BRCB Black Rock Coffee Bar, Inc. - 8-K

Item 5.07                Submission of Matters to a Vote of Security Holders.

On May 27, 2026, Black Rock Coffee Bar, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). A total of (i) 18,017,471 shares of the Company’s Class A common stock, (ii) 10,377,136 shares of the Company’s Class B common stock, and (iii) 21,661,200 shares of the Company’s Class C common stock (collectively, the “Common Stock”) were outstanding and entitled to vote at the Annual Meeting as of the April 1, 2026 record date. At the Annual Meeting, the holders of shares of Common Stock, representing 183,122,474 votes in aggregate, were represented in person or by proxy. The following are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 16, 2026.

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

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

—

Based on the foregoing votes, Jeff Hernandez and Kristina Cashman were each elected as a Class I director to serve until the Company’s 2029 Annual Meeting of Shareholders, and until their respective successors shall have been duly elected and qualified and the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified.