Dutch Bros (NYSE: BROS) CLO awarded 5,595 RSUs and settles tax with shares

Rhea-AI Filing Summary

Dutch Bros Inc. Chief Legal Officer Victoria J. Tullett reported multiple equity award transactions in Class A Common Stock and restricted stock units on March 1, 2026. She received a grant of 5,595 restricted stock units, each representing a right to one share of Class A Common Stock. This award will vest in three equal installments of 33.33% on February 20, 2027, 2028, and 2029.

Tullett also exercised previously granted restricted stock units into Class A Common Stock in several transactions, and delivered shares to satisfy exercise price or tax liabilities. After these transactions, she directly owned 26,228 shares of Class A Common Stock and 8,988 restricted stock units, subject to vesting schedules through March 1, 2027.

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^*

Tullett Victoria J

(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 Legal 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		7,033	A	$0	22,568	D
Class A Common Stock	03/01/2026		F		1,889	D	$53.61	20,679	D
Class A Common Stock	03/01/2026		M		8,988	A	$0	29,667	D
Class A Common Stock	03/01/2026		F		3,439	D	$53.61	26,228	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		5,595		(2)	(2)	Class A Common Stock	5,595	$0	5,595	D
Restricted Stock Units	(1)	03/01/2026		M			7,033	(3)	(3)	Class A Common Stock	7,033	$0	0	D
Restricted Stock Units	(1)	03/01/2026		M			8,988	(4)	(4)	Class A Common Stock	8,988	$0	8,988	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, 50% of which will vest on each of March 1, 2025 and March 1, 2026.

4. 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 Victoria Tullett	03/02/2026
	** 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.
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FAQ

What insider transactions did Dutch Bros (BROS) report for Victoria J. Tullett?

Dutch Bros reported that Chief Legal Officer Victoria J. Tullett received restricted stock unit awards and exercised existing units into Class A Common Stock. She also delivered some shares to cover exercise price or tax liabilities, resulting in updated direct holdings of stock and unvested units.

How many restricted stock units did the Dutch Bros CLO receive in this Form 4?

Victoria J. Tullett received an award of 5,595 restricted stock units. Each unit represents a contingent right to one share of Dutch Bros Class A Common Stock, subject to future vesting conditions laid out in the award’s vesting schedule over multiple years.

What is the vesting schedule for Victoria Tullett’s new Dutch Bros restricted stock units?

The new 5,595 restricted stock units vest in three equal 33.33% installments on February 20, 2027, February 20, 2028, and February 20, 2029. Vesting means Tullett becomes entitled to receive one share of Class A Common Stock for each vested unit.

What stock holdings does the Dutch Bros CLO have after these Form 4 transactions?

After these transactions, Victoria J. Tullett directly held 26,228 shares of Dutch Bros Class A Common Stock and 8,988 restricted stock units. The restricted stock units remain subject to vesting schedules, with portions vesting on March 1, 2025, 2026, and 2027.

Were any Dutch Bros shares disposed of to cover taxes in this Form 4?

Yes. Some Class A Common Stock shares were disposed of using transaction code “F,” which indicates shares delivered to pay exercise price or tax liabilities. These tax-withholding dispositions occurred at a transaction price of $53.61 per share in the reported transactions.

What do Dutch Bros restricted stock units represent for the reporting person?

Each Dutch Bros restricted stock unit represents a contingent right to receive one share of the company’s Class A Common Stock. The reporting person receives the underlying shares only as units vest under the specified schedules tied to dates between 2025 and 2029.