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Yesway, Inc. reports Q1 2026 as a holding-company shell while its operating subsidiary BW Ultimate Parent, LLC delivers strong results. Ultimate Parent generated $683.6 million in revenue for the three months ended March 31, 2026, up from $600.3 million a year earlier, and moved from a $5.6 million net loss to $30.2 million in net income. Cash and cash equivalents rose to $56.5 million from $31.2 million, while total debt stood at $430.5 million with significant lease and financing obligations.
Yesway itself recorded only holding-company expenses, with a $47.5 thousand net loss funded entirely through capital contributions from Ultimate Parent under an expense-sharing agreement. After quarter-end, Yesway completed an IPO of 16.1 million Class A shares, raising $301.1 million in net proceeds, which were used to acquire LLC interests, fully redeem $249.3 million of redeemable senior preferred membership interests, and pay down $20.0 million on its revolving credit facility. The company also adopted a new equity incentive plan authorizing up to 7.33 million Class A shares and granted 3.63 million restricted stock units at the IPO price.
Yesway, Inc. reported record first quarter 2026 results, showing stronger profitability and cash generation. Revenue rose to $683.6 million from $600.3 million, and net income improved to $30.2 million from a $5.6 million loss a year earlier. Adjusted EBITDA more than doubled to $59.2 million, up 112.9%, helped by higher fuel margins and solid merchandise performance.
Fuel sales were $464.3 million with fuel gross profit of $71.6 million and margins of 49.4 cents per gallon. Inside merchandise sales reached $213.7 million with a 36.1% margin. Same-store total inside merchandise and fuel gross profit increased 21.8%.
Yesway generated $48.4 million of operating cash flow, spent $11.0 million on capital expenditures, and ended March 31, 2026 with $56.5 million in cash and $649.5 million of total debt including financing and lease obligations. The company operated 449 stores and introduced 2026 guidance, targeting same-store inside merchandise sales growth of 1.25%–3.25%, Adjusted EBITDA of $210–$220 million, capital expenditures of $85–$95 million, and 6–8 new store openings.
Clark Shauna J. reported acquisition or exercise transactions in this Form 4 filing.
Yesway, Inc. director Shauna J. Clark received an award of 7,000 restricted stock units, each representing one share of Class A Common Stock. The units vest in three equal installments on each of the first three anniversaries of the Registration Statement’s effectiveness. Following this grant, she holds 7,000 shares directly.
Lewis Ronald C. reported acquisition or exercise transactions in this Form 4 filing.
Yesway, Inc. director Lewis Ronald C. received an award of 7,000 restricted stock units tied to the company’s Class A Common Stock. The grant was a compensation-related award at no cash purchase price and is reported as directly owned.
Each RSU represents a contingent right to receive one share of Class A Common Stock. The units will vest in three equal installments on each of the first three anniversaries of the effectiveness date of the company’s Registration Statement. Following this grant, the reporting person holds 7,000 shares reported as beneficially owned.
Yesway, Inc. director and ten percent owner Thomas N. Trkla reported multiple equity awards and restructurings involving Class A and Class B Common Stock and related LLC interests. Direct holdings include 1,080,000 shares of Class A Common Stock and 267,804 shares of Class B Common Stock acquired at a stated price of $0.00 per share as grant or award transactions.
Indirect holdings are shown through entities such as Brookwood Financial Partners, LLC with 15,085,561 shares of Class A Common Stock and BW Gas & Convenience Aggregator II, L.P. with 19,735,435 shares of Class B Common Stock. Footnotes state Mr. Trkla has controlling interests in these entities and may be deemed to share beneficial ownership of their positions.
The filing also describes awards of restricted stock units and performance-based restricted stock units that each represent a right to receive one share of Class A Common Stock. Time-based RSUs vest in three equal installments on each of the first three anniversaries of the registration statement’s effectiveness, while PSUs vest in tranches tied to stock-price hurdles of 1.5x and 2.0x the initial offering price and second and third anniversaries, with unvested PSUs forfeited if conditions are not met by the fifth anniversary. LLC Interests in BW Ultimate Parent, LLC are redeemable at any time on a 1-to-1 basis for Class A Common Stock, with a corresponding number of Class B shares forfeited on redemption.
Brown Thomas Warren reported acquisition or exercise transactions in this Form 4 filing.
Yesway, Inc. director Thomas Warren Brown reported new equity awards that increase his exposure to the company. He received 198,000 restricted stock units, each representing one future share of Class A Common Stock, vesting in three equal installments on each of the first three anniversaries of the effectiveness of Yesway’s IPO registration statement. He was also granted 198,000 performance-based restricted stock units that may vest in two 50% tranches if specific stock price hurdles of 1.5x and 2.0x the IPO offering price are met and the second and third anniversaries are reached; any unvested PSUs are forfeited after the fifth anniversary. In addition, he holds 105,209 shares of Class B Common Stock and related LLC Interests directly, plus 2,040 Class B shares and LLC Interests indirectly through Brookwood Financial Co., Inc., with each LLC Interest redeemable into one share of Class A Common Stock while a corresponding Class B share is forfeited.
Zernich Kurt M. reported acquisition or exercise transactions in this Form 4 filing.
Yesway, Inc. General Counsel and Secretary Kurt M. Zernich reported equity awards tied to the company’s initial public offering structure and long-term incentives. He received 198,000 shares of Class A Common Stock in a grant that brought his Class A holdings to 396,000 shares.
Additional awards include 198,000 restricted stock units that vest in three equal installments on each of the first three anniversaries of the registration statement’s effectiveness. He also received 198,000 performance-based RSUs that vest in two 50% tranches only if specific stock price hurdles of 1.5x and 2.0x the IPO price are met and time-based anniversaries are reached, or they forfeit after five years.
Zernich was also granted 77,089 shares of Class B Common Stock and 77,089 LLC Interests that can be redeemed on a 1-for-1 basis for Class A Common Stock, with a corresponding forfeiture of Class B shares, providing an additional path to future Class A ownership.
Yesway, Inc. director Jill A. Soltau reported receiving an equity award in the form of restricted stock units. She acquired 7,000 shares worth of Class A Common Stock as a grant, bringing her directly held position reported in this filing to 7,000 shares.
The 7,000 restricted stock units will vest in three equal installments on each of the first three anniversaries of the effectiveness date of the company’s Registration Statement, meaning the award delivers value over a multi-year period tied to continued service.
Papazian Greg M. reported acquisition or exercise transactions in this Form 4 filing.
Yesway, Inc. director Greg M. Papazian reported equity awards rather than open‑market trades. He received 7,000 shares of Class A Common Stock on April 24, 2026 as a share-based grant, leaving him with 7,000 Class A shares directly owned.
On April 21, 2026, he was credited with 22,954 shares of Class B Common Stock and 22,954 LLC Interests in BW Ultimate Parent, LLC in connection with Yesway’s IPO-related reorganization, previously reflected on a Form 3. The LLC Interests are redeemable at any time on a 1‑for‑1 basis for Class A Common Stock, with a corresponding number of Class B shares forfeited, and have no expiration date. He also received 7,000 restricted stock units tied to Class A shares, vesting in three equal annual installments starting on the date the IPO registration statement becomes effective.
Ayles Ericka L. reported acquisition or exercise transactions in this Form 4 filing.
Yesway, Inc. CFO and Treasurer Ericka L. Ayles reported equity awards linked to the company’s initial public offering reorganization. She was granted 216,000 shares of Class A Common Stock twice on the same date, bringing one Class A holding to 432,000 shares and another to 216,000 shares. She also received 83,656 shares of Class B Common Stock and 83,656 LLC Interests, which are redeemable 1-for-1 into Class A shares while a corresponding number of Class B shares are forfeited.
Footnotes explain that part of these holdings reflects securities received in the IPO-related reorganization and that some awards are restricted stock units and performance-based restricted stock units. The RSUs vest in three equal installments over three years from the registration statement’s effectiveness, while PSUs can vest in two tranches if specified share price and time-based conditions are met, otherwise unvested PSUs are forfeited after five years.