Solo Brands (SBDS) CAO converts RSUs, withholds stock for taxes

Rhea-AI Filing Summary

Solo Brands, Inc. Chief Accounting Officer David Francis McGuire reported equity compensation activity involving restricted stock units (RSUs) and Class A common stock on February 28, 2026. He exercised RSUs covering 759 and 1,406 units, each RSU representing a contingent right to receive one share of Class A common stock.

These exercises delivered corresponding shares of Class A common stock at a price of $0.00 per share. To cover tax withholding obligations tied to the RSU vesting, 226 and 417 Class A shares were disposed of at $7.31 per share. Footnotes state that the remaining unvested RSUs are scheduled to vest on February 28, 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^*

McGuire David Francis

(Last) (First) (Middle)

1001 MUSTANG DR.

(Street)

GRAPEVINE TX 76051

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Solo Brands, Inc. [ SBDS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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	02/28/2026		M		759(1)	A	$0	1,271	D
Class A Common Stock	02/28/2026		F		226(2)	D	$7.31	1,045	D
Class A Common Stock	02/28/2026		M		1,406(1)	A	$0	2,451	D
Class A Common Stock	02/28/2026		F		417(2)	D	$7.31	2,034	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 Unit	(1)	02/28/2026		M			759	(3)	(3)	Class A Common Stock	759	$0	758	D
Restricted Stock Unit	(1)	02/28/2026		M			1,406	(3)	(3)	Class A Common Stock	1,406	$0	1,405	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.

2. Represents the number of shares withheld to cover tax withholding obligations in connection with the vesting of RSUs.

3. The remaining unvested RSUs will vest on February 28, 2027.

Remarks:

	/s/ Chris Blevins, Attorney-in-Fact for David McGuire	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did SBDS Chief Accounting Officer report?

Solo Brands Chief Accounting Officer David Francis McGuire exercised RSUs into Class A common stock and disposed of some shares to cover tax withholding obligations. The activity reflects equity compensation vesting rather than open-market buying or selling of Solo Brands shares.

How many Solo Brands RSUs did the CAO convert into stock?

He exercised restricted stock units covering 759 and 1,406 RSUs, with each RSU representing a contingent right to receive one share of Solo Brands Class A common stock. These conversions occurred on February 28, 2026, at a stated price of $0.00 per share.

Were Solo Brands (SBDS) shares sold in the open market?

The Form 4 reports dispositions coded “F,” meaning shares were delivered to satisfy tax withholding obligations from RSU vesting. This differs from discretionary open-market sales, as the disposals are tied directly to the equity award’s tax requirements, not standalone trading decisions.

What price was used for Solo Brands shares withheld for taxes?

Shares withheld to cover tax obligations were valued at a transaction price of $7.31 per share. These tax-withholding dispositions are reported under transaction code “F,” indicating payment of tax liability by delivering previously acquired Solo Brands Class A common stock.

When will the remaining Solo Brands RSUs held by the CAO vest?

Footnotes state that the remaining unvested restricted stock units are scheduled to vest on February 28, 2027. That future vesting date will trigger additional share delivery and likely another tax-withholding event, depending on Solo Brands’ equity plan and applicable tax rules.