Dutch Bros holder converts 6.45M units to Class A stock

DM Trust Aggregator, LLC, a 10% owner of Dutch Bros Inc., converted 6,454,800 shares of Dutch Mafia, LLC Class A Common Units into the same number of Dutch Bros Class A Common Stock on April 27, 2026.

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Form Type

Rhea-AI Filing Summary

DM Trust Aggregator, LLC, a 10% owner of Dutch Bros Inc., converted 6,454,800 shares of Dutch Mafia, LLC Class A Common Units into the same number of Dutch Bros Class A Common Stock on April 27, 2026. After the conversion, DM Trust Aggregator directly holds 6,470,410 shares of Class A Common Stock. It also continues to hold 22,670,760 Class A Common Units of Dutch Mafia, which are exchangeable one-for-one into Class A Common Stock under specified conditions without any exercise price or expiration.

Insider Trade Summary

6,454,800 shares exercised/converted

Exercise 2 txns

Insider DM Trust Aggregator, LLC

Role 10% Owner

Type	Security	Shares	Price	Value
Conversion	Class A Common Units	6,454,800	$0.00	$0.00
Conversion	Class A Common Stock	6,454,800	$0.00	$0.00

Holdings After Transaction: Class A Common Units — 22,670,760 contracts (Direct); Class A Common Stock — 6,470,410 shares (Direct)

Footnotes (2)

F1. In accordance with the amended and restated limited liability company agreement of Dutch Mafia, LLC ("Dutch Mafia"), Class A Common Units of Dutch Mafia are exchangeable for shares of Class A Common Stock of the Issuer on a one-for-one basis at the discretion of the holder, subject to certain exceptions, conditions and adjustments. The Class A Common Units of Dutch Mafia do not have an expiration date, and the holders thereof are not required to pay an exercise price in connection with the exchanges.
F2. Represents Class A Common Units of Dutch Mafia, the operating company of the Issuer.

Key Figures

Shares converted: 6,454,800 shares Class A shares after transaction: 6,470,410 shares Remaining Dutch Mafia units: 22,670,760 units +3 more

6 metrics

Shares converted 6,454,800 shares Class A Common Units of Dutch Mafia converted to Class A Common Stock on April 27, 2026

Class A shares after transaction 6,470,410 shares Dutch Bros Class A Common Stock held directly by DM Trust Aggregator after conversion

Remaining Dutch Mafia units 22,670,760 units Class A Common Units of Dutch Mafia held after the conversion transaction

Conversion price per share $0.0000 per share Reported transaction price for both stock and unit legs of the conversion

Transaction code C Form 4 code indicating conversion of derivative security

Exercise count 1 conversion exercise transactionSummary shows one derivative exercise involving 6,454,800 shares

Key Terms

Class A Common Units, conversion of derivative security, exchangeable for shares, exercise price, +1 more

5 terms

Class A Common Units financial

"Represents Class A Common Units of Dutch Mafia, the operating company of the Issuer."

conversion of derivative security financial

"transaction_code_description: Conversion of derivative security"

exchangeable for shares financial

"Class A Common Units of Dutch Mafia are exchangeable for shares of Class A Common Stock of the Issuer on a one-for-one basis"

exercise price financial

"the holders thereof are not required to pay an exercise price in connection with the exchanges"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

expiration date financial

"The Class A Common Units of Dutch Mafia do not have an expiration date"

The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did DM Trust Aggregator report for Dutch Bros (BROS)?

DM Trust Aggregator, LLC reported a conversion of derivative securities. It exchanged 6,454,800 Class A Common Units of Dutch Mafia, LLC into 6,454,800 shares of Dutch Bros Class A Common Stock, reflecting an internal shift from operating company units to listed shares.

How many Dutch Bros (BROS) Class A shares does DM Trust Aggregator hold after this filing?

After the conversion, DM Trust Aggregator directly holds 6,470,410 Class A shares. This figure comes from the Form 4 entry for Class A Common Stock, which shows total shares following the transaction of 6,470,410 owned directly.

What happened to DM Trust Aggregator’s Class A Common Units of Dutch Mafia in this Dutch Bros (BROS) filing?

DM Trust Aggregator converted 6,454,800 Class A Common Units of Dutch Mafia. Those units were exchanged into an equal number of Dutch Bros Class A Common Stock, reducing its Dutch Mafia units while increasing directly held Class A shares in the public company.

How many Dutch Mafia Class A Common Units does DM Trust Aggregator still hold after the Dutch Bros (BROS) conversion?

DM Trust Aggregator continues to hold 22,670,760 Dutch Mafia Class A Common Units. The Form 4 derivative table lists total units following the transaction, showing a substantial remaining interest in the operating company alongside the exchanged units.

Are Dutch Mafia Class A Common Units exchangeable into Dutch Bros (BROS) Class A Common Stock?

Yes, Dutch Mafia Class A Common Units are exchangeable one-for-one into Dutch Bros Class A shares. The footnotes state they can be exchanged at the holder’s discretion, subject to exceptions and conditions, with no exercise price and no expiration date.

Was the Dutch Bros (BROS) insider transaction a purchase or sale on the market?

The transaction was a conversion of derivative securities, not a market trade. The Form 4 uses code “C” for conversion, and the price per share is shown as 0.0000, indicating an internal exchange rather than an open-market buy or sell.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/29/2026 - 07:10 PM EDT

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
Estimated average burden
hours per response:			0.5

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^*

DM Trust Aggregator, LLC

(Last)

(First)

(Middle)

PO BOX 398

(Street)

GRANTS PASS

OREGON

97526

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/27/2026		C⁽¹⁾		6,454,800	A	$0	6,470,410	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Units⁽²⁾	⁽¹⁾	04/27/2026		C⁽¹⁾			6,454,800	⁽¹⁾	⁽¹⁾	Class A Common Stock	6,454,800	$0	22,670,760	D

Explanation of Responses:

1. In accordance with the amended and restated limited liability company agreement of Dutch Mafia, LLC ("Dutch Mafia"), Class A Common Units of Dutch Mafia are exchangeable for shares of Class A Common Stock of the Issuer on a one-for-one basis at the discretion of the holder, subject to certain exceptions, conditions and adjustments. The Class A Common Units of Dutch Mafia do not have an expiration date, and the holders thereof are not required to pay an exercise price in connection with the exchanges.

2. Represents Class A Common Units of Dutch Mafia, the operating company of the Issuer.

Remarks:

	/s/ Thomas P. Conaghan, Attorney-in-Fact for Travis Boersma, Manager	04/29/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR