Black Rifle Coffee Company Quarterly report [Sections 13 or 15(d)]

Quarterly report [Sections 13 or 15(d)]

Equity-Based Compensation

Equity-Based Compensation

6 Months Ended

Jun. 30, 2026

Stock Options

The following table summarizes information about stock options activities for the six months ended June 30, 2026 and 2025:


	Stock Options	Weighted Average Exercise Price
Outstanding as of January 1, 2026	8,684,387	$	2.82

Forfeited	(205,613)	3.15
Outstanding as of June 30, 2026	8,478,774	$	2.81
Vested and exercisable as of June 30, 2026	1,823,350	$	2.63

Outstanding as of January 1, 2025	5,424,411	$	4.41
Granted	3,760,948	2.16
Forfeited	(1,189,691)	3.44
Outstanding as of June 30, 2025	7,995,668	$	3.49
Vested and exercisable as of June 30, 2025	1,029,129	$	4.55

The total unrecognized equity compensation expense related to stock options to be recognized was $3,945 and $8,255, respectively, over a weighted average period of approximately one year and two years, as of June 30, 2026 and 2025, respectively.

Restricted Stock Units

The following table summarizes information about the restricted stock units ("RSUs") under the 2022 Omnibus Incentive Plan (the "Omnibus Plan") for the six months ended June 30, 2026 and 2025:


	Restricted Stock Units	Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2026	4,629,764	$	2.23
Granted	4,988,429	0.89
Forfeited	(435,953)	1.57
Vested	(1,754,732)	2.30
Outstanding as of June 30, 2026	7,427,508	$	1.34

Outstanding as of January 1, 2025	2,232,952	$	4.51
Granted	3,808,610	1.98
Forfeited	(867,187)	3.12
Vested	(715,258)	5.12
Outstanding as of June 30, 2025	4,459,117	$	2.52

The total unrecognized equity compensation expense related to RSUs to be recognized was $7,799 and $9,195, respectively, over a weighted average period of approximately two years, as of June 30, 2026 and 2025.

Performance-Based Restricted Stock Units

In addition to the performance-based restricted stock units ("PSUs") granted to a key employee in 2022, beginning in the first quarter of 2026, we granted PSUs to employees under the Omnibus Plan. These grants vest three years from the grant date, to the extent that the performance metric is achieved during the predetermined performance period. The performance metric utilized for these grants is based on our total shareholder return, as defined in the respective grant agreement. The payout percentage for these PSUs granted ranges from 0% to 200%, and each PSU is equal to one share of our Class A Common Stock.

The grant date estimated fair values of PSUs issued in 2026 were based upon a Monte Carlo Simulation as of the grant date, which considered our stock price as of the grant date and utilized the following assumptions:


Expected dividend			$—
Expected volatility			73.77%
Risk-free interest rate			3.49%

The following table summarizes information about the PSUs granted in 2026 under the Omnibus Plan for the six months ended June 30, 2026:


	PSUs	Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2026	—	$	—
Granted	2,386,165	1.25
Forfeited	(113,402)	1.22
Outstanding as of June 30, 2026	2,272,763	$	1.25

Additionally, there were 8,462,412 PSUs outstanding related to the key employee grant as of both June 30, 2026 and 2025, with a weighted average grant date fair value of $0.46. The total unrecognized equity-based compensation expense related to all PSUs to be recognized was $2,735 and $628, respectively, over a weighted average period of approximately one year and two years, as of June 30, 2026 and 2025, respectively.

Employee Stock Purchase Plan

On March 8, 2026, we issued 82,787 shares for a total of $55 during the six-month offering period from September 9, 2025 through March 8, 2026.