Welcome to our dedicated page for Boston Beer SEC filings (Ticker: SAM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Boston Beer Company SEC filings document financial results, governance matters, capital actions and legal contingencies for the NYSE-listed beverage company. Form 8-K reports include quarterly earnings releases with depletions, shipments, net revenue, gross margin, cash position, debt status, share repurchase activity and litigation-related charges.
Proxy materials describe annual meeting proposals, director elections, advisory executive-compensation votes, auditor ratification and the company’s Class A and Class B common stock voting structure. Other filings cover executive compensation arrangements, leadership and board changes, 10b5-1 repurchase plans, risk disclosures and material-event updates tied to the company’s beverage portfolio and operating model.
The Boston Beer Company files its annual report describing a diversified alcohol portfolio and a challenging beer landscape. The US beer market in 2025 was $47.0 billion, with Beyond beer at $10.7 billion and still gaining share as Traditional beer declines.
About 86% of Boston Beer’s 2025 volume came from Beyond beer, and it is the second-largest supplier in that segment with roughly 20% share. Key national brands include Twisted Tea, Truly Hard Seltzer, Samuel Adams, Angry Orchard, Dogfish Head and the newer Sun Cruiser spirits RTDs.
The company is shifting production in-house, brewing about 86% of 2025 domestic volume at its own breweries and targeting over 90% in 2026, but remains tied to contracts with City Brewing and Rauch that generated $21.4 million of shortfall fees in 2025 and about $19 million more expected in future years.
Management highlights risks from intense competition, the hard seltzer slowdown, rising packaging and ingredient costs, and tariffs that cost $11 million in 2025 and are projected at $20–30 million in 2026 if current policies persist. Founder C. James Koch controls all voting Class B shares, giving him effective voting control over the company.
The Boston Beer Company reported mixed fourth-quarter and full-year 2025 results, showing weaker volumes but stronger profitability. For the fourth quarter, depletions fell 6% and shipments declined 7.5%, with net revenue down 4.1% to $385.7 million. The company posted a net loss of $22.5 million, with a diluted loss per share of $2.12, while gross margin improved to 43.5%, up 360 basis points, helped by brewery efficiencies, procurement savings, and pricing.
For full year 2025, net revenue declined 2.4% to $1.965 billion, and depletions and shipments fell 4% and 4.7%, respectively. However, gross margin expanded to 48.5%, up 410 basis points from 2024. Net income rose to $108.5 million with diluted earnings of $9.89 per share, largely reflecting the absence of prior-year impairment and contract settlement charges; excluding those items, net income dipped modestly. The company generated $270.2 million in operating cash flow, ended the year with $223.4 million in cash and no debt, and repurchased $199.2 million of shares in 2025.
For 2026, Boston Beer projects depletions and shipments to be flat to down mid-single digits, gross margin between 48% and 50%, and diluted EPS in a range of $8.50 to $11.00, while planning higher advertising and selling investment and absorbing tariff costs of $20 to $30 million.
The Boston Beer Company detailed 2025 bonuses and 2026 compensation plans for its Named Executive Officers. For 2025, the Board approved cash bonuses of $874,281 for Michael Spillane, $455,373 for Diego Reynoso, $461,246 for Philip Hodges, $252,663 for Michael Crowley, and $238,112 for Tara Heath, to be paid around March 4, 2026. James Koch waived 2025 cash bonuses and will also forgo a 2026 base salary and long-term equity awards.
For 2026, base salaries were set at $662,002 for Reynoso, $824,000 for Hodges, $463,500 for Crowley, and $437,750 for Heath, each a 3% increase effective March 2, 2026. The Board also approved 2026 RSU awards for Reynoso, Crowley, and Heath, split between time-based and performance-based units with grant-date values of $650,000 each of time- and performance-based RSUs for Reynoso, and $250,000 of each type for Crowley and Heath, with vesting tied partly to revenue growth through fiscal 2028 and employment continuity. 2026 cash bonus targets and company performance goals were also set using depletions, EBIT, and cost savings metrics.
AQR Capital Management, LLC and AQR Capital Management Holdings, LLC report beneficial ownership of 440,224 shares of Boston Beer Company Class A common stock, representing 5.12% of the class. Both entities have shared power to vote and dispose of all these shares, with no sole voting or dispositive power.
The filing states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Boston Beer, nor in connection with any transaction intended to have that effect.
C. James Koch, Chairman and Founder of The Boston Beer Company, Inc., reports beneficial ownership of 2,271,472 shares of Class A Common Stock, representing 21.62% of the class as of 12/31/2025.
This total includes 2,068,000 shares of Class B Common Stock, which are immediately convertible into Class A shares at his election. He has sole voting power over 2,235,692 shares and sole dispositive power over 2,084,283 shares, with no shared voting or dispositive power reported. Koch certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the company, other than activities related solely to a nomination under Rule 240.14a-11.
The Boston Beer Company disclosed a leadership change and related separation terms for its Chief Marketing Officer. The company and Lesya Lysyj agreed she will step down as CMO effective March 6, 2026, and remain in an advisory role through September 30, 2026. On February 10, 2026, they executed a Separation Agreement covering her transition.
In exchange for a general release of claims and reaffirmation of confidentiality, non-compete, and non-solicitation obligations, Boston Beer will pay severance equal to 13 weeks of salary based on her current rate of $21,607.49 per bi-weekly pay period, in six equal installments plus one installment of $10,803.75. She will also receive her 2025 cash bonus, subject to approval by the Board’s Compensation Committee, in a lump-sum payment in March 2026. The company will pay or reimburse up to $45,000 for mutually agreed third-party training and/or legal fees and continue paying its portion of her medical, vision, and dental premiums through September 30, 2026, and, if she elects COBRA, through December 31, 2026.
The Vanguard Group filed an amended Schedule 13G/A reporting passive ownership of Boston Beer Co Inc/The common stock. Vanguard reports beneficial ownership of 1,039,184 shares, representing 12.09% of the outstanding common stock, with shared voting power over 58,507 shares and shared dispositive power over all 1,039,184 shares.
The filing notes that, following an internal realignment effective January 12, 2026, certain Vanguard subsidiaries or business divisions that have or are deemed to have beneficial ownership will report holdings separately, although they continue to pursue the same investment strategies as before. Vanguard certifies the shares are held in the ordinary course of business and not to change or influence control of Boston Beer.
Boston Beer Company executive Laura J. Boynton, the Chief People Officer, reported her initial ownership position in the company’s Class A Common stock. As of the reporting date, she beneficially owns 1,286 shares of Class A Common, held directly.
The filing notes that all 1,286 shares are restricted stock subject to vesting conditions, meaning the shares are tied to employment or performance requirements over time. This Form 3 establishes Boynton’s baseline equity stake as an officer of Boston Beer Company, whose shares trade under the ticker SAM.
Boston Beer Co. (SAM): AQR Capital Management, LLC and AQR Capital Management Holdings, LLC reported beneficial ownership of 647,060 shares of Class A Common Stock, representing 7.34% of the class.
The firms report shared voting and dispositive power over these shares and no sole voting or dispositive power. The event date is 09/30/2025. The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.
The Boston Beer Company (SAM) adopted a Rule 10b5-1 share repurchase plan. The plan authorizes the repurchase of up to $25 million of Class A Common Stock during the window commencing December 29, 2025 and ending March 27, 2026.
A 10b5-1 plan pre-sets trading instructions so purchases can occur on a scheduled basis, independent of day-to-day management decisions. The announcement outlines a maximum dollar amount and specific dates; actual repurchases will occur pursuant to the plan’s preset parameters.