Dutch Bros (BROS) Director Receives 445-Share Equity Grant, Vesting Through 2026

Rhea-AI Filing Summary

Kathryn George, a director of Dutch Bros Inc. (BROS), was granted equity on 08/20/2025. The filing shows an award that included 445 shares of Class A common stock acquired at $0 and 445 restricted stock units (RSUs) underlying 445 shares. After the transaction she beneficially owned 12,787 shares of Class A common stock and 1,334 RSUs reported as beneficially owned following the award. The RSUs vest in four installments: 25% on 08/20/2025, 25% on 11/20/2025, 25% on 02/20/2026, and the final 25% on the earlier of 05/20/2026 or the 2026 annual meeting. The Form 4 was signed by an attorney-in-fact on 08/21/2025.

Positive

• Director alignment strengthened through an equity grant that vests over time
• Clear vesting schedule disclosed with specific dates and contingency for the final tranche
• Form 4 filed promptly and signed, providing transparent insider activity

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director equity grant; modest in size relative to total outstanding shares and unlikely to materially shift financials.

The 445-share award and matching 445 RSUs represent standard director compensation through equity rather than cash. The acquisition at $0 indicates a grant rather than a market purchase. Vesting over four installments aligns incentives with continued service through the 2026 annual meeting. The change in reported immediate beneficial ownership to 12,787 shares and 1,334 RSUs is informative for monitoring insider alignment but appears immaterial to company capitalization based on the data provided.

Corporate Governance Expert

TL;DR: Typical governance practice: equity grant for a director with multi-date vesting to retain alignment.

The grant structure—25% vesting on scheduled dates with the final tranche tied to service or the annual meeting—is a common retention mechanism. Filing clarity is adequate: it discloses transaction date, amounts, and vesting schedule. Signature by an attorney-in-fact is properly noted. No disclosure of conflict, sale, or waiver is included. From a governance perspective this is a routine disclosure without red flags in the form itself.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

George Kathryn

(Last) (First) (Middle)

C/O DUTCH BROS INC.

1930 W RIO SALADO PKWY

(Street)

TEMPE AZ 85281

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dutch Bros Inc. [ BROS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/20/2025		M		445	A	$0	12,787	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	08/20/2025		M			445	(2)	(2)	Class A Common Stock	445	$0	1,334	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. The reporting person received an award of restricted stock units, 25% of which will vest on each of August 20, 2025, November 20, 2025, February 20, 2026, and the remaining 25% will vest on the earlier of (i) May 20, 2026, and (ii) the date of the Issuer's 2026 annual stockholder meeting.

Remarks:

	/s/ Betsy Judd, Attorney-in-Fact for Kathryn George	08/21/2025
	** 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 4 (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.

FAQ

What did Kathryn George report on the Form 4 for BROS?

The Form 4 reports Kathryn George acquired 445 Class A shares at $0 and was granted 445 RSUs, with reported beneficial ownership of 12,787 shares and 1,334 RSUs following the transaction.

When were the transactions for the BROS Form 4 dated?

The transactions are dated 08/20/2025 and the Form 4 was signed on 08/21/2025.

What is the vesting schedule for the RSUs reported by Kathryn George?

The RSUs vest 25% on 08/20/2025, 25% on 11/20/2025, 25% on 02/20/2026, and the final 25% on the earlier of 05/20/2026 or the Issuer's 2026 annual meeting.

Did Kathryn George purchase shares on the open market according to the Form 4?

No. The Form 4 shows an acquisition at $0, indicating an equity grant rather than an open-market purchase.

Who signed the Form 4 for Kathryn George?

The Form 4 was signed by Betsy Judd, Attorney-in-Fact for Kathryn George on 08/21/2025.