prior credit facility, pay $8.0 million of offering expenses, and fund general corporate purposes. The business emphasizes premium beverages (including proprietary Fuel energy drinks that generated about 24% of 2025 revenue), a rapidly adopted loyalty program accounting for roughly 63% of 2025 sales, and technology-enabled ordering and analytics. The company reports a history of net losses and highlights extensive risk factors around competition, store growth execution, supply chain, labor, leverage, the Tax Receivable Agreement, and control implications of its multi-class structure.
Black Rock Coffee Bar reported strong growth for the fourth quarter and full year 2025 while still posting a sizable annual loss. Fourth quarter revenue rose to $53.6 million, up 25.3% year over year, with same store sales up 9.3% and 12 new stores opened. Q4 net income was $1.6 million versus a prior-year loss, and Adjusted EBITDA increased to $6.5 million.
For 2025, revenue reached $200.3 million, up 24.5%, but net loss widened to $16.5 million even as Adjusted EBITDA rose to $27.5 million. The company ended the year with $28.4 million in cash and $26.7 million in total debt. Management expects 2026 revenue of $255–$257 million, Adjusted EBITDA of $33.5–$34.5 million, and 36 new store openings. Two directors, Bryan Pereboom and Jake Spellmeyer, resigned from the board, and the company stated their decisions were not due to disagreements over operations or policies.
Gilder Gagnon Howe & Co. LLC reported beneficial ownership of 976,304 shares of Black Rock Coffee Bar, Inc. Class A common stock, representing 5.6% of that class as of 12/31/2025. The firm reports no sole voting or dispositive power, but shared dispositive power over all 976,304 shares.
The filing states that the securities were acquired and are held in the ordinary course of business and not to change or influence control of Black Rock Coffee Bar, Inc. It also notes that one or more other persons have rights to dividends or sale proceeds, but no other person holds more than 5% of the Class A shares.