Yesway completes IPO of 16.1M shares at $20, raises $322M gross

Yesway, Inc.

Sold 14M IPO shares plus 2.1M over-allotment shares at $20.00; gross proceeds $322M.
Elected directors: Thomas W. Brown, Shauna J. Clark, Ronald C. Lewis, Greg M. Papazian, Jill A. Soltau; committee assignments set.
Authorized capital: 500M Class A common, 150M Class B common, 10M preferred shares.
Entered Tax Receivable Agreement, LLC agreement, Stockholders Agreement, Registration Rights Agreement.
Issued 15.1M Class A shares to Blocker Shareholders and 32.0M Class B shares to Continuing Equity Owners.

item 1.01 item 3.02 item 3.03 item 5.03 item 5.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Yesway, Inc.: Company amended and restated its articles of incorporation (Charter) with the Secretary of State of Delaware on April 21, 2026, providing for authorized capital stock of 500,000,000 Class A common, 150,000,000 Class B common and 10,000,000 preferred shares (effective 2026-04-21).

Change: charter amendment
Effective: 2026-04-21

Exact text from the filing

On April 21, 2026, the Company amended and restated its articles of incorporation (the “Charter”) with the Secretary of State of the State of Delaware

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Yesway, Inc.: Company's amended and restated bylaws (Bylaws) became effective on April 21, 2026, as previously filed as Exhibit 3.2 to the Registration Statement (effective 2026-04-21).

Change: bylaw amendment
Effective: 2026-04-21

Exact text from the filing

the Company’s amended and restated bylaws (the “Bylaws”), in the form previously filed as Exhibit 3.2 to the Registration Statement, became effective

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Yesway, Inc. entered into Stockholders Agreement with the Company and the Brookwood Parties (effective 2026-04-21).

Action: entry
Counterparty: the Company and the Brookwood Parties
Effective: 2026-04-21

Exact text from the filing

• a Stockholders Agreement, dated April 21, 2026, by and among the Company and the Brookwood Parties (as defined therein), a copy of which is filed as Exhibit 10.3 to this Current Report

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Yesway, Inc. entered into Tax Receivable Agreement with BW Ultimate Parent, LLC, the TRA Parties, the Brookwood Nominee (effective 2026-04-21).

Action: entry
Counterparty: BW Ultimate Parent, LLC, the TRA Parties, the Brookwood Nominee
Effective: 2026-04-21

Exact text from the filing

a Tax Receivable Agreement, dated April 21, 2026, by and among the Company, BW Ultimate Parent, LLC, the TRA Parties (as defined therein), the Brookwood Nominee (as defined therein), and each of the other Persons (as defined therein) from time to time party thereto

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Yesway, Inc. entered into Fourth Amended and Restated Limited Liability Company Agreement of BW Ultimate Parent, LLC with BW Ultimate Parent, LLC, the Company and the other Members (effective 2026-04-21).

Action: entry
Counterparty: BW Ultimate Parent, LLC, the Company and the other Members
Effective: 2026-04-21

Exact text from the filing

a Fourth Amended and Restated Limited Liability Company Agreement of BW Ultimate Parent, LLC, dated April 21, 2026, by and among BW Ultimate Parent, LLC, the Company and the other Members (as defined therein)

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Yesway, Inc. entered into Registration Rights Agreement with the Company and each other Person identified on the Schedule of Holders (effective 2026-04-21).

Action: entry
Counterparty: the Company and each other Person identified on the Schedule of Holders
Effective: 2026-04-21

Exact text from the filing

a Registration Rights Agreement, dated April 21, 2026, by and among the Company and each other Person identified on the Schedule of Holders (as defined therein) attached thereto

View on SEC.gov

42 governance changes filed in the last 30 days. Browse all governance changes →

Yesway, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-26-049520

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