Dutch Bros (BROS) CMO granted 8,393 RSUs and settles taxes with share transfer

Rhea-AI Filing Summary

Dutch Bros Inc. Chief Marketing Officer Tana Davila reported several equity transactions involving restricted stock units (RSUs) and Class A common stock. Davila received a grant of 8,393 RSUs, each representing a right to one share of Class A stock. According to the award terms, 33.33% of this grant will vest on each of February 20, 2027, February 20, 2028, and February 20, 2029.

On the same date, Davila exercised previously granted RSUs, converting 5,617 RSUs into 5,617 shares of Class A common stock through a derivative exercise. To cover tax obligations, 1,525 shares of Class A common stock were disposed of at $53.61 per share through a tax-withholding transaction. After these transactions, Davila held 17,696 shares of Class A common stock directly.

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

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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^*

DAVILA TANA

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M		5,617	A	$0	19,221	D
Class A Common Stock	03/01/2026		F		1,525	D	$53.61	17,696	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)	03/01/2026		A		8,393		(2)	(2)	Class A Common Stock	8,393	$0	8,393	D
Restricted Stock Units	(1)	03/01/2026		M			5,617	(3)	(3)	Class A Common Stock	5,617	$0	5,618	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, 33.33% of which will vest on each of February 20, 2027, February 20, 2028, and February 20, 2029.

3. The reporting person received an award of restricted stock units, 33.33% of which will vest on each of March 1, 2025, March 1, 2026, and March 1, 2027.

Remarks:

	/s/ Betsy Judd, Attorney-in-Fact for Tana Davila	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What equity award did Dutch Bros (BROS) CMO Tana Davila receive?

Tana Davila received a grant of 8,393 restricted stock units (RSUs), each convertible into one share of Dutch Bros Class A common stock. This award vests in three equal 33.33% installments on February 20, 2027, February 20, 2028, and February 20, 2029.

How many Dutch Bros (BROS) RSUs did Tana Davila convert into stock?

Davila exercised 5,617 restricted stock units, converting them into 5,617 shares of Dutch Bros Class A common stock. This transaction is reported as a derivative exercise, reflecting the vesting and settlement of a prior RSU award into actual shares of stock.

Why did Tana Davila dispose of some Dutch Bros (BROS) shares?

Davila disposed of 1,525 shares of Dutch Bros Class A common stock in a tax-withholding transaction at $53.61 per share. This Form 4 code “F” disposition reflects shares delivered to satisfy tax liabilities related to the RSU vesting and settlement event.

What is Tana Davila’s direct ownership in Dutch Bros (BROS) after these transactions?

Following the reported transactions, Davila directly held 17,696 shares of Dutch Bros Class A common stock. This figure reflects the net result after the RSU exercise, share issuance, and the tax-withholding share disposition reported in the Form 4 filing for the same transaction date.

How do the new Dutch Bros (BROS) RSUs vest for Tana Davila?

The new RSU grant to Davila vests in three equal portions, with 33.33% vesting on each of February 20, 2027, February 20, 2028, and February 20, 2029. Each vested RSU entitles her to receive one share of Dutch Bros Class A common stock.