UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     Date of Report (Date of earliest event reported): August 11, 2025

    

The Boston Beer Company, Inc.

(Exact name of Registrant as Specified in Its Charter)


Massachusetts	001-14092	04-3284048
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Design Center Place Suite 850
Boston, Massachusetts		02210
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: (617) 368-5000

    

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock. $0.01 par value	SAM	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 11, 2025, the Board of Directors of the Company, on the recommendation of the Compensation Committee, voted to grant a restricted stock award (“RSU”) to Treasurer and Chief Financial Officer Diego Reynoso for a number of Class A Shares valued at approximately $1.2 million ($1,200,000) on the Grant Date of August 11, 2025. The number of RSUs was determined on the Grant Date based on the closing market price of the Class A Shares on the business day prior to the Grant Date. The RSUs will vest as to 100% of the shares on August 11, 2026, contingent upon Mr. Reynoso’s continued employment by the Company on that date. The purpose of the award is retention and to maintain stability in light of the current CEO transition.

Item 8.01 Other Events.

On August 11, 2025, the Company entered into a 10b5-1 plan to repurchase up to $50 million of the Company’s Class A Common Stock during the period commencing September 29, 2025 and ending December 26, 2025.

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.


			The Boston Beer Company, Inc.

Date:	August 12, 2025	By:	/s/ Jim Koch
			Name: C. James Koch Title: Founder & Chairman

BOSTON BEER CO INC 8-K