Sec Form 4 Filing - TSG7 A Management LLC @ Dutch Bros Inc. - 2022-03-10

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person TSG7 A Management LLC 2. Issuer Name and Ticker or Trading Symbol Dutch Bros Inc. [ BROS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O TSG CONSUMER PARTNERS, 4, ORINDA WAY, SUITE 150-B 3. Date of Earliest Transaction (MM/DD/YY) 03/10/2022 (Street) ORINDA, CA94563 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class C Common Stock 03/10/2022 J( 1 ) 3,469,451 D 42,460,064 I By Dutch Holdings, LLC( 2 )( 3 ) Class A Common Stock 03/10/2022 C( 1 ) 3,469,451 A 3,487,501 I By Dutch Holdings, LLC( 2 )( 3 ) Class A Common Stock 03/10/2022 S 3,469,451 D $ 51.47 18,050 I By Dutch Holdings, LLC( 2 )( 3 ) Class C Common Stock 03/10/2022 J( 4 ) 656,058 D 41,804,006 I By Dutch Holdings, LLC( 2 )( 3 ) Class C Common Stock 03/10/2022 J( 1 ) 151,123 D 2,925,572 I By TSG7 A AIV VI, L.P.( 2 )( 3 ) Class A Common Stock 03/10/2022 C( 1 ) 151,123 A 151,123 I By TSG7 A AIV VI, L.P.( 2 )( 3 ) Class A Common Stock 03/10/2022 S 151,123 D $ 51.47 0 I By TSG7 A AIV VI, L.P.( 2 )( 3 ) Class C Common Stock 03/10/2022 J( 5 ) 116,539 D 2,809,033 I By TSG7 A AIV VI, L.P.( 2 )( 3 ) Class A Common Stock 03/10/2022 C( 6 ) 1,062,461 A 1,062,461 I TSG7 A AIV VI Holdings-A, L.P.( 2 )( 3 ) Class A Common Stock 03/10/2022 S 1,062,461 D $ 51.47 0 I TSG7 A AIV VI Holdings-A, L.P.( 2 )( 3 ) Class A Common Stock 03/10/2022 C( 6 ) 316,965 A 316,965 I By DG Coinvestor Blocker Aggregator, L.P.( 2 )( 3 ) Class A Common Stock 03/10/2022 S 316,965 D $ 51.47 0 I By DG Coinvestor Blocker Aggregator, L.P.( 2 )( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class A Common LLC Units( 6 ) ( 6 ) 03/10/2022 C( 1 ) 3,469,451 ( 7 ) ( 7 ) Class A Common Stock 3,469,451 ( 1 ) 42,460,064 I By Dutch Holdings, LLC( 2 )( 3 ) Class A Common LLC Units( 6 ) ( 6 ) 03/10/2022 J( 4 ) 656,058 ( 7 ) ( 7 ) Class A Common Stock 656,058 ( 4 ) 41,804,006 I By Dutch Holdings, LLC( 2 )( 3 ) Class A Common LLC Units( 6 ) ( 6 ) 03/10/2022 C( 1 ) 151,123 ( 7 ) ( 7 ) Class A Common Stock 151,123 ( 1 ) 2,925,572 I By TSG7 A AIV VI, L.P.( 2 )( 3 ) Class A Common LLC Units( 6 ) ( 6 ) 03/10/2022 J( 5 ) 116,539 ( 7 ) ( 7 ) Class A Common Stock 116,539 ( 4 ) 2,809,033 I By TSG7 A AIV VI, L.P.( 2 )( 3 ) Class D Common Stock( 7 ) ( 7 ) 03/10/2022 C( 6 ) 1,062,461 ( 8 ) ( 8 ) Class A Common Stock 1,062,461 ( 8 ) 10,845,896 I By TSG7 A AIV VI Holdings-A, L.P.( 2 )( 3 ) Class D Common Stock( 7 ) ( 7 ) 03/10/2022 J( 9 ) 15,831 ( 8 ) ( 8 ) Class A Common Stock 15,831 ( 8 ) 10,830,065 I By TSG7 A AIV VI Holdings-A, L.P.( 2 )( 3 ) Class D Common Stock( 7 ) ( 7 ) 03/10/2022 C( 6 ) 316,965 ( 8 ) ( 8 ) Class A Common Stock 316,965 ( 8 ) 3,215,921 I By DG Coinvestor Blocker Aggregator, L.P.( 2 )( 3 ) Class D Common Stock( 7 ) ( 7 ) 03/10/2022 J( 10 ) 384 ( 8 ) ( 8 ) Class A Common Stock 384 ( 8 ) 3,215,537 I By DG Coinvestor Blocker Aggregator, L.P.( 2 )( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other TSG7 A Management LLC C/O TSG CONSUMER PARTNERS, 4 ORINDA WAY, SUITE 150-B ORINDA, CA94563 X Dutch Holdings LLC C/O TSG CONSUMER PARTNERS 4 ORINDA WAY, SUITE 150-B ORINDA, CA94563 X TSG7 A AIV VI, L.P. C/O TSG CONSUMER PARTNERS 4 ORINDA WAY, SUITE 150-B ORINDA, CA94563 X TSG7 A AIV VI Holdings-A, L.P. C/O TSG CONSUMER PARTNERS 4 ORINDA WAY, SUITE 150-B ORINDA, CA94563 X DG Coinvestor Blocker Aggregator, L.P. C/O TSG CONSUMER PARTNERS 4 ORINDA WAY, SUITE 150-B ORINDA, CA94563 X Signatures By: /s/ Drew Weilbacher, Chief Compliance Officer 03/14/2022 Signature of Reporting Person Date By: /s/ Drew Weilbacher, Chief Compliance Officer 03/14/2022 Signature of Reporting Person Date By: /s/ Drew Weilbacher, Chief Compliance Officer 03/14/2022 Signature of Reporting Person Date By: /s/ Drew Weilbacher, Chief Compliance Officer 03/14/2022 Signature of Reporting Person Date By: /s/ Drew Weilbacher, Chief Compliance Officer 03/14/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents the exchange of Class A Common LLC Units of Dutch Mafia, LLC, a direct subsidiary of the Issuer, together with an equal number of the Issuer's Class C Common Stock for shares of the Issuer's Class A Common Stock on a one-for-one basis. ( 2 )TSG7 A Management, LLC is the general partner of TSG7 A AIV VI, L.P and the manager of manager of TSG7 A VI Holdings - A, L.P., DG Coinvestor Blocker Aggregator, L.P., and Dutch Group Holdings, LLC, which is the sole member and manager of Dutch Holdings, LLC. By virtue of the foregoing relationships, TSG7 A Management, LLC may be deemed to indirectly beneficially own the securities that are directly held by TSG7 A AIV VI, L.P., TSG7 A VI Holdings - A, L.P., DG Coinvestor Blocker Aggregator, L.P., and Dutch Holdings, LLC. Voting and investment decisions by TSG7 A Management, LLC with respect to such securities are made by a committee of three or more individuals, none of whom individually has the power to direct such decisions. ( 3 )(Continued from Footnote 2): Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of its pecuniary interest, if any, therein. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners. ( 4 )Represents a pro rata distribution in kind of Class C Shares and Class A Common LLC Units. 319,404 Class C Shares and 319,404 Class A Common LLC Units were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13. ( 5 )Represents a pro rata distribution in kind of Class C Shares and Class A Common LLC Units. 116,539 Class C Shares and 116,539 Class A Common LLC Units were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13. ( 6 )Represents the conversion of the Issuer's Class D Common Stock into the Issuer's Class A Common Stock. ( 7 )Represents Class A Common LLC Units of Dutch Mafia, LLC, a direct subsidiary of the Issuer. The Class A Common LLC Units and an equal number of shares of the Issuer's Class C Common Stock, together are exchangeable for shares of the Issuer's Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to certain exceptions, conditions and adjustments, and have no expiration date. ( 8 )The Class D Common Stock of the Issuer may be converted into shares of Class A Common Stock on a one-to-one basis at the discretion of the holder and has no expiration date. ( 9 )Represents a pro rata distribution in kind of Class D Common Stock. 15,831 Class D Shares were distributed to TSG7 A Management, LLC in a transaction exempt under Rule 16a-13. ( 10 )Represents a pro rata distribution in kind of Class D Common Stock.

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