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  4. [Form 4] Dave & Buster's Entertainment, Inc. Insider Trading Activity

Dave & Buster's Insider Filing Shows Routine Equity Grants to COO

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Form 4 overview – Dave & Buster’s Entertainment, Inc. (PLAY)

Senior Vice President & Chief Operating Officer Tony Wehner reported several equity transactions on 18 Apr 2025 and 27 Jun 2025. The filing reflects routine vesting of previously granted performance-based restricted stock units (PSUs), associated tax-withholding share disposals, a new grant of restricted stock units (RSUs), and two new stock-option awards granted under the 2025 Omnibus Incentive Plan.

  • PSU vesting (18 Apr 2025): 1,819 shares vested; 556 shares withheld for taxes. A second PSU tranche of 660 shares vested; 202 shares withheld for taxes.
  • RSU grant (27 Jun 2025): 2,856 RSUs awarded; scheduled to vest in three equal annual installments on 24 Apr 2026, 2027 and 2028.
  • Stock-option grants: 8,328 options at $33.02 (grant date deemed 18 Jun 2025; exercisable in three annual tranches starting 20 Dec 2025) and 2,856 options at $30.45 (grant date 27 Jun 2025; exercisable in three annual tranches starting 24 Apr 2026). Both options expire in 2034–2035.
  • Post-transaction ownership: 56,320 common shares held directly; 11,184 unexercised stock options.

The transactions did not involve open-market purchases or sales and represent standard incentive compensation activity. No immediate cash proceeds were reported, and there is no indication of a change in strategic outlook for PLAY.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine incentive-plan vesting and grants; neutral for valuation.

The filing shows customary PSU vesting, tax withholding, and new RSU/option awards for a senior executive. There are no open-market transactions, so the activity does not signal management’s view on intrinsic value. The cumulative equity awarded (≈2.9k RSUs and 11.2k options) modestly increases potential dilution but remains immaterial relative to PLAY’s ~48 million shares outstanding. I classify the event as neutral and not impactful for investors.

Insider Wehner Tony
Role SVP, Chief Operating Officer
Type Security Shares Price Value
Grant/Award Stock Option (Right to Buy) 2,856 $0.00 --
Grant/Award Common Stock 2,856 $0.00 --
Grant/Award Stock Option (Right to Buy) 8,328 $0.00 --
Grant/Award Common Stock 1,819 $0.00 --
Tax Withholding Common Stock 556 $19.46 $11K
Grant/Award Common Stock 660 $0.00 --
Tax Withholding Common Stock 202 $19.46 $4K
Holdings After Transaction: Stock Option (Right to Buy) — 2,856 shares (Direct); Common Stock — 56,320 shares (Direct)
Footnotes (1)
  1. Represents shares of common stock delivered upon the vesting of performance-based restricted stock units ("PSUs") that were initially granted to the reporting person on June 29, 2022. The PSUs vested in a single lump-sum based on the satisfaction by Dave & Buster's Entertainment, Inc. (the "Issuer") of certain performance criteria for a three-year performance period. Represents shares of common stock of the Issuer withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of 1,819 PSUs granted to the reporting person on June 29, 2022. No shares were issued or sold in this transaction. The per-share value assigned to the shares withheld reflects the closing price per share on the next trading day following the date on which the PSUs vested as reported on The Nasdaq Global Select Market. Represents shares of common stock delivered upon the vesting of PSUs that were initially granted to the reporting person on June 29, 2022. The PSUs vested in a single lump-sum based on the Issuer's satisfaction of certain performance criteria for a three-year performance period. Represents shares of common stock of the Issuer withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of 660 PSUs granted to the reporting person on June 29, 2022. No shares were issued or sold in this transaction. The per-share value assigned to the shares withheld reflects the closing price per share on the next trading day following the date on which the PSUs vested as reported on The Nasdaq Global Select Market. Represents a grant of restricted stock units that will vest in three equal annual installments on each of April 24, 2026, 2027 and 2028. Represents a contingent stock option granted to the reporting person on December 20, 2024 that was subject to shareholder approval of the Dave & Buster's Entertainment, Inc. 2025 Omnibus Incentive Plan at the Issuer's annual meeting of shareholders held on June 18, 2025. The shares underlying this stock option will vest and become exercisable in three equal installments on each of December 20, 2025, 2026 and 2027, as long as the reporting person is providing services to the Issuer on such dates. The shares underlying this stock option will vest and become exercisable in three equal installments on each of April 24, 2026, 2027 and 2028, as long as the reporting person is providing services to the Issuer on such dates.
Form 4 Insider Transactions: What Each Field Means →
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*
Wehner Tony
(Last) (First) (Middle)
1221 S. BELT LINE RD., SUITE 500
(Street)
COPPELL TX 75019
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Dave & Buster's Entertainment, Inc. [ PLAY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Chief Operating Officer
3. Date of Earliest Transaction (Month/Day/Year)
04/18/2025
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
Common Stock 04/18/2025 A 1,819(1) A $0 53,562 D
Common Stock 04/18/2025 F 556(2) D $19.46 53,006 D
Common Stock 04/18/2025 A 660(3) A $0 53,666 D
Common Stock 04/18/2025 F 202(4) D $19.46 53,464 D
Common Stock 06/27/2025 A 2,856(5) A $0 56,320 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
Stock Option (Right to Buy) $33.02 06/18/2025(6) A 8,328 (6) 12/20/2034 Common Stock 8,328 $0 8,328 D
Stock Option (Right to Buy) $30.45 06/27/2025 A 2,856 (7) 06/27/2035 Common Stock 2,856 $0 2,856 D
Explanation of Responses:
1. Represents shares of common stock delivered upon the vesting of performance-based restricted stock units ("PSUs") that were initially granted to the reporting person on June 29, 2022. The PSUs vested in a single lump-sum based on the satisfaction by Dave & Buster's Entertainment, Inc. (the "Issuer") of certain performance criteria for a three-year performance period.
2. Represents shares of common stock of the Issuer withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of 1,819 PSUs granted to the reporting person on June 29, 2022. No shares were issued or sold in this transaction. The per-share value assigned to the shares withheld reflects the closing price per share on the next trading day following the date on which the PSUs vested as reported on The Nasdaq Global Select Market.
3. Represents shares of common stock delivered upon the vesting of PSUs that were initially granted to the reporting person on June 29, 2022. The PSUs vested in a single lump-sum based on the Issuer's satisfaction of certain performance criteria for a three-year performance period.
4. Represents shares of common stock of the Issuer withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of 660 PSUs granted to the reporting person on June 29, 2022. No shares were issued or sold in this transaction. The per-share value assigned to the shares withheld reflects the closing price per share on the next trading day following the date on which the PSUs vested as reported on The Nasdaq Global Select Market.
5. Represents a grant of restricted stock units that will vest in three equal annual installments on each of April 24, 2026, 2027 and 2028.
6. Represents a contingent stock option granted to the reporting person on December 20, 2024 that was subject to shareholder approval of the Dave & Buster's Entertainment, Inc. 2025 Omnibus Incentive Plan at the Issuer's annual meeting of shareholders held on June 18, 2025. The shares underlying this stock option will vest and become exercisable in three equal installments on each of December 20, 2025, 2026 and 2027, as long as the reporting person is providing services to the Issuer on such dates.
7. The shares underlying this stock option will vest and become exercisable in three equal installments on each of April 24, 2026, 2027 and 2028, as long as the reporting person is providing services to the Issuer on such dates.
/s/ Sherri M. Smith, Attorney-in-Fact 07/07/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many Dave & Buster's (PLAY) shares does COO Tony Wehner now hold?

56,320 common shares directly owned after the reported transactions.

Were any Dave & Buster's shares bought or sold on the open market?

No. All acquisitions were from vesting or grants; dispositions were tax-withholding only.

What new equity awards were granted to the executive?

2,856 RSUs and 11,184 stock options (8,328 @ $33.02; 2,856 @ $30.45) were granted.

When will the newly granted RSUs vest?

They vest in three equal installments on 24 Apr 2026, 2027 and 2028.

Does this Form 4 filing imply any change in Dave & Buster's outlook?

No. The filing reflects routine compensation events without forward-looking statements.