Mga Batayang Estadistika
| LEI | 549300ISYAXTFZ4LCT04 |
| CIK | 1866581 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Dutch Bros Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS |
|
| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Num |
|
| August 6, 2025 |
Exhibit 99.1 Dutch Bros Inc. Reports Second Quarter 2025 Financial Results Achieves 28% Revenue Growth Year-Over-Year Delivers 6.1% Systemwide and 7.8% Company-Operated Same Shop Sales Growth Raises 2025 Guidance on Total Revenues, Same Shop Sales Growth and Adjusted EBITDA TEMPE, Ariz. - August 6, 2025 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one of the fastest-growing brand |
|
| May 30, 2025 |
jpmdutchbrosx2ndarcax2n EXECUTION VERSION 780515116.15 SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 29, 2025 among DUTCH BROS., LLC, DB FRANCHISING USA, LLC and BOERSMA BROS. LLC, as Borrowers, The Other Loan Parties Party Hereto, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A. and BOFA SECURITIES, INC., as Joint Bookrunners |
|
| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numbe |
|
| May 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numbe |
|
| May 16, 2025 |
4, by and between the Company and Nicholas Daddario December 26, 2024 Nick Daddario VIA EMAIL/DOCUSIGN Dear Nick: We are pleased to offer you the full-time position of Chief Accounting Officer at Dutch Bros Inc. |
|
| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numbe |
|
| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS |
|
| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Number |
|
| May 7, 2025 |
Exhibit 99.1 Dutch Bros Inc. Reports First Quarter 2025 Financial Results Achieves 29% Year-Over-Year Revenue Growth in the First Quarter Delivers 4.7% System and 6.9% Company-Operated Same Shop Sales Growth in the First Quarter Continues Momentum with Another Quarter of Positive Transaction Growth GRANTS PASS, Oregon - May 7, 2025 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one |
|
| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a |
|
| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a |
|
| February 18, 2025 |
Global marketing executive Kory Marchisotto joins Dutch Bros Board of Directors Exhibit 99.1 Global marketing executive Kory Marchisotto joins Dutch Bros Board of Directors GRANTS PASS, Oregon — February 18, 2025 — Dutch Bros Inc. (NYSE: BROS; “Dutch Bros”), a west coast-based drive-thru beverage company focused on making a massive difference one cup at a time, has announced the appointment of Kory Marchisotto to its Board of Directors, where she will serve as an independent |
|
| February 18, 2025 |
January 24, 2025, by and between Dutch Bros Inc. and Kory Marchisotto January 24, 2025 Via Email Only Kory Marchisotto Re: Service on Board of Directors of Dutch Bros Inc. |
|
| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| February 13, 2025 |
As filed with the Securities and Exchange Commission on February 13, 2025 As filed with the Securities and Exchange Commission on February 13, 2025 Registration No. |
|
| February 13, 2025 |
Subsidiaries of Dutch Bros Inc. Exhibit 21.1 Subsidiaries of Dutch Bros Inc. As of December 31, 2024 Name of Subsidiary Jurisdiction of Incorporation or Organization Dutch Mafia, LLC Delaware Boersma Bros. LLC Oregon DB Franchising USA, LLC Oregon Dutch Bros., LLC Oregon Dutchwear, LLC Oregon BB Holdings AL, LLC Oregon BB Holdings AR, LLC Oregon BB Holdings AZ, LLC Oregon BB Holdings CA, LLC Oregon BB Holdings Colorado, LLC Oreg |
|
| February 13, 2025 |
Amended and Restated Limited Liability Company Agreement of Dutch Mafia, LLC, dated exh1012025-02x07dutchmaf 310896661 v13 1 DUTCH MAFIA, LLC FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of February 7, 2025 THE UNITS REPRESENTED BY THIS FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. |
|
| February 13, 2025 |
EXHIBIT 107 CALCULATION OF REGISTRATION FEES Form S-8 (Form Type) DUTCH BROS INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered1,3 Proposed Maximum Offering Price Per Unit2 Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, $0.00001 |
|
| February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS INC. |
|
| February 13, 2025 |
exh191dutchbros-insidert DUTCH BROS INC. INSIDER TRADING POLICY LAST AMENDED BY THE AUDIT AND RISK COMMITTEE OF THE BOARD OF DIRECTORS MARCH 6, 2023 POLICY PRINCIPLES 1. Personnel of Dutch Bros Inc. and its direct and indirect subsidiaries, including Dutch Mafia LLC (“Dutch Bros”) are responsible for understanding the obligations that come with having access to material nonpublic information and w |
|
| February 12, 2025 |
Exhibit 99 Pursuant to the instructions in Item 7 of Schedule 13G, the following table lists the identity and Item 3 classification, if applicable, of each relevant entity that beneficially owns shares of the security class being reported on this Schedule 13G. |
|
| February 12, 2025 |
Exhibit 99 Pursuant to the instructions in Item 7 of Schedule 13G, the following table lists the identity and Item 3 classification, if applicable, of each relevant entity that beneficially owns shares of the security class being reported on this Schedule 13G. |
|
| February 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| February 12, 2025 |
Exhibit 99.1 Dutch Bros Inc. Reports Fourth Quarter and Fiscal Year 2024 Financial Results Achieves 35% Year-Over-Year Revenue Growth in the Fourth Quarter Delivers 6.9% system and 9.5% company-operated Same Shop Sales Growth in the Fourth Quarter Provides Initial 2025 Guidance GRANTS PASS, Ore. - February 12, 2025 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one of the fastest-g |
|
| January 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File N |
|
| January 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2025 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File N |
|
| January 13, 2025 |
Exhibit 99.1 Dutch Bros Inc. Announces Milestone Shop Opening and Investor Day Company to host a fireside chat and investor meetings at 27th Annual ICR Conference GRANTS PASS, OREGON - January 13, 2025 - Dutch Bros Inc. (NYSE: BROS; the “Company” or “Dutch Bros”) one of the fastest-growing brands in the quick service beverage industry in the United States by location count, today announced that it |
|
| November 14, 2024 |
BROS / Dutch Bros Inc. / CITADEL ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A 1 tm2427061d8sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* Dutch Bros Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (the “Shares” |
|
| November 13, 2024 |
BROS / Dutch Bros Inc. / Boersma Travis - SC 13G/A Passive Investment SC 13G/A 1 schedule13gatravisboersma-.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3) DUTCH BROS INC. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 26701L100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of This |
|
| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH |
|
| November 7, 2024 |
ated September 3, 2024, by and between t ADVISOR AGREEMENT This Advisor Agreement (this “Agreement”) is entered into between Dutch Bros Inc. |
|
| November 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File N |
|
| November 6, 2024 |
Exhibit 99.1 Dutch Bros Inc. Reports Third Quarter 2024 Financial Results Achieves $338 million in Revenues in Quarter, a 28% Increase Year-over-Year Completes Mobile Order Capability Rollout Raises Revenue and Adjusted EBITDA Guidance GRANTS PASS, Ore. - November 6, 2024 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one of the fastest-growing brands in the quick service beverage |
|
| November 6, 2024 |
310075916 v2 APPENDIX A AMENDED AND RESTATED PARTICIPATION AGREEMENT Name: Christine Barone Section 1. |
|
| November 6, 2024 |
, and related Form of Participation Agreement DUTCH BROS INC. AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL PLAN Section 1. INTRODUCTION. The Dutch Bros Inc. Amended and Restated Severance and Change in Control Plan (the “Plan”) is hereby established by the Board of Directors of Dutch Bros Inc. (the “Company”) effective upon the Effective Date (as defined below). The purpose of the Plan is to provide for the payment of severance and/or |
|
| August 8, 2024 |
May 21, 2024 Charles Jemley VIA EMAIL/DOCUSIGN Re: Amended Offer Letter Dear Charley: Thank you for your service as Chief Financial Officer of Dutch Bros Inc. |
|
| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS |
|
| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Num |
|
| August 7, 2024 |
Exhibit 99.1 Dutch Bros Inc. Reports Second Quarter 2024 Financial Results Achieves $325 million in Revenues in Quarter, a 30% Increase Year-over-Year 36 New Shop Openings During Quarter, Surpasses 900th Shop Milestone Raises Revenue and Adj. EBITDA Guidance GRANTS PASS, Ore. - August 7, 2024 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one of the fastest-growing brands in the qu |
|
| June 24, 2024 |
Former Wendy’s CEO Joins Dutch Bros Board of Directors EXHIBIT 99.1 Former Wendy’s CEO Joins Dutch Bros Board of Directors GRANTS PASS, Ore. — June 24, 2024 — Dutch Bros Inc. (NYSE: BROS; “Dutch Bros”), a west coast-based drive-thru beverage company focused on making a massive difference one cup at a time, has announced the appointment of Todd Penegor to its Board of Directors, where he will serve as an independent director. Penegor brings extensive e |
|
| June 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 19, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numb |
|
| June 24, 2024 |
Offer Letter, dated as of June 18, 2024, by and between Dutch Bros Inc. and Todd Penegor June 18, 2024 Via Email Only Todd Penegor Re: Service on Board of Directors of Dutch Bros Inc. |
|
| June 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numb |
|
| June 12, 2024 |
Exhibit 1.1 Dutch Bros Inc. (a Delaware corporation) 8,762,700 Shares of Class A Common Stock UNDERWRITING AGREEMENT Dated: June 10, 2024 Dutch Bros Inc. (a Delaware corporation) 8,762,700 Shares of Class A Common Stock UNDERWRITING AGREEMENT June 10, 2024 BofA Securities, Inc. Jefferies LLC as Representatives of the several Underwriters c/o BofA Securities, Inc. One Bryant Park New York, NY 10036 |
|
| June 12, 2024 |
Prospectus Supplement (To Prospectus dated September 6, 2023) 8,762,700 Shares Class A Common Stock As filed Pursuant to Rule 424(b)(7) Registration No. 333-274368 Prospectus Supplement (To Prospectus dated September 6, 2023) 8,762,700 Shares Class A Common Stock The selling stockholders named in this prospectus supplement are offering 8,762,700 shares of our Class A common stock, including Class A common stock issued upon exchange of Class A common units of Dutch Bros OpCo (as defined herein) a |
|
| June 12, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) Dutch Bros Inc. |
|
| June 10, 2024 |
Dutch Bros Inc. Announces Launch of Secondary Public Offering of Class A Common Stock Issuer Free Writing Prospectus Filed pursuant to Rule 433 Registration Statement No. |
|
| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numbe |
|
| June 3, 2024 |
, 2024, by and between Dutch Bros Inc. and G.J. Hart May 28, 2024 Via Email Only Gerard J. Hart Re: Service on Board of Directors of Dutch Bros Inc. Dear G.J.: The Board of Directors (the “Board”) of Dutch Bros Inc. (the “Company”) is pleased to offer you a position on the Board under the terms and conditions set forth herein. Please review these terms carefully. The Board expects to appoint you as a Director to fill a vacancy on the Board and as ch |
|
| June 3, 2024 |
Leading restaurant executive joins Dutch Bros Board of Directors EXHIBIT 99.1 Leading restaurant executive joins Dutch Bros Board of Directors GRANTS PASS, Ore. — June 3, 2024 — Dutch Bros Inc. (NYSE: BROS; “Dutch Bros”) a west coast-based drive-thru beverage company focused on making a massive difference one cup at a time, has announced the appointment of G.J. Hart to its Board of Directors, where he will serve as an independent director and as Chair of the Co |
|
| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numbe |
|
| May 20, 2024 |
301041408 v9 1 LIMITATION AGREEMENT OF DUTCH BROS INC. This LIMITATION AGREEMENT (as it may be amended and/or restated from time to time in accordance with the terms hereof, this “Agreement”) is entered as of May 16, 2024 (the “Effective Date”), by and among Dutch Bros Inc., a Delaware corporation (the “Company”) and the entities listed on Exhibit A hereto (together with their respective Permitted |
|
| May 20, 2024 |
299670500 v6 1 19. SHARE SURRENDER AGREEMENT THIS SHARE SURRENDER AGREEMENT (this “Agreement”) is made and entered into as of May 16, 2024, by and among Dutch Bros Inc., a Delaware corporation (“PubCo”), Dutch Mafia, LLC, a Delaware limited liability company (“OpCo”), and the entities listed on Schedule I hereto (each, a “Contributor” and collectively, the “Contributors”). Each of the Contributors |
|
| May 20, 2024 |
dutchmafiallcfourthamend 299360196 v9 1 DUTCH MAFIA, LLC FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of May 16, 2024 THE UNITS REPRESENTED BY THIS FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. |
|
| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS |
|
| May 7, 2024 |
between the Company and Joshua Guenser. December 18, 2023 Joshua Guenser VIA EMAIL/DOCUSIGN Dear Josh: We are pleased to offer you the full-time position of Incoming Chief Financial Officer of Dutch Bros Inc. |
|
| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Number |
|
| May 7, 2024 |
Exhibit 99.1 Dutch Bros Inc. Reports First Quarter 2024 Financial Results Achieves $275 million in Revenues in Quarter, a 39% Increase Year-over-Year Delivers 10.0% Same Shop Sales Growth and Ties Record New Shop Openings Raises 2024 Guidance GRANTS PASS, Ore. - May 7, 2024 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one of the fastest-growing brands in the quick service beverag |
|
| May 7, 2024 |
APPENDIX A Name: Joshua Guenser PARTICIPATION AGREEMENT Section 1. ELIGIBILITY. You have been designated as eligible to participate in the Dutch Bros Inc. Amended and Restated Severance and Change in Control Plan (the “Plan”), a copy of which is attached to this Participation Agreement (the “Participation Agreement”). Capitalized terms not explicitly defined in this Participation Agreement but def |
|
| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numb |
|
| April 2, 2024 |
filingversion2023-12x15s APPENDIX A PARTICIPATION AGREEMENT Section 1. ELIGIBILITY. You have been designated as eligible to participate in the Dutch Bros Inc. Amended and Restated Severance and Change in Control Plan (the “Plan”), a copy of which is attached to this Participation Agreement (the “Participation Agreement”). Capitalized terms not explicitly defined in this Participation Agreement but |
|
| April 2, 2024 |
3, by and between the Company and Sumitro Ghosh. filingversion2023-12x15o December 15, 2023 Sumitro Ghosh VIA EMAIL/DOCUSIGN Dear Sumi: We are pleased to offer you the full-time position of Incoming President of Operations at Dutch Bros Inc. |
|
| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a |
|
| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a |
|
| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Num |
|
| March 26, 2024 |
Exhibit 1.1 Dutch Bros Inc. (a Delaware corporation) 8,000,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT Dated: March 21, 2024 Dutch Bros Inc. (a Delaware corporation) 8,000,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT March 21, 2024 Morgan Stanley & Co. LLC as Representatives of the several Underwriters c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 L |
|
| March 25, 2024 |
Prospectus Supplement (To Prospectus dated September 6, 2023) 8,000,000 Shares Class A Common Stock As filed Pursuant to Rule 424(b)(7) Registration No. 333-274368 Prospectus Supplement (To Prospectus dated September 6, 2023) 8,000,000 Shares Class A Common Stock The selling stockholders named in this prospectus supplement are offering 8,000,000 shares of our Class A common stock upon exchange of Class A common units of Dutch Bros OpCo (as defined herein) and corresponding shares of our Class C |
|
| March 25, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) Dutch Bros Inc. |
|
| March 21, 2024 |
Dutch Bros Inc. Announces Launch of Secondary Public Offering of Class A Common Stock Issuer Free Writing Prospectus Filed pursuant to Rule 433 Registration Statement No. |
|
| March 1, 2024 |
Exhibit 1.1 Dutch Bros Inc. (a Delaware corporation) 8,000,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT Dated: February 27, 2024 Dutch Bros Inc. (a Delaware corporation) 8,000,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT February 27, 2024 Morgan Stanley & Co. LLC as Representatives of the several Underwriters c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 1 |
|
| March 1, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| February 29, 2024 |
Prospectus Supplement (To Prospectus dated September 6, 2023) 8,000,000 Shares Class A Common Stock As filed Pursuant to Rule 424(b)(7) Registration No. 333-274368 Prospectus Supplement (To Prospectus dated September 6, 2023) 8,000,000 Shares Class A Common Stock The selling stockholders named in this prospectus supplement are offering 8,000,000 shares of our Class A common stock upon exchange of Class A common units of Dutch Bros OpCo (as defined herein) and corresponding shares of our Class C |
|
| February 29, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) Dutch Bros Inc. |
|
| February 27, 2024 |
Dutch Bros Inc. Announces Launch of Secondary Public Offering of Class A Common Stock Issuer Free Writing Prospectus Filed pursuant to Rule 433 Registration Statement No. |
|
| February 26, 2024 |
EXHIBIT 107 CALCULATION OF REGISTRATION FEES Form S-8 (Form Type) DUTCH BROS INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered1,3 Proposed Maximum Offering Price Per Unit2 Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, $0.00001 |
|
| February 26, 2024 |
As filed with the Securities and Exchange Commission on February 23, 2024 As filed with the Securities and Exchange Commission on February 23, 2024 Registration No. |
|
| February 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS INC. |
|
| February 23, 2024 |
290719096 v2 1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT OF DUTCH BROS INC. |
|
| February 23, 2024 |
, by and between the Company and June 7, 2023 Tana Davila VIA EMAIL/DOCUSIGN Dear Tana: We are pleased to offer you the full-time position of Chief Marketing Officer of Dutch Bros Inc. |
|
| February 23, 2024 |
Subsidiaries of Dutch Bros Inc. Exhibit 21.1 Subsidiaries of Dutch Bros Inc. As of December 31, 2023 Name of Subsidiary Jurisdiction of Incorporation or Organization Dutch Mafia, LLC Delaware Boersma Bros. LLC Oregon DB Franchising USA, LLC Oregon DB Management Co. Delaware Dutch Bros., LLC Oregon Dutchwear, LLC Oregon BB Holdings AL, LLC Oregon BB Holdings AR, LLC Oregon BB Holdings AZ, LLC Oregon BB Holdings CA, LLC Oregon BB |
|
| February 23, 2024 |
Offer Letter, dated as of September 1, 2022, by and between the Company and Victoria Tullett C OFFER DATE 9-1-2022 We are pleased to offer you th.e full-time position as company Chief legal Officer at Dutch Bros. with a stai-t date of 9-19-2.2 contingent 011 your passing of our standard background check and 1-9 verification process. You will be reporting directly to the CEO Joth Ricci at the Headquarters office located in Grants Pass, Oregon. The starting annual salary for this position i |
|
| February 23, 2024 |
Incentive Compensation Recoupment Policy, dated October 10, 2023 290490481 v3 DUTCH BROS INC. INCENTIVE COMPENSATION RECOUPMENT POLICY ADOPTED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS October 10, 2023 1. INTRODUCTION The Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Dutch Bros Inc., a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its stoc |
|
| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| February 21, 2024 |
Exhibit 99.1 Dutch Bros Inc. Reports Fourth Quarter 2023 Financial Results Achieves $254 million in Revenue in Quarter, a 26% Increase Year-over-Year Releases 2024 Guidance Announces Project to Establish Organizational Structure of the Future GRANTS PASS, Ore. - February 21, 2024 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one of the fastest-growing brands in the quick service b |
|
| February 14, 2024 |
BROS / Dutch Bros Inc. / CITADEL ADVISORS LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1)* Dutch Bros Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (the “Shares”) (Title of Class of Securities) 26701L100 |
|
| February 14, 2024 |
BROS / Dutch Bros Inc. / TSG Consumer Partners LP - SC 13G/A Passive Investment SC 13G/A 1 d761115dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Dutch Bros Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 26701L100 (CUSIP Number) December 31, 2023 Date of Event Which Requires Filing of this Statement Check the app |
|
| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File N |
|
| February 14, 2024 |
BROS / Dutch Bros Inc. / Boersma Travis - SC 13G/A Passive Investment SC 13G/A 1 schedule13gatravisboersma-.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) DUTCH BROS INC. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 26701L100 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This S |
|
| February 13, 2024 |
BROS / Dutch Bros Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0796-dutchbrosincclassa.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Dutch Bros, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 26701L100 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to d |
|
| January 8, 2024 |
Exhibit 99.1 Dutch Bros Inc. Reports Fourth Quarter and Fiscal Year 2023 New Shop Openings Announces Leadership Team Additions Participating in the 2024 ICR Conference on January 8–9; Hosting Fireside Chat on January 8 GRANTS PASS, OREGON - January 8, 2024 - Dutch Bros Inc. (NYSE: BROS; the “Company” or “Dutch Bros”) one of the fastest-growing brands in the quick service beverage industry in the U |
|
| January 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2024 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Nu |
|
| January 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| January 2, 2024 |
Amended Offer Letter by and between Christine Barone and the Company, dated December 27, 2023. December 27, 2023 Christine Barone VIA EMAIL/DOCUSIGN Re: Employment Agreement Dear Christine: We are pleased to offer you the full time position of Chief Executive Officer and President of Dutch Bros Inc. |
|
| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH |
|
| November 7, 2023 |
Exhibit 99.1 Dutch Bros Inc. Reports Third Quarter 2023 Financial Results and Announces Two New Directors Opened 39 New Systemwide Shops in Q3 2023 Record Revenue of $265 million, a 33% Increase Year-over-Year Updates 2023 Guidance, Increases Range for Adjusted EBITDA GRANTS PASS, Ore. - November 7, 2023 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one of the fastest-growing bran |
|
| November 7, 2023 |
Offer Letter, dated as of November November 3, 2023 Via Email Only Sean Sullivan Re: Service on Board of Directors of Dutch Bros Inc. |
|
| November 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File N |
|
| November 7, 2023 |
Offer Letter, dated as of November 2, 2023, by and between the Company November 2, 2023 Via Email Only C. David Cone Re: Service on Board of Directors of Dutch Bros Inc. Dear Dave: The Board of Directors (the “Board”) of Dutch Bros Inc. (the “Company”) is pleased to offer you a position on the Board under the terms and conditions set forth herein. Please review these terms carefully. The Board expects to appoint you as a Director to fill a vacancy on the Board and as |
|
| October 2, 2023 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Shares of Dutch Bros Inc., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of each of the undersigned. Th |
|
| October 2, 2023 |
BROS / Dutch Bros Inc - Class A / CITADEL ADVISORS LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. )* Dutch Bros Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (the “Shares”) (Title of Class of Securities) 26701L100 |
|
| September 11, 2023 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Dutch Bros Inc. |
|
| September 11, 2023 |
Prospectus Supplement (To Prospectus dated September 6, 2023) 11,538,461 Shares Class A Common Stock As filed Pursuant to Rule 424(b)(5) Registration No. 333-274368 Prospectus Supplement (To Prospectus dated September 6, 2023) 11,538,461 Shares Class A Common Stock We are offering 11,538,461 shares of our Class A common stock. Our Class A common stock is listed on The New York Stock Exchange under the trading symbol “BROS.” On September 5, 2023, the last reported sale price of our Class A common |
|
| September 8, 2023 |
Exhibit 1.1 Execution Version Dutch Bros Inc. (a Delaware corporation) 11,538,461 Shares of Class A Common Stock UNDERWRITING AGREEMENT Dated: September 7, 2023 Dutch Bros Inc. (a Delaware corporation) 11,538,461 Shares of Class A Common Stock UNDERWRITING AGREEMENT September 7, 2023 BofA Securities, Inc. J.P. Morgan Securities LLC Jefferies LLC as Representatives of the several Underwriters c/o B |
|
| September 8, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| September 6, 2023 |
Exhibit 4.4 DUTCH BROS INC. AND , AS TRUSTEE FORM OF INDENTURE DATED AS OF Debt Securities DUTCH BROS INC. FORM OF INDENTURE THIS INDENTURE, dated as of [], between DUTCH BROS INC., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”): WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for |
|
| September 6, 2023 |
Form of Class A Common Stock Warrant Agreement and Warrant Certificate Exhibit 4.6 DUTCH BROS INC. AND , AS WARRANT AGENT FORM OF CLASS A COMMON STOCK WARRANT AGREEMENT DATED AS OF DUTCH BROS INC. FORM OF CLASS A COMMON STOCK WARRANT AGREEMENT THIS CLASS A COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between DUTCH BROS INC., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing un |
|
| September 6, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Dutch Bros Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry |
|
| September 6, 2023 |
As filed Pursuant to Rule 424(b)(5) Registration No. 333-274368 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminary prospectus supplement and accompanying prospectus are not an offer to sell these securities, a |
|
| September 6, 2023 |
Form of Preferred Stock Warrant Agreement and Warrant Certificate Exhibit 4.7 DUTCH BROS INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF DUTCH BROS INC. FORM OF PREFERRED STOCK WARRANT AGREEMENT THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between DUTCH BROS INC., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of |
|
| September 6, 2023 |
As filed with the Securities and Exchange Commission on September 6, 2023. As filed with the Securities and Exchange Commission on September 6, 2023. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Dutch Bros Inc. (Exact name of registrant as specified in its charter) Delaware 87-1041305 (State or other jurisdiction of incorporation or organization) (I.R.S. Empl |
|
| September 6, 2023 |
Form of Debt Securities Warrant Agreement and Warrant Certificate Exhibit 4.8 DUTCH BROS INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF DUTCH BROS INC. FORM OF DEBT SECURITIES WARRANT AGREEMENT THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [●], between DUTCH BROS INC., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of |
|
| August 16, 2023 |
BROS / Dutch Bros Inc - Class A / Ricci Joth - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* DUTCH BROS INC. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 26701L100 (CUSIP Number) Jonathan Ricci c/o Dutch Bros, Inc. 110 SW 4th Street Grants Pass, Oregon 97526 (Name, Address and Telephone Numbe |
|
| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS |
|
| August 8, 2023 |
Exhibit 99.1 Dutch Bros Inc. Reports Second Quarter 2023 Financial Results Opened 38 New Systemwide Shops in Q2 2023 Quarterly Revenue Increased 34% to $250 million Announces Leadership Transition Updates 2023 Guidance GRANTS PASS, Ore. - August 8, 2023 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”) one of the fastest-growing brands in the food service and restaurant industry in the |
|
| August 8, 2023 |
a2023-08x04amendmentno1t 754119134.4 EXECUTION VERSION AMENDMENT NO. 1 Dated as of August 4, 2023 to CREDIT AGREEMENT Dated as of February 28, 2022 THIS AMENDMENT NO. 1 (this “Amendment”) is made as of August 4, 2023 by and among DUTCH BROS., LLC, an Oregon limited liability company (the “Company”), DB MANAGEMENT CO., a Delaware corporation (“DB Management”), DB FRANCHISING USA, LLC, an Oregon lim |
|
| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Num |
|
| June 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numb |
|
| May 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Numbe |
|
| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS |
|
| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Number |
|
| May 9, 2023 |
Exhibit 99.1 Dutch Bros Inc. Reports First Quarter 2023 Financial Results Record 45 New Systemwide Shop Openings in Q1 2023 Quarterly Revenue Increased Nearly 30% to $197.3 million Reaffirms 2023 Guidance GRANTS PASS, Ore. - May 9, 2023 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”) one of the fastest-growing brands in the food service and restaurant industry in the United States by |
|
| April 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a |
|
| April 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a |
|
| February 27, 2023 |
Subsidiaries of Dutch Bros Inc. Exhibit 21.1 Subsidiaries of Dutch Bros Inc. As of December 31, 2022 Name of Subsidiary Jurisdiction of Incorporation or Organization Dutch Mafia, LLC Delaware Boersma Bros. LLC Oregon DB Franchising USA, LLC Oregon DB Management Co. Delaware Dutch Bros., LLC Oregon Dutchwear, LLC Oregon BB Holdings AL, LLC Oregon BB Holdings AR, LLC Oregon BB Holdings AZ, LLC Oregon BB Holdings CA, LLC Oregon BB |
|
| February 27, 2023 |
As filed with the Securities and Exchange Commission on February 27, 2023 As filed with the Securities and Exchange Commission on February 27, 2023 Registration No. |
|
| February 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS INC. |
|
| February 27, 2023 |
ex42-2022q4descriptionof 1 Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a description of the Class A common stock, par value $0.00001 per share (the “Class A common stock”) of Dutch Bros Inc. (“Dutch Bros”, the “Company”, “we”, “our” or “us”) which is our only class of security registered under Sect |
|
| February 27, 2023 |
Separation Letter Agreement, by and between John Graham and the Company, dated November 11, 2022. ex1019-2022q4johngrahams 263002286 v1 SEPARATION LETTER AGREEMENT 11/11/2022 JOHN GRAHAM Via DocuSign Dear John, This letter sets forth the substance of the separation agreement (the “Agreement”) that DB Management Co. |
|
| February 27, 2023 |
EXHIBIT 107 CALCULATION OF REGISTRATION FEES Form S-8 (Form Type) DUTCH BROS INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered1,3 Proposed Maximum Offering Price Per Unit2 Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, $0.00001 |
|
| February 22, 2023 |
Exhibit 99.1 Dutch Bros Inc. Reports Fourth Quarter and Fiscal Year 2022 Financial Results Annual Revenues Increased Almost 50% Year-over-Year to $739.0 million Driven by 133 New Systemwide Shop Openings in 2022 Welcomes New President, Christine Barone Issues Additional Guidance for 2023 GRANTS PASS, Ore. - February 22, 2023 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”) one of the |
|
| February 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| February 21, 2023 |
BROS / Dutch Bros Inc - Class A / Ricci Joth - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* DUTCH BROS INC. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 26701L100 (CUSIP Number) Jonathan Ricci c/o Dutch Bros, Inc. 110 SW 4th Street Grants Pass, Oregon 97526 (Name, Address and Telephone Numbe |
|
| February 14, 2023 |
EX-99.1 CUSIP No. 26701L100 Exhibit 1 JOINT FILING AGREEMENT Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, that the Schedule 13G to which this Agreement is attached as Exhibit 1, and any amendments thereto, is and will be filed with the Securities and Exchange Commission |
|
| February 14, 2023 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EX-99.1 2 tm236765d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 |
|
| February 14, 2023 |
BROS / Dutch Bros Inc - Class A / TSG Consumer Partners LP - SC 13G/A Passive Investment SC 13G/A 1 d441286dsc13ga.htm SC 13G/A CUSIP No. 26701L100 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Dutch Bros Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 26701L100 (CUSIP Number) December 31, 2022 Date of Event Which Requires Filing of this Sta |
|
| February 14, 2023 |
BROS / Dutch Bros Inc - Class A / Boersma Travis - SC 13G/A Passive Investment SC 13G/A 1 tm236765d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) DUTCH BROS INC. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 26701L100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) |
|
| February 9, 2023 |
BROS / Dutch Bros Inc - Class A / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0771-dutchbrosincclassa.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Dutch Bros Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 26701L100 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to de |
|
| January 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| January 12, 2023 |
Exhibit 99.1 Dutch Bros Inc. Reports Preliminary Fourth Quarter and Fiscal Year 2022 New Shop Openings and Same Shop Sales Results Opened 133 Systemwide Locations in 20221 Doubling Shop Count Since March 2019 with Plans to Add 150 More Shops in 2023 Releases Revenue Guidance of $950 Million to $1 Billion in 2023 Issues Long-Term Growth Targets Participating in the 25th Annual ICR Conference on Jan |
|
| January 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2023 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Nu |
|
| January 9, 2023 |
Exhibit 99.1 Dutch Bros Inc. Reports Preliminary Fourth Quarter and Fiscal Year 2022 New Shop Openings and Same Shop Sales Results Opened 133 Systemwide Locations in 20221 Doubling Shop Count Since March 2019 with Plans to Add 150 More Shops in 2023 Releases Revenue Guidance of $950 Million to $1 Billion in 2023 Issues Long-Term Growth Targets Participating in the 25th Annual ICR Conference on Jan |
|
| November 28, 2022 |
Industry Veteran Christine Barone Named President at Dutch Bros Inc. Exhibit 99.1 Industry Veteran Christine Barone Named President at Dutch Bros Inc. GRANTS PASS, OREGON - November 28, 2022 - Dutch Bros Inc. (NYSE: BROS; ?Dutch Bros? or the ?Company?) one of the fastest-growing brands in the food service and restaurant industry in the United States by location count, today announced that it will name Christine Barone as President. Ms. Barone will begin in Q1 2023 |
|
| November 28, 2022 |
Participation Agreement by and between Christine Barone and the Company, dated November 9, 2022. 277299219 v2 APPENDIX A PARTICIPATION AGREEMENT Name: Christine Barone Section 1. ELIGIBILITY. You have been designated as eligible to participate in the Dutch Bros Inc. Amended and Restated Severance and Change in Control Plan (the ?Plan?), a copy of which is attached to this Participation Agreement (the ?Participation Agreement?). Capitalized terms not explicitly defined in this Participation Ag |
|
| November 28, 2022 |
Offer Letter by and between Christine Barone and the Company, dated November 7, 2022. a2022-11x09employmentagr 271721228 v1 November 7, 2022 Christine Barone VIA EMAIL/DOCUSIGN Re: Employment Agreement Dear Christine: We are pleased to offer you the full time position of President of Dutch Bros Inc. |
|
| November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2022 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File |
|
| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH |
|
| November 9, 2022 |
Dutch Bros Inc. Announces Third Quarter 2022 Financial Results Opened a Record 38 Shops, Revenues Increased 53% Year-over-Year to $198.6 Million Raises Annual Guidance for Total Revenues Targets 150 New Shop Openings for 2023; Reaching 800 Shops by the End of Next Year GRANTS PASS, OREGON - November 9, 2022 - Dutch Bros Inc. (NYSE: BROS; ?Dutch Bros? or the ?Company?) one of the fastest-growing br |
|
| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2022 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File N |
|
| August 25, 2022 |
Offer Letter by and between Ann M. Miller and the Company, dated August 12, 2022. August 12, 2022 Via Email Only Ann M. Miller Email: [email protected] Re: Service on Board of Directors of Dutch Bros Inc. Dear Ann: The Board of Directors (the ?Board?) of Dutch Bros., Inc. (the ?Company?) is pleased to offer you a position on the Board under the terms and conditions set forth herein. Please review these terms carefully. The Board expects to increase the number of Directors on |
|
| August 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2022 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Nu |
|
| August 25, 2022 |
NIKE executive joins Dutch Bros Board of Directors EXHIBIT 99.1 NIKE executive joins Dutch Bros Board of Directors GRANTS PASS, Ore. ? August 25, 2022 ? Dutch Bros Inc. (NYSE: BROS; ?Dutch Bros?) one of the fastest-growing brands in the food service and restaurant industry in the United States by location count, has announced the appointment of Ann Miller to its Board of Directors, where she will serve on the Audit and Risk Committee. Inclusive of |
|
| August 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS |
|
| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2022 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation) (Commission File Nu |
|
| August 10, 2022 |
Dutch Bros Inc. Announces Second Quarter 2022 Financial Results Opened 31 Shops, Revenue Up 44% Year-over-Year to $186.4 Million Surpassed 600 Shops and Celebrated Exceeding $1 Billion in Trailing-Twelve Month1 Systemwide Sales2 Milestone Raised $2.3 million for ALS Research in Annual ?Drink One for Dane? Fundraiser GRANTS PASS, OREGON - August 10, 2022 - Dutch Bros Inc. (NYSE: BROS; ?Dutch Bros? |
|
| June 3, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2022 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation or organization) (Commi |
|
| May 20, 2022 |
DEFA14A 1 a2022proxystatementadditio.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement |
|
| May 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS |
|
| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2022 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation or organization) (Commi |
|
| May 11, 2022 |
Dutch Bros Inc. Announces First Quarter 2022 Financial Results Opened 34 Shops, Revenue Up 54% Year-over-Year Increases Development Target to at least 130 Shop Openings in 2022 Revises Full Year 2022 Outlook GRANTS PASS, OREGON - May 11, 2022 - Dutch Bros Inc. (NYSE: BROS; ?Dutch Bros? or the ?Company?) one of the fastest-growing brands in the food service and restaurant industry in the United Sta |
|
| April 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (a |
|
| April 21, 2022 |
DEF 14A 1 a2022proxystatement.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confi |
|
| March 11, 2022 |
Execution Version 746154515.7 AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 28, 2022 among DUTCH BROS., LLC, DB MANAGEMENT CO., DB FRANCHISING USA, LLC and BOERSMA BROS. LLC, as Borrowers, The Other Loan Parties Party Hereto, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A. and BOFA SECURITIES, INC., as Joint Bookrunners and Joi |
|
| March 11, 2022 |
Offer Letter by and between John Graham and the Company dated November 23, 2021. 257043017 v2 November 23, 2021 John Graham VIA EMAIL/DOCUSIGN Dear John, You are currently employed as Chief Marketing Officer of DB Management Co. |
|
| March 11, 2022 |
Subsidiaries of Dutch Bros Inc. Exhibit 21.1 Subsidiaries of Dutch Bros Inc. Name of Subsidiary Jurisdiction of Incorporation or Organization Dutch Mafia, LLC Delaware Boersma Bros. LLC Oregon DB Franchising USA, LLC Oregon DB Management Co. Delaware Dutch Bros., LLC Oregon Dutchwear, LLC Oregon BB Holdings AL, LLC Oregon BB Holdings AR, LLC Oregon BB Holdings AZ, LLC Oregon BB Holdings CA, LLC Oregon BB Holdings Colorado, LLC O |
|
| March 11, 2022 |
EX-FILING FEES 4 exhibit107s-8x20220101.htm EX-107 EXHIBIT 107 CALCULATION OF REGISTRATION FEES Form S-8 (Form Type) DUTCH BROS INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered1,3 Proposed Maximum Offering Price Per Unit2 Maximum Aggregate Offering Price Fee Rate Amount of Regi |
|
| March 11, 2022 |
As filed with the Securities and Exchange Commission on March 11, 2022 As filed with the Securities and Exchange Commission on March 11, 2022 Registration No. |
|
| March 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH BROS INC. |
|
| March 11, 2022 |
Offer Letter by and between Brian Maxwell and the Company dated November 23, 2021. EX-10.15 3 maxwellbrian-dbol.htm EX-10.15 257042430 v2 November 23, 2021 Brian Maxwell VIA EMAIL/DOCUSIGN Dear Brian, You are currently employed as Chief Operating Officer of DB Management Co. (the “Company”), a wholly-owned subsidiary of Dutch Mafia, LLC. This letter sets forth the terms and conditions of your employment by the Company, including the provision of services to Dutch Mafia, LLC and |
|
| March 2, 2022 |
BROS / Dutch Bros Inc - Class A / Ricci Joth - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* DUTCH BROS INC. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 26701L100 (CUSIP Number) Jonathan Ricci c/o Dutch Bros, Inc. 110 SW 4th Street Grants Pass, Oregon 97526 (Name, Address and Telephone Number |
|
| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2022 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation or organization) ( |
|
| March 1, 2022 |
Dutch Bros Inc. Reports Strong Fourth Quarter and Full Year 2021 Financial Results Opened 98 Shops in 2021, Expects At Least 125 Shop Openings in 2022 System Same Shop Sales Grew 10.1% in Fourth Quarter and 8.4% in 2021 Issues Full Year 2022 Financial Outlook GRANTS PASS, OREGON - March 1, 2022 - Dutch Bros Inc. (NYSE: BROS; the ?Company?) one of the fastest-growing brands in the food service and |
|
| February 14, 2022 |
BROS / Dutch Bros Inc - Class A / Boersma Travis - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. |
|
| February 9, 2022 |
BROS / Dutch Bros Inc - Class A / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Dutch Bros Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 26701L100 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ |
|
| February 2, 2022 |
BROS / Dutch Bros Inc - Class A / TSG7 A Management LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Dutch Bros Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 26701L100 (CUSIP Number) December 31, 2021 Date of Event Which Requires Filing of this Statement Check the appropriate box to designate the rule pursu |
|
| January 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2022 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation or organization) (C |
|
| January 10, 2022 |
Exhibit 99.1 Dutch Bros Inc. Announces Preliminary Fourth Quarter and Fiscal Year 2021 Development and Same Shop Sales Results Strong Finish to FY 2021 and Increased FY 2022 Shop Outlook Hosting Fireside Chat at the 24th Annual ICR Conference on January 11 at 9:30 AM ET Participating in the Virtual Jefferies Winter Restaurant, Foodservice, Gaming, Lodging & Leisure Summit on January 24 ? 25 GRANTS |
|
| December 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2021 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation or organization) ( |
|
| December 15, 2021 |
Offer Letter by and between Stephen Gillett and the Company dated November 5, 2021. DocuSign Envelope ID: DEE87372-BB93-4BB1-82D4-1225C5F89AAD EXHIBIT 10.1 DocuSign Envelope ID: DEE87372-BB93-4BB1-82D4-1225C5F89AAD DocuSign Envelope ID: DEE87372-BB93-4BB1-82D4-1225C5F89AAD |
|
| December 15, 2021 |
Celebrated tech leader joins Dutch Bros Coffee’s Board of Directors EXHIBIT 99.1 Celebrated tech leader joins Dutch Bros Coffee?s Board of Directors GRANTS PASS, Oregon ? December 15, 2021 ? Dutch Bros Inc. (?Dutch Bros Coffee?), a west coast-based drive-thru beverage company focused on making a massive difference one cup at a time, has announced the appointment of Stephen Gillett to its Board of Directors and the Audit and Risk Committee of the Board. Gillett bri |
|
| December 1, 2021 |
Offer Letter by and between Charles Jemley and the Company dated November 23, 2021. EX-10.2 3 exhibit102-8k.htm EX-10.2 Exhibit 10.2 November 23, 2021 Charles Jemley VIA EMAIL/DOCUSIGN Dear Charles, You are currently employed as Chief Financial Officer of DB Management Co. (the “Company”), a wholly-owned subsidiary of Dutch Mafia, LLC. This letter sets forth the terms and conditions of your employment by the Company, including the provision of services to Dutch Mafia, LLC and its |
|
| December 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 24, 2021 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation or organization) ( |
|
| December 1, 2021 |
Offer Letter by and between Jonathan Ricci and the Company dated November 23, 2021. EX-10.1 2 exhibit101-8k.htm EX-10.1 Exhibit 10.1 November 23, 2021 Jonathan Ricci VIA EMAIL/DOCUSIGN Dear Jonathan, You are currently employed as Chief Executive Officer of DB Management Co. (the “Company”), a wholly-owned subsidiary of Dutch Mafia, LLC., and Chief Executive Officer of Dutch Bros Inc. This letter sets forth the terms and conditions of your employment by the Company, including the |
|
| November 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2021 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation or organization) |
|
| November 17, 2021 |
Dutch Bros Inc. Reports Third Quarter 2021 Financial Results Surpassed 500 shops, Company-owned shops revenue expands 62.9% Reiterates long-term potential of at least 4,000 shops nationwide GRANTS PASS, OREGON - issued November 10, 2021, amended November 17, 2021 - Dutch Bros Inc. (NYSE: BROS), one of the fastest-growing brands in the food service and restaurant industry in the United States by lo |
|
| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40798 DUTCH |
|
| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2021 DUTCH BROS INC. (Exact name of registrant as specified in its charter) Delaware 001-40798 87-1041305 (State or other jurisdiction of incorporation or organization) ( |
|
| November 10, 2021 |
EX-99.1 2 a2021-q3ex991.htm EX-99.1 Dutch Bros Inc. Reports Third Quarter 2021 Financial Results Surpassed 500 shops, Company-owned shops revenue expands 62.9% Reiterates long-term potential of at least 4,000 shops nationwide GRANTS PASS, OREGON - November 10, 2021 - Dutch Bros Inc. (NYSE: BROS), one of the fastest-growing brands in the food service and restaurant industry in the United States by |
|
| September 17, 2021 |
Exhibit 10.1 DUTCH MAFIA, LLC THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of September 14, 2021 THE UNITS REPRESENTED BY THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH UNITS MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OT |
|
| September 17, 2021 |
EX-10.6 8 exhibit106-8xk.htm EX-10.6 Exhibit 10.6 DUTCH BROS INC. 2021 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: AUGUST 10, 2021 AMENDED BY THE BOARD OF DIRECTORS: SEPTEMBER 6, 2021 APPROVED BY THE STOCKHOLDERS: SEPTEMBER 14, 2021 1.GENERAL. (a)Plan Purpose. The Company, by means of the Plan, seeks to secure and retain the services of Employees, Directors and Consultants, to provide |
|
| September 17, 2021 |
EX-10.4 6 exhibit104-8xk.htm EX-10.4 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT OF DUTCH BROS INC. This Registration Rights Agreement (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), is entered into as of September 17, 2021, by and among Dutch Bros Inc., a Delaware corporation (the “Company”); and each Person executing this Agreement and listed as an “ |
|
| September 17, 2021 |
Stockholders Agreement, by and between the Registrant and the Sponsor, dated September 17, 2021. Exhibit 10.5 STOCKHOLDERS AGREEMENT OF DUTCH BROS INC. This Stockholders Agreement (as it may be amended and/or restated from time to time in accordance with the terms hereof, this ?Agreement?) is entered as of September 17, 2021, by and between Dutch Bros Inc., a Delaware corporation (the ?Company?) and Dutch Holdings, LLC, TSG7 A AIV VI, L.P., TSG7 A AIV VI Holdings-A, L.P., and DG Coinvestor Bl |
|
| September 17, 2021 |
8-K 1 closing8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2021 Dutch Bros Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40798 87-1041305 (State or Other Jurisdiction of Incorp |
|
| September 17, 2021 |
Amended and Restated Certificate of Incorporation. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF DUTCH BROS INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) The date of filing the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was June 4, 2021. The undersigned, a natural person and duly authorized officer, under the pro |
|
| September 17, 2021 |
Tax Receivable Agreement (Reorganization), dated September 1 EX-10.2 4 exhibit102-8xk.htm EX-10.2 Exhibit 10.2 TAX RECEIVABLE AGREEMENT (Reorganization) between DUTCH BROS INC. and THE PERSONS NAMED HEREIN Dated as of September 14, 2021 TAX RECEIVABLE AGREEMENT This TAX RECEIVABLE AGREEMENT (this “Agreement”), is dated as of September 14, 2021, and is between Dutch Bros Inc., a Delaware corporation, each of the undersigned parties who held equity interests |
|
| September 17, 2021 |
Exhibit 99.1 DUTCH BROS INC. 2021 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: AUGUST 10, 2021 AMENDED BY THE BOARD OF DIRECTORS: SEPTEMBER 6, 2021 APPROVED BY THE STOCKHOLDERS: SEPTEMBER 14, 2021 1.GENERAL. (a)Plan Purpose. The Company, by means of the Plan, seeks to secure and retain the services of Employees, Directors and Consultants, to provide incentives for such persons to exert |
|
| September 17, 2021 |
As filed with the Securities and Exchange Commission on September 17, 2021 S-8 1 s-8.htm S-8 As filed with the Securities and Exchange Commission on September 17, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Dutch Bros Inc. (Exact name of registrant as specified in its charter) Delaware 87-1041305 (State or other jurisdiction of incorporation or organiza |
|
| September 17, 2021 |
Tax Receivable Agreement (Exchanges), dated September 1 Exhibit 10.3 TAX RECEIVABLE AGREEMENT (Exchanges) between DUTCH BROS INC. and THE PERSONS NAMED HEREIN Dated as of September 14, 2021 TAX RECEIVABLE AGREEMENT This TAX RECEIVABLE AGREEMENT (this “Agreement”), is dated as of September 14, 2021, and is between Dutch Bros Inc., a Delaware corporation, each of the undersigned parties who directly or indirectly hold Class A Common Units (the “Units”) i |
|
| September 16, 2021 |
Prospectus, dated September 14, 2021 424B4 1 dutchbros424b4.htm 424B4 Filed Pursuant to Rule 424(b)(4) Registration No. 333- 258988 Prospectus, dated September 14, 2021 PROSPECTUS 21,052,632 Shares Class A Common Stock This is the initial public offering of shares of Class A common stock of Dutch Bros Inc. We are selling 21,052,632 shares of our Class A common stock. Prior to this offering, there has been no public market for our Cla |
|
| September 13, 2021 |
CORRESP 1 filename1.htm September 13, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Taylor Beech Erin Jaskot Ta Tanisha Meadows Joel Parker Re: Dutch Bros Inc. Registration Statement on Form S-1, as amended (File No. 333-258988) Request for Acceleration of Effective Date Ladies and Gentlemen: In accordance wit |
|
| September 13, 2021 |
As filed with the Securities and Exchange Commission on September 13, 2021. As filed with the Securities and Exchange Commission on September 13, 2021. Registration No. 333-258988 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Dutch Bros Inc. (Exact name of Registrant as specified in its charter) Delaware 5810 87-1041305 (State or other jurisdiction of incorporatio |
|
| September 13, 2021 |
CORRESP 1 filename1.htm Eric C. Jensen T: +1 650 843 5049 [email protected] VIA EMAIL AND EDGAR September 13, 2021 United States Securities and Exchange Commission Division of Corporate Finance Office of Trade & Services Washington, D.C. 20549 Re: Dutch Bros Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed September 7, 2021 File No. 333-258988 Attn: Taylor Beech Erin Jaskot Ta Tan |
|
| September 13, 2021 |
Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF DUTCH BROS INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) The date of filing the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was June 4, 2021. The undersigned, a natural person and duly authorized officer, under the pro |
|
| September 13, 2021 |
DUTCH BROS INC. 110 SW 4th Street Grants Pass, Oregon 97526 DUTCH BROS INC. 110 SW 4th Street Grants Pass, Oregon 97526 September 13, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Taylor Beech Erin Jaskot Ta Tanisha Meadows Joel Parker Re: Dutch Bros Inc. Registration Statement on Form S-1, as amended (File No. 333-258988) Request for Acceleration of Effective Date Lad |
|
| September 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Dutch Bros Inc. (Exact name of registrant as specified in its charter) Delaware 87-1041305 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 110 SW 4th Street Grants Pas |
|
| September 10, 2021 |
United States securities and exchange commission logo September 10, 2021 Joth Ricci Chief Executive Officer and President Dutch Bros Inc. |
|
| September 7, 2021 |
Eric C. Jensen T: +1 650 843 5049 [email protected] VIA EMAIL AND EDGAR September 7, 2021 United States Securities and Exchange Commission Division of Corporate Finance Office of Trade & Services Washington, D.C. 20549 Re: Dutch Bros Inc. Registration Statement on Form S-1 Filed August 20, 2021 File No. 333-258988 Attn: Taylor Beech Erin Jaskot Ta Tanisha Meadows Joel Parker Dear Ms. Beech: On be |
|
| September 7, 2021 |
As filed with the Securities and Exchange Commission on September 7, 2021. S-1/A 1 dutchbross-1a1.htm S-1/A As filed with the Securities and Exchange Commission on September 7, 2021. Registration No. 333-258988 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Dutch Bros Inc. (Exact name of Registrant as specified in its charter) Delaware 5810 87-1041305 (State or ot |
|
| September 7, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 Dutch Bros Inc. (a Delaware corporation) [l] Shares of Class A Common Stock UNDERWRITING AGREEMENT Dated: [l], 2021 Dutch Bros Inc. (a Delaware corporation) [l] Shares of Class A Common Stock UNDERWRITING AGREEMENT [?], 2021 BofA Securities, Inc. J.P. Morgan Securities LLC Jefferies LLC as Representatives of the several Underwriters c/o BofA Securities, Inc. One Bryant Park New York, N |
|
| September 7, 2021 |
EX-10.6 8 exhibit106-sx1a1.htm EX-10.6 Exhibit 10.6 TAX RECEIVABLE AGREEMENT (Exchanges) between DUTCH BROS INC. and THE PERSONS NAMED HEREIN Dated as of [ ] TAX RECEIVABLE AGREEMENT This TAX RECEIVABLE AGREEMENT (this “Agreement”), is dated as of [ ], and is between Dutch Bros Inc., a Delaware corporation, each of the undersigned parties who directly or indirectly hold Class A Common Units (the “ |
|
| September 7, 2021 |
EX-10.7 9 exhibit107-sx1a1.htm EX-10.7 Exhibit 10.7 DUTCH BROS INC. 2021 EQUITY INCENTIVE PLAN Adopted by the Board of Directors: August 10, 2021 Approved by the Stockholders: [ ], 2021 1.General. (a)Plan Purpose. The Company, by means of the Plan, seeks to secure and retain the services of Employees, Directors and Consultants, to provide incentives for such persons to exert maximum efforts for th |
|
| September 7, 2021 |
EX-10.8 10 exhibit108-sx1a1.htm EX-10.8 Exhibit 10.8 DUTCH BROS INC. STOCK OPTION GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) Dutch Bros Inc. (the “Company”), pursuant to the Company’s 2021 Equity Incentive Plan (the “Plan”), has granted to you (“Optionholder”) an option to purchase the number of shares of the Common Stock set forth below (the “Option”). Your Option is subject to all of the terms an |
|
| September 7, 2021 |
EX-10.1 6 exhibit101-sx1a1.htm EX-10.1 Exhibit 10.1 DUTCH MAFIA, LLC THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of [ ] THE UNITS REPRESENTED BY THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH UNITS MAY NOT BE SOLD, |
|
| September 7, 2021 |
Form of Common Stock Certificate. Exhibit 4.1 slide1 D E L AW A R E SEAL DU TCH BROS INC. CORPORATE June 4, 2021 DB FULLY PAID AND NONASSESSABLE SHARES OF CLASS A COMMON STOCK, $0.00001 PAR VALUE PER SHARE, OF Dutch Bros Inc. transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid until countersigned by the Transfer Ag |
|
| September 7, 2021 |
Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF DUTCH BROS INC. The undersigned, a natural person and duly authorized officer, under the provisions and subject to the requirements of the laws of the State of Delaware hereby certifies that the certificate of incorporation is hereby amended and restated in its entirety to read as follows: I. The name of this corporation is Dutch Bro |
|
| September 7, 2021 |
Form of RSU Award Grant Notice and Award Agreement under the 2021 Equity Incentive Plan. EX-10.9 11 exhibit109-sx1a1.htm EX-10.9 Exhibit 10.9 DUTCH BROS INC. RSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) Dutch Bros Inc. (the “Company”) has awarded to you (the “Participant”) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the “RSU Award”). Your RSU Award is subject to all of the terms and conditions as set forth h |
|
| September 7, 2021 |
Subsidiaries of the Registrant. Exhibit 21.1 Dutch Bros Inc. List of Subsidiaries Subsidiary Jurisdiction Dutch Mafia, LLC Delaware DB Management Co. Delaware Dutch Bros., LLC Oregon DB Franchising USA, LLC Oregon Boersma Bros. LLC Oregon Dutchwear, LLC Oregon BB Holdings AR, LLC Oregon BB Holdings AZ, LLC Oregon BB Holdings CA, LLC Oregon BB Holdings Colorado, LLC Oregon BB Holdings ID, LLC Oregon BB Holdings KS, LLC Oregon BB |
|
| September 7, 2021 |
EX-10.5 7 exhibit105-sx1a1.htm EX-10.5 Exhibit 10.5 TAX RECEIVABLE AGREEMENT (Reorganization) between DUTCH BROS INC. and THE PERSONS NAMED HEREIN Dated as of [ ] TAX RECEIVABLE AGREEMENT This TAX RECEIVABLE AGREEMENT (this “Agreement”), is dated as of[ ], and is between Dutch Bros Inc., a Delaware corporation, each of the undersigned parties who held equity interests in the Blockers as set forth |
|
| September 7, 2021 |
Exhibit 10.10 DUTCH BROS INC. RESTRICTED STOCK GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) Dutch Bros Inc. (the ?Company?), pursuant to its 2021 Equity Incentive Plan (the ?Plan?), hereby awards to Participant the number of shares of the Company?s Common Stock set forth below (?Award?). This Award is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Agreement |
|
| August 27, 2021 |
United States securities and exchange commission logo August 27, 2021 Joth Ricci Chief Executive Officer and President Dutch Bros Inc. |
|
| August 20, 2021 |
Power of Attorney (included on signature page to this registration statement). S-1 1 dutchbross-1.htm S-1 As filed with the Securities and Exchange Commission on August 20, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Dutch Bros Inc. (Exact name of Registrant as specified in its charter) Delaware 5810 87-1041305 (State or other jurisdiction of incorporation |
|
| August 20, 2021 |
Exhibit 10.4 STOCKHOLDERS AGREEMENT OF DUTCH BROS INC. This Stockholders Agreement (as it may be amended and/or restated from time to time in accordance with the terms hereof, this ?Agreement?) is entered as of [?], 2021, by and between Dutch Bros Inc., a Delaware corporation (the ?Company?) and Dutch Holdings, LLC and its Affiliates (together with its Permitted Transferees (as defined below), the |
|
| August 20, 2021 |
Form of Director and Officer Indemnification Agreement. Exhibit 10.2 DUTCH BROS INC. INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”), dated as of , 20, is made by and between Dutch Bros Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). Recitals A. The Company desires to attract and retain the services of highly qualified individuals as directors, officers, employees and agents. B. The Company’s bylaws (the “B |
|
| August 20, 2021 |
Bylaws of Registrant, as currently in effect. Exhibit 3.3 BYLAWS OF DUTCH BROS INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware is 9 East Loockerman Street, Suite 311, City of Dover, County of Kent, 19901 or in such other location as the Board of Directors of the corporation (the “Board of Directors”) may from time to time determine or the business |
|
| August 20, 2021 |
Certificate of Incorporation of Registrant, as amended, as currently in effect. EX-3.1 2 exhibit31-sx1.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF DUTCH BROS INC. The undersigned, a natural person (the “Sole Incorporator”), for the purpose of organizing a corporation to conduct the business and promote the purposes hereinafter stated, under the provisions and subject to the requirements of the laws of the State of Delaware hereby certifies that: I. The name of this |
|
| August 20, 2021 |
Amended and Restated Bylaws of Registrant EX-3.4 4 exhibit34-sx1.htm EX-3.4 Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF DUTCH BROS INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be as set forth in the amended and restated certificate of incorporation of the corporation (as may be amended or amended and restated from time to time, the “Cer |
|
| August 20, 2021 |
Eric C. Jensen T: +1 650 843 5049 [email protected] VIA EMAIL AND EDGAR August 20, 2021 United States Securities and Exchange Commission Division of Corporate Finance Office of Trade & Services Washington, D.C. 20549 Re: Dutch Bros Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted July 15, 2021 CIK No. 0001866581 Attn: Taylor Beech Erin Jaskot Ta Tanisha Meadows Joel Park |
|
| August 20, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT OF DUTCH BROS INC. This Registration Rights Agreement (as it may be amended from time to time in accordance with the terms hereof, the ?Agreement?), is entered into as of [l], 2021, by and among Dutch Bros Inc., a Delaware corporation (the ?Company?); and each Person executing this Agreement and listed as an ?Investor? on Exhibit A hereto (collectively, t |
|
| August 2, 2021 |
United States securities and exchange commission logo August 2, 2021 Joth Ricci Chief Executive Officer and President Dutch Bros Inc. |
|
| July 15, 2021 |
As confidentially submitted to the Securities and Exchange Commission on July 15, 2021. |
|
| July 15, 2021 |
Eric C. Jensen T: +1 650 843 5049 [email protected] July 15, 2021 United States Securities and Exchange Commission Division of Corporate Finance Office of Trade & Services Washington, D.C. 20549 Re: Dutch Bros Inc. Draft Registration Statement on Form S-1 Submitted June 11, 2021 CIK No. 0001866581 Attn: Taylor Beech Erin Jaskot Ta Tanisha Meadows Joel Parker Dear Ms. Beech: On behalf of Dutch Bro |
|
| July 9, 2021 |
United States securities and exchange commission logo July 9, 2021 Joth Ricci Chief Executive Officer and President Dutch Bros Inc. |
|
| June 11, 2021 |
As confidentially submitted to the Securities and Exchange Commission on June 11, 2021. |
