Dutch Bros (BROS) director adds 445 shares through RSU conversion

Rhea-AI Filing Summary

Dutch Bros Inc. director Kory Marchisotto acquired 445 shares of Class A Common Stock through the exercise of Restricted Stock Units on February 20, 2026. The transaction was a derivative conversion at a reported price of $0.00 per share, reflecting equity compensation rather than an open-market purchase.

Following this conversion, Marchisotto directly held 1,749 shares of Class A Common Stock and 444 Restricted Stock Units. Each RSU represents a right to receive one share of Class A Common Stock, with the award vesting in four 25% installments tied to dates in 2025 and 2026.

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^*

MARCHISOTTO KORY

(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	1,749	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 Kory Marchisotto	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).
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.

FAQ

What insider transaction did Dutch Bros (BROS) report for Kory Marchisotto?

Dutch Bros reported that director Kory Marchisotto acquired 445 shares of Class A Common Stock via exercise of Restricted Stock Units on February 20, 2026. This was a derivative conversion at a stated price of $0.00 per share, reflecting equity-based compensation rather than a market trade.

How many Dutch Bros (BROS) shares does Kory Marchisotto hold after this Form 4?

After the February 20, 2026 transaction, Kory Marchisotto directly held 1,749 shares of Dutch Bros Class A Common Stock. In addition, the Form 4 shows 444 Restricted Stock Units remaining, each representing a contingent right to receive one share of Class A Common Stock upon vesting.

What was the nature of the Dutch Bros (BROS) Form 4 transaction on February 20, 2026?

The Form 4 reports a derivative exercise or conversion, coded as “M,” where 445 Restricted Stock Units converted into 445 shares of Class A Common Stock. No cash price was paid, as the transaction reflects the settlement of equity compensation rather than an open-market purchase.

How do the Dutch Bros (BROS) Restricted Stock Units held by Kory Marchisotto vest?

The reported award of Restricted Stock Units vests in four 25% installments. Vesting occurs on August 20, 2025, November 20, 2025, February 20, 2026, and the earlier of May 20, 2026 or the date of Dutch Bros’ 2026 annual stockholder meeting, subject to continued service conditions.

Does the Dutch Bros (BROS) Form 4 show any stock sales by Kory Marchisotto?

The Form 4 does not report any stock sales by Kory Marchisotto. It only shows an acquisition of 445 shares of Class A Common Stock through the exercise or conversion of Restricted Stock Units, increasing her directly held share count and reducing her remaining RSU balance.