Form 4: Starbucks CEO International Reports Share Transactions

Starbucks' CEO International, Brady Brewer, reported recent transactions involving the acquisition of restricted stock units and shares withheld for tax obligations.

Summary

• Brady Brewer, CEO, International of Starbucks Corp, reported changes in beneficial ownership.
• On November 10, 2025, 825.465 shares of common stock were disposed of at a price of $84.6 per share to satisfy tax withholding obligations upon the vesting of restricted stock units.
• On November 11, 2025, 7,951 shares of common stock were acquired, representing restricted stock units earned from performance goals under a grant from November 18, 2022, vesting on November 18, 2025.
• Also on November 11, 2025, 16,200 shares of common stock were acquired as new restricted stock units, vesting in four annual increments of 4,050 shares starting November 11, 2026, through November 11, 2029.
• Following these transactions, Brewer beneficially owns 94,702.076 shares of common stock, which includes 999.162 shares from dividend equivalents on unvested time-based RSUs.

Sentiment

Score: 7

Explanation: The filing indicates positive executive compensation events, including the achievement of performance goals and new RSU grants, which are generally favorable for executive retention and alignment with shareholder interests. The share disposition for taxes is a neutral, routine event.

Positives

• Acquisition of 7,951 shares of common stock due to the achievement of performance goals, indicating successful performance.
• Grant of an additional 16,200 restricted stock units, demonstrating continued incentive and commitment from the company to its executive.
• The increase in total beneficial ownership to 94,702.076 shares, including dividend equivalents, shows a growing stake in the company.

Negatives

• 825.465 shares were disposed of to cover tax withholding obligations, which is a common practice but represents a reduction in direct shareholding.

Future Outlook

The vesting schedules for the newly granted restricted stock units extend through November 11, 2029, indicating a long-term incentive structure for the executive.

Industry Context

This filing reflects standard executive compensation practices within large publicly traded companies, where restricted stock units are commonly used to align executive incentives with long-term shareholder value creation. The achievement of performance goals for prior RSU grants suggests effective operational execution within the competitive coffee and beverage industry.

Comparison to Industry Standards

• The use of performance-based and time-based restricted stock units for executive compensation is a common practice across major corporations, including peers in the consumer discretionary sector.
• While specific grant sizes and vesting schedules vary, the structure aligns with typical long-term incentive plans designed to retain key talent and motivate performance.
• No specific comparable companies or projects are mentioned in the filing to allow for a direct quantitative comparison.

Related Party Transactions

• The reported transactions involve an executive (Brady Brewer) and the issuer (Starbucks Corp), which are considered related parties. Specifically, the acquisition of restricted stock units and the disposition of shares for tax withholding are direct dealings between the executive and the company as part of the compensation plan.

Stakeholder Impact

• Shareholders: The grant of new RSUs and the vesting of performance-based RSUs align executive incentives with long-term shareholder value. The increase in beneficial ownership by a key executive can be seen as a positive signal of confidence.
• Employees: Reflects standard executive compensation practices, which can influence overall compensation philosophy within the company.

Next Steps

• Vesting of 7,951 performance-based restricted stock units on November 18, 2025.
• First increment of 4,050 shares from the new RSU grant to vest on November 11, 2026.
• Subsequent vesting increments of 4,050 shares each on November 11, 2027, November 11, 2028, and November 11, 2029.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation events, including the vesting of performance-based restricted stock units and the grant of new RSUs, along with a standard tax-related share disposition. These transactions are expected and do not provide new fundamental information that would significantly alter the investment thesis for Starbucks. The increase in the executive's beneficial ownership is a minor positive, but not enough to warrant a 'buy' recommendation based solely on this filing. Therefore, a 'hold' recommendation is appropriate as this filing confirms ongoing executive alignment without introducing new catalysts or concerns.

Keywords

Starbucks, SBUX, Form 4, Insider Trading, Restricted Stock Units, RSUs, Executive Compensation, Brady Brewer, Share Ownership, Performance Goals