Sec Form 4 Filing - Troupe Quincy B @ BOSTON BEER CO INC - 2021-12-07

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 Troupe Quincy B 2. Issuer Name and Ticker or Trading Symbol BOSTON BEER CO INC [ SAM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Senior VP, Supply Chain (Last) (First) (Middle) C/O THE BOSTON BEER COMPANY, 1 DESIGN CENTER PLACE, SUITE 850 3. Date of Earliest Transaction (MM/DD/YY) 12/07/2021 (Street) BOSTON, MA02210 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 A Common 12/07/2021 M( 1 ) 353 A $ 191.1 5,999( 2 ) D Class A Common 12/07/2021 M( 1 ) 119 A $ 312.56 6,118( 2 ) D Class A Common 12/07/2021 S( 1 ) 843 D $ 500 5,275( 2 ) D

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 1-1-18 Stock Option $ 191.1 12/07/2021 M( 1 ) 353 03/01/2020( 3 ) 12/31/2027 Class A Common 2,116 $ 0 705 D 3-1-19 Stock Option $ 312.56 12/07/2021 M( 1 ) 119 03/01/2021( 4 ) 02/28/2029 Class A Common 1,430 $ 0 238 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Troupe Quincy B C/O THE BOSTON BEER COMPANY 1 DESIGN CENTER PLACE, SUITE 850 BOSTON, MA02210 Senior VP, Supply Chain Signatures Michael G. Andrews under POA for the benefit of Quincy B. Troupe 12/08/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The transactions reported in this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 6, 2021, which was modified on November 8, 2021. ( 2 )The shares reported include 3,362 shares of restricted stock subject to vesting conditions. ( 3 )The Performance-Based Stock Options were granted pursuant to the Issuer's Restated Employee Equity Incentive Plan ("EEIP"). The extent to which the options were exercisable was dependent upon the Company achieving certain compounded annualgrowth rate targets based on net revenue growth in Fiscal Year 2019 over Fiscal Year 2017. The determination that these options vested was made by the Compensation Committee in February 2020. Thereafter the options become exercisable in three equal installments on March 1, 2020; January 1, 2021; and January 1, 2022, provided that the Reporting Person remains employed by the Issuer on the applicable vesting dates. ( 4 )The Performance-Based Stock Options were granted pursuant to the Issuer's EEIP. The extent to which the options were exercisable was dependent upon the Company achieving certain compounded annualgrowth rate targets based on net revenue growth in Fiscal Year 2020 over Fiscal Year 2018. The determination that these options vested was made by the Compensation Committee in February 2021. Thereafter the options become exercisable in three equal installments on March 1 in the years 2021 to 2023, provided that the Reporting Person remains employed by the Issuer on the applicable vesting dates.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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