Dutch Bros Inc. Files 8-K for Other Events

TL;DR

Dutch Bros filed an 8-K on 2/27, reporting other events and financial statements. Standard corporate update.

AI Summary

Dutch Bros Inc. filed an 8-K on February 27, 2024, to report other events and financial statements. The filing details the company's principal executive offices located at 110 SW 4th Street, Grants Pass, Oregon, 97526, and its principal business phone number as (541) 955-4700. This report is filed under the 1934 Act with SEC file number 001-40798.

Why It Matters

This 8-K filing serves as an official record of Dutch Bros Inc.'s corporate activities and financial reporting, providing transparency to investors and the public.

Risk Assessment

Risk Level: low — This filing is a routine 8-K report detailing corporate information and is not indicative of any immediate financial risks.

Key Numbers

• 001-40798 — SEC File Number (Identifies the company's filing with the SEC.)
• 1231 — Fiscal Year End (Indicates the end of the company's fiscal year for financial reporting.)

Key Players & Entities

• Dutch Bros Inc. (company) — Registrant
• February 27, 2024 (date) — Date of Report
• 110 SW 4th Street Grants Pass , Oregon 97526 (address) — Principal executive offices
• (541) 955-4700 (phone_number) — Registrant's telephone number
• 001-40798 (file_number) — SEC File Number

FAQ

Key Financial Figures

• $0.00001 — tered Class A Common Stock, par value $0.00001 per share BROS The New York Stock Exch
• $29.05 — , at an offering price to the public of $29.05 per share (the "Offering"). The Company

Filing Documents

• bros-20240227.htm (8-K) — 32KB
• exhibit11-8xkfeb2024.htm (EX-1.1) — 269KB
• exhibit51-8xkfeb2024.htm (EX-5.1) — 12KB
• bros-20240227_g1.jpg (GRAPHIC) — 8KB
• cooleylogo.jpg (GRAPHIC) — 104KB
• 0001628280-24-008098.txt ( ) — 657KB
• bros-20240227.xsd (EX-101.SCH) — 2KB
• bros-20240227_lab.xml (EX-101.LAB) — 23KB
• bros-20240227_pre.xml (EX-101.PRE) — 12KB
• bros-20240227_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events On February 27, 2024, in connection with a registered underwritten public offering, Dutch Bros Inc. (the "Company") and Dutch Mafia, LLC entered into an underwriting agreement (the "Underwriting Agreement") with certain affiliates of TSG Consumer Partners, L.P. (the "Selling Stockholders") and Morgan Stanley, as the sole underwriter (the "Underwriter"), pursuant to which the Selling Stockholders agreed to sell to the Underwriter an aggregate of 8,000,000 shares (the "Shares") of the Company's Class A common stock, par value $0.00001 per share, at an offering price to the public of $29.05 per share (the "Offering"). The Company did not offer any Shares in the Offering and will not receive any proceeds from the sale of the Shares. The Offering is being made pursuant to the Company's automatic shelf registration statement on Form S-3ASR (File No. 333-274368) filed with the Securities and Exchange Commission (the "Commission") on September 6, 2023, and which was deemed effective upon filing with the Commission, a free writing prospectus, dated February 27, 2024, and a prospectus supplement, dated February 27, 2024, to the prospectus dated September 6, 2023. The Underwriting Agreement contains the terms and conditions for the sale by the Underwriter of the Shares, customary representations, warranties and agreements by the Company and the Selling Stockholders, customary conditions to closing, indemnification obligations of the Company, the Selling Stockholders and the Underwriter, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties. The Company's directors and executive officers

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 1.1 Underwriting Agreement, among the Company, DG Coinvestor Blocker Aggregator L.P., Dutch Holdings LLC, TSG7 A AIV VI Holdings, TSG7 A AIV VI L.P. and Morgan Stanley & Co. LLC, dated February 27, 2024. 5.1 Opinion of Cooley LLP 23.1 Consent of Cooley LLP (included in Exhibit 5.1). 104 Cover Page with Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DUTCH BROS INC. (Registrant) Date: February 29, 2024 By: /s/ Charles L. Jemley Charles L. Jemley Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR