Dutch Bros (NYSE: BROS) CMO converts RSUs, withholds 6,045 shares for taxes

Rhea-AI Filing Summary

Dutch Bros Inc. Chief Marketing Officer Tana Davila exercised restricted stock units and had shares withheld for taxes. On July 1, 2026, she exercised RSU awards covering 14,442 shares of Class A Common Stock and 6,045 shares were disposed of to cover tax obligations at $73.31 per share. These tax-withholding dispositions were not open-market sales. Following the transactions, she holds 26,483 shares of Class A Common Stock directly.

Insights

Equity analyst

Compensation-related RSU vesting with tax withholding, no open‑market trading.

Tana Davila, Chief Marketing Officer of Dutch Bros Inc., exercised restricted stock units that converted into 14,442 shares of Class A Common Stock. The Form 4 classifies these as derivative exercises, a common mechanism for settling equity awards.

To satisfy tax liabilities, 6,045 shares were disposed of at $73.31 per share as tax-withholding transactions. The filing does not show any open-market purchases or sales, and net buy/sell activity is neutral. These moves primarily adjust her equity compensation into direct share ownership.

After these transactions, Davila directly holds 26,483 shares of Class A Common Stock, and the RSU awards referenced in the footnotes are fully converted. This pattern generally reflects routine equity compensation vesting rather than a directional view on the stock.

Insider Trade Summary

14,442 shares exercised/converted

Mixed 6 txns

Insider DAVILA TANA

Role Chief Marketing Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	8,787	$0.00	--
Exercise	Restricted Stock Units	5,655	$0.00	--
Exercise	Class A Common Stock	8,787	$0.00	--
Tax Withholding	Class A Common Stock	3,678	$73.31	$270K
Exercise	Class A Common Stock	5,655	$0.00	--
Tax Withholding	Class A Common Stock	2,367	$73.31	$174K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Class A Common Stock — 26,483 shares (Direct, null)

Footnotes (1)

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. The reporting person received an award of 17,574 restricted stock units, 50% of which vested on each of July 1, 2025 and July 1, 2026. The reporting person received an award of 11,310 restricted stock units, 50% of which vested on each of July 1, 2025 and July 1, 2026.

Key Figures

RSU exercises: 14,442 shares Tax-withholding shares: 6,045 shares Tax-withholding price: $73.31 per share +3 more

6 metrics

RSU exercises 14,442 shares Restricted stock units converted to Class A Common Stock on July 1, 2026

Tax-withholding shares 6,045 shares Shares disposed to cover tax liabilities at $73.31 per share

Tax-withholding price $73.31 per share Price used for F-code tax-withholding dispositions

Post-transaction holdings 26,483 shares Class A Common Stock directly held after July 1, 2026 transactions

RSU grant 1 size 17,574 units Restricted stock unit award vesting 50% on July 1, 2025 and 50% on July 1, 2026

RSU grant 2 size 11,310 units Restricted stock unit award vesting 50% on July 1, 2025 and 50% on July 1, 2026

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, Class A Common Stock

4 terms

Restricted Stock Units financial

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

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"Exercise or conversion of derivative security"

Class A Common Stock financial

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

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 10:59 AM Accepted by SEC EDGAR 07/06/2026 - 10:59 AM Learn about SEC filing dates

FAQ

What did Dutch Bros (BROS) CMO Tana Davila report in this Form 4?

Tana Davila reported exercises of restricted stock units that converted into 14,442 shares of Dutch Bros Class A Common Stock. She also reported share dispositions for tax withholding, with no open-market buying or selling disclosed in this Form 4.

How many Dutch Bros (BROS) shares did Tana Davila acquire through RSU exercises?

She acquired 14,442 shares of Class A Common Stock through derivative exercises of restricted stock units. These RSUs converted on July 1, 2026, as part of previously granted equity awards that vest in two equal installments on specified July 1 dates.

How many Dutch Bros (BROS) shares were used for tax withholding in this filing?

A total of 6,045 shares were disposed of for tax withholding. The Form 4 shows two F-code transactions for 2,367 and 3,678 shares, both priced at $73.31 per share, classified as payment of tax liability by delivering securities.

Did Tana Davila make any open-market trades in Dutch Bros (BROS) shares?

The filing does not show any open-market purchases or sales. All reported activity involves derivative exercises of restricted stock units and F-code tax-withholding dispositions, which cover tax obligations rather than reflect discretionary trading in the open market.

What is Tana Davila’s Dutch Bros (BROS) shareholding after these transactions?

After the reported transactions, she directly holds 26,483 shares of Class A Common Stock. This post-transaction holding reflects the net result after RSU exercises increased ownership and tax-withholding dispositions reduced it on July 1, 2026.

What do the restricted stock unit awards in the Dutch Bros (BROS) Form 4 represent?

Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. Footnotes describe prior RSU grants of 17,574 and 11,310 units, each vesting 50% on July 1, 2025 and 50% on July 1, 2026, converting into shares upon vesting.

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^*

DAVILA TANA

(Last) (First) (Middle)

C/O DUTCH BROS INC.

1930 W RIO SALADO PKWY

(Street)

TEMPE ARIZONA 85281

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/01/2026		M		8,787	A	(1)	26,483	D
Class A Common Stock	07/01/2026		F		3,678	D	$73.31	22,805	D
Class A Common Stock	07/01/2026		M		5,655	A	(1)	28,460	D
Class A Common Stock	07/01/2026		F		2,367	D	$73.31	26,093	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)	07/01/2026		M			8,787	(2)	(2)	Class A Common Stock	8,787	$0	0	D
Restricted Stock Units	(1)	07/01/2026		M			5,655	(3)	(3)	Class A Common Stock	5,655	$0	0	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 17,574 restricted stock units, 50% of which vested on each of July 1, 2025 and July 1, 2026.

3. The reporting person received an award of 11,310 restricted stock units, 50% of which vested on each of July 1, 2025 and July 1, 2026.

Remarks:

	/s/ Meghan Dappen, Attorney-in-Fact for Tana Davila	07/02/2026
	** 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.
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)