Form 4: Dave & Buster's Executive Les Lehner Reports Significant Equity Grants and Vesting

Dave & Buster's SVP and Chief Procurement Officer, Les Lehner, reported the vesting of performance-based restricted stock units and the grant of new restricted stock units and stock options, increasing his beneficial ownership.

Summary

• Les Lehner, SVP, Chief Procurement Officer of Dave & Buster's Entertainment, Inc. (PLAY), reported multiple equity transactions.
• On April 18, 2025, 2,010 shares of common stock were delivered upon the vesting of performance-based restricted stock units (PSUs) initially granted on June 29, 2022, following the satisfaction of certain performance criteria.
• Concurrently on April 18, 2025, 615 shares of common stock were withheld by the Issuer to satisfy tax withholding obligations related to the vesting of the 2,010 PSUs, valued at $19.46 per share.
• Also on April 18, 2025, an additional 730 shares of common stock were delivered upon the vesting of other PSUs initially granted on June 29, 2022, also based on performance criteria.
• 224 shares of common stock were withheld on April 18, 2025, for tax obligations related to the vesting of the 730 PSUs, also valued at $19.46 per share.
• On June 27, 2025, 1,983 shares of common stock were granted as restricted stock units, which will vest in three equal annual installments on April 24, 2026, 2027, and 2028.
• A contingent stock option to buy 6,056 shares at an exercise price of $33.02 was granted on December 20, 2024, becoming exercisable in three equal installments on December 20, 2025, 2026, and 2027, contingent on shareholder approval of the 2025 Omnibus Incentive Plan.
• Another stock option to buy 1,983 shares at an exercise price of $30.45 was granted on June 27, 2025, vesting in three equal installments on April 24, 2026, 2027, and 2028.
• Following these transactions, Les Lehner's direct beneficial ownership of common stock is 42,397 shares as of April 18, 2025, and 44,380 shares as of June 27, 2025, in addition to 8,039 derivative securities (stock options).

Sentiment

Score: 7

Explanation: The document reports routine executive compensation, including the successful vesting of performance-based awards and new equity grants, which aligns executive incentives with shareholder interests. This is generally a positive signal for corporate governance and executive retention.

Positives

• The vesting of performance-based restricted stock units indicates that Dave & Buster's Entertainment, Inc. successfully met certain performance criteria over a three-year period.
• The grant of new restricted stock units and stock options aligns the executive's interests with long-term shareholder value creation.
• The contingent stock option grant was subject to and received shareholder approval of the 2025 Omnibus Incentive Plan, indicating good corporate governance.

Negatives

• A portion of vested shares were withheld to cover tax obligations, which is a common practice but reduces the immediate net share gain for the executive.

Risks

• Future vesting of restricted stock units and stock options is contingent on the reporting person continuing to provide services to the Issuer on the specified vesting dates.

Future Outlook

Future equity grants will vest in multiple annual installments, contingent on the executive's continued service to the company. The company's 2025 Omnibus Incentive Plan has been approved by shareholders, enabling future equity-based compensation.

Industry Context

NA

Corporate Governance

Stakeholder Impact

• Shareholders: The vesting of performance-based awards indicates the company met its performance targets, which is positive. New equity grants align executive incentives with shareholder interests, potentially fostering long-term value creation.
• Employees (specifically the reporting person): The executive receives significant equity compensation, enhancing personal wealth and incentivizing continued dedication to the company's success.

Next Steps

• Continued service by the reporting person to ensure future vesting of restricted stock units and stock options.
• Future annual vesting installments for the granted restricted stock units on April 24, 2026, 2027, and 2028.
• Future annual vesting installments for the 6,056 contingent stock option on December 20, 2025, 2026, and 2027.
• Future annual vesting installments for the 1,983 stock option on April 24, 2026, 2027, and 2028.

Key Dates

Keywords

SEC Form 4, Insider Trading, Beneficial Ownership, Restricted Stock Units, Performance Share Units, Stock Options, Executive Compensation, Dave & Buster's Entertainment, PLAY, Equity Grant, Vesting