Black Rock Coffee Bar, Inc. — fact timeline

Black Rock Coffee Bar, Inc. shareholders approved Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 at the 2026-05-27 meeting.

“Item 2: The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 183,116,567 2,247 3,660 —”

Black Rock Coffee Bar, Inc. shareholders approved Election of Jeff Hernandez and Kristina Cashman as Class I directors at the 2026-05-27 meeting.

“Item 1: The election of Jeff Hernandez and Kristina Cashman as Class I directors to serve until the Company’s 2029 Annual Meeting of Shareholders, and until their respective successors shall have been duly elected and qualified. Nominee Votes FOR Votes WITHHELD Broker Non-Votes Jeff Hernandez 174,313,447 7,442,148 1,366,879 Kristina Cashman 179,797,872 1,957,723 1,366,879”

Black Rock Coffee Bar, Inc. terminated Voting Agreement with Cynosure Partners 2020, LP, Cynosure Partners 2020 PV, LP, Cynosure Partners 2020 Co-Investment, LLC, Cynosure Partners III, LP, and Cynosure Partners III Offshore, LP and the Founder Investors (effective 2026-05-15).

“On May 15, 2026, the Company entered into a Termination Agreement (the “Termination Agreement”) with Cynosure Partners 2020, LP, Cynosure Partners 2020 PV, LP, Cynosure Partners 2020 Co-Investment, LLC, Cynosure Partners III, LP, and Cynosure Partners III Offshore, LP (collectively, the “Cynosure Investors”) and the Founder Investors, pursuant to which the Voting Agreement (the “Cynosure Voting Agreement”), dated as of September 11, 2025, by and among the Cynosure Investors, the Company and the other parties thereto was terminated, effective as of May 15, 2026.”

Black Rock Coffee Bar, Inc. entered into Amendment No. 1 to Registration Rights Agreement of Black Rock Coffee Bar, Inc. with the other parties signatory thereto (effective 2026-05-15).

“Also on May 15, 2026, the Company entered into Amendment No. 1 to Registration Rights Agreement of Black Rock Coffee Bar, Inc. (the “Registration Rights Agreement Amendment”) with the other parties signatory thereto pursuant to which the number of Demand Registration Requests (as defined therein) that the Cynosure Investors (as defined therein) may request was increased from three to four.”

Black Rock Coffee Bar, Inc. entered into Proxy with Viking Cake Fuel, LLC, Viking Cake Fuel II, LLC, Jeffrey R. Hernandez 2021 Trust, Tiffany S. Hernandez 2021 Trust, Daniel J. Brand 2021 Trust, and Tanya N. Brand 2021 Trust (effective 2026-05-15).

“On May 15, 2026, Black Rock Coffee Bar, Inc. (the “Company”) entered into an irrevocable proxy (the “Proxy”) with Viking Cake Fuel, LLC, Viking Cake Fuel II, LLC, Jeffrey R. Hernandez 2021 Trust, Tiffany S. Hernandez 2021 Trust, Daniel J. Brand 2021 Trust, and Tanya N. Brand 2021 Trust (collectively, the “Proxy Parties”), each of which is or was a Class C common shareholder of the Company.”

Black Rock Coffee Bar, Inc. reported the first quarter ended March 31, 2026 results: revenue $55.5 million, net income $1.8 million. Guidance reaffirmed.

““Company”) today announced financial results for the first quarter ended March 31, 2026. First Quarter 2026 Highlights • Opened 9 new stores during the period • Total revenue of $55.5 million, up 23.7% compared to the prior year period • Same Store Sales Growth (1) increased 5.2% compared to the prior year period • Income from operations of $2.7 million compared to”

Black Rock Coffee Bar, Inc. entered into Proxy with Jacob V. Spellmeyer 2021 Trust, Juliet A. Spellmeyer 2021 Trust, Bryan D. Pereboom 2021 Trust, and Nicole R. Pereboom 2021 Trust (effective 2026-03-18).

“On March 18, 2026, Black Rock Coffee Bar, Inc. (the “Company”) entered into an irrevocable proxy (the “Proxy”) with Jacob V. Spellmeyer 2021 Trust, Juliet A. Spellmeyer 2021 Trust, Bryan D. Pereboom 2021 Trust, and Nicole R. Pereboom 2021 Trust (collectively, the “Proxy Parties”), each of which is a Class C common shareholder of the Company.”

Black Rock Coffee Bar, Inc. engaged Deloitte & Touche LLP as its auditor.

“On March 12, 2026, the Audit Committee approved the engagement of Deloitte as the Company’s independent registered public accounting firm for the year ending December 31, 2026, effective immediately”

Black Rock Coffee Bar, Inc. dismissed KPMG LLP as its auditor.

“(the “Company”) approved the dismissal of KPMG LLP (“KPMG”) as the Company’s independent registered public accounting firm, effective immediately, and the Company subsequently notified KPMG of the dismissal.”

Black Rock Coffee Bar, Inc. issued 22,011,206 shares of Class C common stock of common stock to Founder Fund Related Parties for nominal consideration.

“Simultaneously with the consummation of the Offering, the Company issued (i) 10,377,136 shares of Class B common stock of the Company, par value $0.00001 per share, to Cynosure Partners 2020, LP, Cynosure Partners 2020 PV, LP, Cynosure Partners 2020 Co-investment, LLC, Cynosure Partners III, LP and certain other Members (as defined in the A&R LLCA), on a one-to-one basis equal to the number of common membership interests of OpCo it owns, in exchange for nominal consideration and (ii) 22,011,206 shares of Class C common stock of the Company, par value $0.00001 per share, to the Founder Fund Related Parties (as defined in the A&R LLCA), on a one-to-one basis equal to the number of common membership interests of OpCo it owns, in exchange for nominal consideration (the “ Exchange ”).”

Black Rock Coffee Bar, Inc. issued 10,377,136 shares of Class B common stock of common stock to Cynosure Partners 2020, LP, Cynosure Partners 2020 PV, LP, Cynosure Partners 2020 Co-investment, LLC, Cynosure Partners III, LP and certain other Members for nominal consideration.

“Simultaneously with the consummation of the Offering, the Company issued (i) 10,377,136 shares of Class B common stock of the Company, par value $0.00001 per share, to Cynosure Partners 2020, LP, Cynosure Partners 2020 PV, LP, Cynosure Partners 2020 Co-investment, LLC, Cynosure Partners III, LP and certain other Members (as defined in the A&R LLCA), on a one-to-one basis equal to the number of common membership interests of OpCo it owns, in exchange for nominal consideration and (ii) 22,011,206 shares of Class C common stock of the Company, par value $0.00001 per share, to the Founder Fund Related Parties (as defined in the A&R LLCA), on a one-to-one basis equal to the number of common membership interests of OpCo it owns, in exchange for nominal consideration (the “ Exchange ”).”

Black Rock Coffee Bar, Inc. incurred credit facility of $75.0 million with OpCo at alternate base rate plus an applicable rate or adjusted SOFR rate plus an applic maturing September 2030.

“New Credit Agreement On September 15, 2025, OpCo refinanced its existing credit facilities and entered into a new credit agreement (the “ New Credit Agreement ”) with JPMorgan Chase Bank, N.A., as administrative agent (the “ Administrative Agent ”) and the other loan parties and lenders thereto. The New Credit Facility provides for facilities in an aggregate principal amount of $75.0 million, consisting of (i) $50.0 million available under a term loan (the “ New Term Loan ”) and (ii) $25.0 million available under a revolving credit facility (the “ New Revolving Credit Facility ” and, together with the New Term Loan, the “ New Credit Facilities ”). As of the closing of the Offering, the aggregate principal amount borrowed under the New Credit Facilities is $50.0 million from the New Term Loan. Pursuant to the New Credit Agreement, certain subsidiaries of OpCo are guarantors of the obligations under the New Credit Agreement. Simultaneously with the execution of the New Credit Agreement,”

Black Rock Coffee Bar, Inc.: Amended and Restated Bylaws became effective on September 11, 2025 (effective 2025-09-11).

“On September 11, 2025, the Company’s Amended and Restated Certificate of Formation (the “ Charter ”), in the form previously filed as Exhibit 3.2 to the Registration Statement, and the Company’s Amended and Restated Bylaws (the “ Bylaws ”), in the form previously filed as Exhibit 3.4 to the Registration Statement, became effective.”

Black Rock Coffee Bar, Inc.: Amended and Restated Certificate of Formation became effective on September 11, 2025, setting authorized capital stock at 500M Class A, 200M Class B, 50M Class C, and 20M preferred shares (effective 2025-09-11).

“On September 11, 2025, the Company’s Amended and Restated Certificate of Formation (the “ Charter ”), in the form previously filed as Exhibit 3.2 to the Registration Statement, and the Company’s Amended and Restated Bylaws (the “ Bylaws ”), in the form previously filed as Exhibit 3.4 to the Registration Statement, became effective.”