Chief Executive Officer Lal Tarun bought $251,916 worth of shares (8,060 units at $31.26) (SEC Form 4)
$PLAY
Restaurants
Consumer Discretionary
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Dave & Buster's Entertainment, Inc. [ PLAY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/15/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 07/22/2025 | P | 8,060 | A | $31.2551(1) | 8,060 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to Buy) | $32.06 | 07/15/2025 | A | 124,766 | (2) | 07/15/2035 | Common Stock | 124,766 | $0 | 124,766 | D | ||||
| Stock Option (Right to Buy) | $32.06 | 07/15/2025 | A | 124,766 | (3) | 07/15/2035 | Common Stock | 124,766 | $0 | 124,766 | D | ||||
| Stock Option (Right to Buy) | $48.09 | 07/15/2025 | A | 83,177 | (4) | 07/15/2035 | Common Stock | 83,177 | $0 | 83,177 | D | ||||
| Stock Option (Right to Buy) | $32.06 | 07/15/2025 | A | 31,191 | (5) | 07/15/2035 | Common Stock | 31,191 | $0 | 31,191 | D | ||||
| Explanation of Responses: |
| 1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $30.93 to $31.51, inclusive. The reporting person undertakes to provide the Registrant, any security holder of the Registrant or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price with the ranges set forth in this footnote (1) to this Form 4. |
| 2. The option vests in equal installments on July 15, 2026, 2027 and 2028, subject to the Reporting Person's continued employment through the applicable vesting date. |
| 3. The option will become earned in full on the first date occurring before February 1, 2028 on which the 60-day trailing volume weighted average price ("VWAP") of the Issuer's common stock is equal to or greater than the exercise price multiplied by 2 (the "2X Attainment Date"). Thereafter, this option will vest in full during the period beginning on the first anniversary and ending on the second anniversary of the 2X Attainment Date, based on the Issuer's 60-day trailing VWAP performance during such period and subject to certain terms and conditions specified in the applicable award agreement. |
| 4. The option will become earned in full on the date occurring before February 1, 2028 on which the 60-day trailing VWAP of the Issuer's common stock is equal to or greater than the exercise price multiplied by 3 (the "3X Attainment Date"). Thereafter, this option will vest in full during the period beginning on the first anniversary and ending on the second anniversary of the 3X Attainment Date, based on the Issuer's 60-day trailing VWAP performance during such period and subject to certain terms and conditions specified in the applicable award agreement. |
| 5. The option will become earned in full if the Reporting Person purchases varioius tranches of shares of the Issuer's common stock valued at $1,000,000 (in total) on the open market at various times occurring on and prior to December 31, 2026. Provided such purchases are made, this option will vest over three years in equal installments on July 15, 2026, 2027 and 2028, subject to the Reporting Person's continued employment through the applicable vesting date. |
| Sherri M. Smith, Attorney-in-Fact | 07/24/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||