Yesway (YSWY) CFO Ericka Ayles acquires Class A, Class B stock and LLC interests
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
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.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Ayles Ericka L.
Role
CFO and Treasurer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Class A Common Stock | 216,000 | $0.00 | -- |
| Grant/Award | Class A Common Stock | 216,000 | $0.00 | -- |
| Grant/Award | LLC Interests | 83,656 | $0.00 | -- |
| Grant/Award | Class B Common Stock | 83,656 | $0.00 | -- |
Holdings After Transaction:
Class A Common Stock — 216,000 shares (Direct, null);
LLC Interests — 83,656 shares (Direct, null);
Class B Common Stock — 83,656 shares (Direct, null)
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 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.
Key Figures
Class A grant 1: 216,000 shares
Class A grant 2: 216,000 shares
Class B grant: 83,656 shares
+4 more
7 metrics
Class A grant 1
216,000 shares
Class A Common Stock grant; 432,000 shares held after this transaction
Class A grant 2
216,000 shares
Second Class A Common Stock grant; 216,000 shares held after this transaction
Class B grant
83,656 shares
Class B Common Stock grant; 83,656 shares held after this transaction
LLC Interests grant
83,656 interests
BW Ultimate Parent, LLC interests; redeemable 1-for-1 into Class A Common Stock
RSU vesting schedule
3 installments
RSUs vest in equal installments on first three anniversaries of registration effectiveness
PSU performance hurdles
1.5x and 2.0x IPO price
30-day VWAP hurdles plus 2- and 3-year time conditions for PSU vesting
PSU forfeiture horizon
5 years
Unvested PSUs forfeited automatically if conditions unmet by fifth anniversary
Key Terms
restricted stock units, performance-based restricted stock units, 30-day volume weighted average market price, LLC Interests, +2 more
6 terms
restricted stock units financial
"Represents an award of restricted stock units (the "RSUs"), each of which represents a contingent right"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based restricted stock units financial
"Represents an award of performance-based restricted stock units (the "PSUs"), each of which represents a contingent right"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
30-day volume weighted average market price financial
"the date on which the 30-day volume weighted average market price of a share of Class A Common Stock"
LLC Interests financial
"The membership units of BW Ultimate Parent, LLC (the "LLC Interests") may be redeemed"
initial public offering financial
"reorganization in connection with its initial public offering, as described in the registration statement"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
registration statement regulatory
"as described in the registration statement on Form S-1 relating to the initial public offering"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
FAQ
What did Yesway (YSWY) CFO Ericka L. Ayles report on this Form 4?
Ericka L. Ayles reported multiple equity awards in Yesway, Inc. stock and related LLC interests. The filing shows grants of Class A and Class B Common Stock and LLC Interests received in connection with the IPO-related reorganization and compensation equity awards.
What are the key terms of the Yesway (YSWY) RSU awards to the CFO?
The filing describes restricted stock units (RSUs) that each represent one Class A share. These RSUs vest in equal installments on each of the first three anniversaries of the effectiveness date of the registration statement related to Yesway’s initial public offering.
How do the performance-based RSUs (PSUs) for Yesway (YSWY) vest?
The PSUs may vest 50% when the 30-day volume weighted average price reaches 1.5x the IPO offering price and at least two years have passed, and 50% at 2.0x and three years. Any unvested PSUs are forfeited if conditions aren’t met within five years.
What are the LLC Interests reported by the Yesway (YSWY) CFO?
The CFO received 83,656 LLC Interests in BW Ultimate Parent, LLC. These may be redeemed at any time on a 1-to-1 basis for Class A Common Stock, while a corresponding number of Class B Common Stock shares are forfeited. The LLC Interests have no expiration date.
Does this Yesway (YSWY) Form 4 show stock purchases or sales by the CFO?
The Form 4 shows only acquisitions via grants and reorganization, not open-market purchases or sales. All transactions are coded as awards or similar acquisitions at zero price per share, reflecting compensation and IPO-related restructuring rather than trading activity.