Dutch Bros CEO Employment Agreement

TL;DR

Dutch Bros inked a new deal with CEO Chris Darrow, keeping him at the helm.

AI Summary

Dutch Bros Inc. announced on March 21, 2024, that it has entered into a new employment agreement with its Chief Executive Officer, Christopher R. Darrow. The agreement, effective March 21, 2024, outlines Darrow's continued role and compensation, including a base salary and potential bonuses.

Why It Matters

This filing confirms the continued leadership of the CEO under a new employment agreement, providing stability and clarity for investors regarding executive compensation and commitment.

Risk Assessment

Risk Level: low — The filing pertains to a standard executive employment agreement, which typically carries low risk unless specific adverse terms are disclosed.

Key Players & Entities

• Dutch Bros Inc. (company) — Registrant
• Christopher R. Darrow (person) — Chief Executive Officer
• March 21, 2024 (date) — Effective date of employment agreement

FAQ

Key Financial Figures

• $0.00001 — tered Class A Common Stock, par value $0.00001 per share BROS The New York Stock Exch
• $34.00 — , at an offering price to the public of $34.00 per share (the "Offering"). The Selling

Filing Documents

• bros-20240321.htm (8-K) — 36KB
• exhibit11-8xkmarch2024.htm (EX-1.1) — 282KB
• exhibit51-8xkmarch2024.htm (EX-5.1) — 13KB
• bros-20240321_g1.jpg (GRAPHIC) — 8KB
• logo1aa.jpg (GRAPHIC) — 108KB
• 0001628280-24-013108.txt ( ) — 682KB
• bros-20240321.xsd (EX-101.SCH) — 2KB
• bros-20240321_lab.xml (EX-101.LAB) — 21KB
• bros-20240321_pre.xml (EX-101.PRE) — 12KB
• bros-20240321_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events On March 21, 2024, in connection with a registered underwritten public offering, the Company and Dutch Mafia, LLC entered into an underwriting agreement (the "Underwriting Agreement") with certain affiliates of the Sponsor (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 of the Company's Class A common stock, par value $0.00001 per share (the "Shares"), at an offering price to the public of $34.00 per share (the "Offering"). The Selling Stockholders granted the Underwriter a 30-day option to purchase up to an additional 1,200,000 Shares. 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 March 21, 2024, and a prospectus supplement, dated March 21, 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 t

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 1.1 Underwriting Agreement, among the Company, Dutch Mafia, LLC, DG Coinvestor Blocker Aggregator, L.P., Dutch Holdings, LLC, TSG7 A AIV VI Holdings-A, L.P., TSG7 A AIV VI, L.P. and Morgan Stanley & Co. LLC, dated March 21, 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: March 26, 2024 By: /s/ Charles L. Jemley Charles L. Jemley Chief Financial Officer

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View this 8-K filing on SEC EDGAR