Statement of Changes in Beneficial Ownership (4)

Date : 07/29/2019 @ 8:27PM
Source : Edgar (US Regulatory)
Stock : Boston Beer Company Inc (SAM)
Quote : 380.31  -4.42 (-1.15%) @ 7:47PM

Statement of Changes in Beneficial Ownership (4)

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 OF SECURITIES
                                                                                  
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OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Calagione Samuel A. III
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)
Founder & Brewer, Dogfish Head
(Last)          (First)          (Middle)

C/O THE BOSTON BEER COMPANY, 1 DESIGN CENTER PLACE, SUITE 850
3. Date of Earliest Transaction (MM/DD/YYYY)

7/29/2019
(Street)

BOSTON, MA 02210
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   7/29/2019     A (1)    129.00   A $0.00   27165.00   I   By Trust for the Reporting Person's minor son  
Class A Common   7/29/2019     A (1)    129.00   A $0.00   27165.00   I   By Trust for the Reporting Person's minor daughter  
Class A Common   7/29/2019     A (1)    556.00   A $0.00   116706.00   I   By Dynasty Trust  
Class A Common   7/29/2019     A (1)    778.00   A $0.00   138305.00   I   By Family Trust  
Class A Common   7/29/2019     A (1)    604.00   A $0.00   94951.00   I   By Dogfish East of the Mississippi, LP  
Class A Common                  25000.00   I   By The Beer & Benevolence Foundation  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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

Explanation of Responses:
(1)  On May 8, 2019, the Issuer entered into certain agreements to acquire all of the equity interests held by certain private entities in Dogfish Head Brewery (the "Former DFH Equityholders"). On July 3, 2019, the Issuer issued shares of restricted Class A Common Stock to the Former DFH Equityholders in connection with the closing of the transaction. On July 29, 2019, the Issuer issued additional restricted shares to the Former DFH Equityholders pursuant to the agreements, after taking into account a post-closing cash-related adjustment.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Calagione Samuel A. III
C/O THE BOSTON BEER COMPANY
1 DESIGN CENTER PLACE, SUITE 850
BOSTON, MA 02210


Founder & Brewer, Dogfish Head

Signatures
Michael G. Andrews under POA for the benefit of Samuel A. Calagione, III 7/29/2019
** 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 control number.

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