FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BOSTON BEER CO INC [ SAM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/25/2022 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 10/25/2022 | M | 5,000 | A | $201.91 | 9,752(1) | D | |||
Class A Common | 10/25/2022 | S | 400 | D | $409.48(2) | 9,352(1) | D | |||
Class A Common | 10/25/2022 | S | 700 | D | $410.75(3) | 8,652(1) | D | |||
Class A Common | 10/25/2022 | S | 917 | D | $411.97(4) | 7,735(1) | D | |||
Class A Common | 10/25/2022 | S | 1,100 | D | $413.12(5) | 6,635(1) | D | |||
Class A Common | 10/25/2022 | S | 1,583 | D | $414.2(6) | 5,052(1) | D | |||
Class A Common | 10/25/2022 | S | 300 | D | $414.81(7) | 4,752(1) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
1-1-2016 Stock Option | $201.91 | 10/25/2022 | M | 5,000 | 01/01/2021(8) | 12/31/2025 | Class A Common | 50,096 | $0.00 | 6,524 | D |
Explanation of Responses: |
1. The shares reported include 4,490 shares of restricted stock subject to vesting conditions. |
2. The price shown is the weighted average sale price for the transactions reported on this line. The range of sale prices for the 400 shares is from $409.17 to $409.78. The Filing Person will provide full information regarding the number of shares sold at each separate price upon request of the SEC, the Registrant, or a shareholder of the Registrant. |
3. The price shown is the weighted average sale price for the transactions reported on this line. The range of sale prices for the 700 shares is from $410.29 to $411.11. The Filing Person will provide full information regarding the number of shares sold at each separate price upon request of the SEC, the Registrant, or a shareholder of the Registrant. |
4. The price shown is the weighted average sale price for the transactions reported on this line. The range of sale prices for the 917 shares is from $411.63 to $412.57. The Filing Person will provide full information regarding the number of shares sold at each separate price upon request of the SEC, the Registrant, or a shareholder of the Registrant. |
5. The price shown is the weighted average sale price for the transactions reported on this line. The range of sale prices for the 1,100 shares is from $412.69 to $413.61. The Filing Person will provide full information regarding the number of shares sold at each separate price upon request of the SEC, the Registrant, or a shareholder of the Registrant. |
6. The price shown is the weighted average sale price for the transactions reported on this line. The range of sale prices for the 1,583 shares is from $413.73 to $414.66. The Filing Person will provide full information regarding the number of shares sold at each separate price upon request of the SEC, the Registrant, or a shareholder of the Registrant. |
7. The price shown is the weighted average sale price for the transactions reported on this line. The range of sale prices for the 300 shares is from $414.79 to $414.85. The Filing Person will provide full information regarding the number of shares sold at each separate price upon request of the SEC, the Registrant, or a shareholder of the Registrant. |
8. The option vests in four annual installments: the first on January 1, 2021, and the final vesting on January 1, 2024, contingent on the Reporting Person's continued employment with the company on the applicable vesting dates. |
Remarks: |
Michael G. Andrews under POA for the benefit of John C. Geist | 10/26/2022 | |
** Signature of Reporting Person | Date | |
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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |