Dutch Bros (NYSE: BROS) director gains 445 Class A shares via RSUs

Rhea-AI Filing Summary

Dutch Bros Inc. director C. David Cone reported an exercise of restricted stock units that converted into Class A common shares. On February 20, 2026, 445 restricted stock units were exercised, resulting in 445 Class A shares, bringing his directly held Class A stake to 5,996 shares.

Each restricted stock unit represents a right to receive one share of Class A common stock. The award vests in four installments: 25% on each of August 20, 2025, November 20, 2025, February 20, 2026, and the remaining 25% on the earlier of May 20, 2026 or the company’s 2026 annual stockholder meeting. After this vesting event, 444 restricted stock units remain outstanding.

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

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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^*

Cone C. David

(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)
02/20/2026

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	02/20/2026		M		445	A	$0	5,996	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)	02/20/2026		M			445	(2)	(2)	Class A Common Stock	445	$0	444	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 C. David Cone	02/24/2026
	** 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).
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FAQ

What did Dutch Bros (BROS) director C. David Cone report on this Form 4?

Director C. David Cone reported an exercise of restricted stock units that converted into Class A common stock. On February 20, 2026, 445 restricted stock units were exercised, increasing his directly held Class A stake to 5,996 shares while leaving 444 restricted stock units still outstanding.

How many Dutch Bros (BROS) restricted stock units did the director exercise?

The director exercised 445 restricted stock units on February 20, 2026. Each unit represents a right to receive one share of Dutch Bros Class A common stock, so this exercise generated 445 new Class A shares and reduced his remaining restricted stock unit balance to 444 units.

What is the vesting schedule for the Dutch Bros (BROS) restricted stock units?

The restricted stock units vest in four equal 25% installments. Vesting dates are August 20, 2025, November 20, 2025, February 20, 2026, and the final 25% on the earlier of May 20, 2026 or the date of Dutch Bros’ 2026 annual stockholder meeting.

How many Dutch Bros (BROS) Class A shares does the director hold after this transaction?

Following the February 20, 2026 transaction, the director directly holds 5,996 shares of Dutch Bros Class A common stock. This total reflects the addition of 445 shares received from the exercise of restricted stock units reported in this Form 4 filing.

What does each Dutch Bros (BROS) restricted stock unit represent for the director?

Each restricted stock unit represents a contingent right to receive one share of Dutch Bros Class A common stock. As units vest and are exercised, they convert into actual Class A shares, increasing the director’s direct equity ownership in the company over time.