{"filing":{"accession_number":"0001628280-26-036943","cik":"0002068577","ticker":"BRCB","company_name":"Black Rock Coffee Bar, Inc.","form":"8-K","filing_date":"2026-05-20","report_date":null,"primary_document":"brcb-20260515.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2068577/000162828026036943/brcb-20260515.htm"},"events":[{"id":9924,"run_id":8700,"accession_number":"0001628280-26-036943","anchor_item_number":"1.01","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"summary":"Black Rock Coffee Bar entered into an irrevocable proxy agreement on May 15, 2026, granting the Company and its CEO voting authority over Class A, B, and C shares held by founder investors for up to two years, representing a material governance restructuring affecting shareholder voting control.","company_name":"Black Rock Coffee Bar, Inc.","ticker":"BRCB","filing_date":"2026-05-20","form":"8-K","submitted_at":null,"items":[{"id":750,"accession_number":"0001628280-26-036943","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"Black Rock Coffee Bar entered into an irrevocable proxy agreement on May 15, 2026, granting the Company and its CEO voting authority over Class A, B, and C shares held by founder investors for up to two years. While this is a material definitive agreement affecting shareholder voting control and governance, it does not fit cleanly into the standard M\u0026A, executive appointment/departure, or other specific event categories. The proxy arrangement and concurrent amendment to registration rights represent a material governance restructuring, but the disclosure centers on voting control delegation rather than a change of control transaction or executive personnel action.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:55:49.200528+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":9925,"run_id":8700,"accession_number":"0001628280-26-036943","anchor_item_number":"1.02","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.72,"summary":"The Company terminated a voting agreement with Cynosure Investors in connection with a share purchase transaction in which entities associated with the Sponsor acquired certain shares of common stock from entities and trusts associated with the Company's co-founders, resulting in a material change in shareholder composition and governance rights.","company_name":"Black Rock Coffee Bar, Inc.","ticker":"BRCB","filing_date":"2026-05-20","form":"8-K","submitted_at":null,"items":[{"id":751,"accession_number":"0001628280-26-036943","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.72,"reasoning":"The filing discloses termination of a voting agreement between the Company and Cynosure Investors in connection with a share purchase transaction where \"entities associated with the Sponsor purchasing certain shares of the Company's common stock from entities and trusts associated with the Company's co-founders.\" This represents a material change in control dynamics and share ownership structure following the IPO, warranting classification as M\u0026A activity involving a change in shareholder composition and governance rights.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:55:49.200528+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":750,"accession_number":"0001628280-26-036943","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"Black Rock Coffee Bar entered into an irrevocable proxy agreement on May 15, 2026, granting the Company and its CEO voting authority over Class A, B, and C shares held by founder investors for up to two years. While this is a material definitive agreement affecting shareholder voting control and governance, it does not fit cleanly into the standard M\u0026A, executive appointment/departure, or other specific event categories. The proxy arrangement and concurrent amendment to registration rights represent a material governance restructuring, but the disclosure centers on voting control delegation rather than a change of control transaction or executive personnel action.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:55:49.200528+00:00","company_name":"Black Rock Coffee Bar, Inc.","ticker":"BRCB","filing_date":"2026-05-20"},{"id":751,"accession_number":"0001628280-26-036943","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.72,"reasoning":"The filing discloses termination of a voting agreement between the Company and Cynosure Investors in connection with a share purchase transaction where \"entities associated with the Sponsor purchasing certain shares of the Company's common stock from entities and trusts associated with the Company's co-founders.\" This represents a material change in control dynamics and share ownership structure following the IPO, warranting classification as M\u0026A activity involving a change in shareholder composition and governance rights.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:55:49.200528+00:00","company_name":"Black Rock Coffee Bar, Inc.","ticker":"BRCB","filing_date":"2026-05-20"}]}