[Form 4] Yesway, Inc. Insider Trading Activity
Rhea-AI Filing Summary
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.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Class A Common Stock | 198,000 | $0.00 | -- |
| Grant/Award | Class A Common Stock | 198,000 | $0.00 | -- |
| Grant/Award | LLC Interests | 105,209 | $0.00 | -- |
| Grant/Award | LLC Interests | 2,040 | $0.00 | -- |
| Grant/Award | Class B Common Stock | 105,209 | $0.00 | -- |
| Grant/Award | Class B Common Stock | 2,040 | $0.00 | -- |
Footnotes (1)
- Represents securities received as part of the Issuer's reorganization in connection with its initial public offering, as described in the registration statement on Form S-1 relating to the initial public offering (the "Registration Statement"). These securities were previously reported on a Form 3 filed by the Reporting Person. Represents securities that were inadvertently reported as directly held on a Form 3 filed by the Reporting Person. Represents an award of restricted stock units (the "RSUs"), each of which represents a contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs will vest in equal installments on each of the first three anniversaries of the date of effectiveness of the Registration Statement. Represents an award of performance-based restricted stock units (the "PSUs"), each of which represents a contingent right to receive one share of the Issuer's Class A Common Stock. The PSUs will be eligible to vest 50% on the later of (i) the first day following the date on which the 30-day volume weighted average market price of a share of Class A Common Stock equals or exceeds 1.5x the initial offering price per share of Class A Common Stock and (ii) the second anniversary of the date of effectiveness of the Registration Statement; and the remaining 50% will be eligible to vest on the later of (i) the first day following the date on which the 30-day volume weighted average market price of a share of Class A Common Stock equals or exceeds 2.0x the initial offering price per share of Class A Common Stock and (ii) the third anniversary of the date of effectiveness of the Registration Statement (with no linear interpolation if the market price falls between the two stock price hurdles). If these vesting conditions are not met by the fifth anniversary of the date of effectiveness of the Registration Statement, any unvested PSUs will be forfeited automatically for no consideration. The membership units of BW Ultimate Parent, LLC (the "LLC Interests") may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class B Common Stock will be forfeited in connection with the redemption. The LLC Interests have no expiration date.
