| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 04/22/2026 | 3. Issuer Name and Ticker or Trading Symbol
Yesway, Inc. [ YSWY ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class B Common Stock | 349,293 | D | |
| Class A Common Stock | 15,085,561 | I | By Brookwood Financial Partners, LLC(1) |
| Class B Common Stock | 9,367,808 | I | By BW Gas & Convenience Aggregator, L.P.(2) |
| Class B Common Stock | 19,735,435 | I | By BW Gas & Convenience Aggregator II, L.P.(3) |
| Class B Common Stock | 1,686,923 | I | By BW Gas & Convenience Aggregator III, L.P.(4) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| LLC Interests | (5) | (5) | Class A Common Stock | 349,293 | (5) | D | |
| LLC Interests | (5) | (5) | Class A Common Stock | 9,367,808 | (5) | I | By BW Gas & Convenience Aggregator, L.P.(2) |
| LLC Interests | (5) | (5) | Class A Common Stock | 19,735,435 | (5) | I | By BW Gas & Convenience Aggregator II, L.P.(3) |
| LLC Interests | (5) | (5) | Class A Common Stock | 1,686,923 | (5) | I | By BW Gas & Convenience Aggregator III, L.P.(4) |
| Explanation of Responses: |
| 1. Mr. Trkla has a controlling interest in Brookwood Financial Partners, LLC, and as a result, may be deemed to share beneficial ownership of the securities held of record by Brookwood Financial Partners, LLC. |
| 2. Mr. Trkla has a controlling interest in the general partner of BW Gas & Convenience Aggregator, L.P. ("Aggregator I"), and as a result, may be deemed to share beneficial ownership of the securities held of record by Aggregator I. |
| 3. Mr. Trkla has a controlling interest in the general partner of BW Gas & Convenience Aggregator II, L.P. ("Aggregator II"), and as a result, may be deemed to share beneficial ownership of the securities held of record by Aggregator II. |
| 4. Mr. Trkla has a controlling interest in the general partner of BW Gas & Convenience Aggregator III, L.P. ("Aggregator III"), and as a result, may be deemed to share beneficial ownership of the securities held of record by Aggregator III. |
| 5. The membership units of BW Ultimate Parent, LLC ("LLC Interests") may be redeemed by the Reporting Person at any time on or following the closing of the Initial Public Offering for shares of Class A Common Stock on a 1-to-1 basis, subject to certain exceptions, conditions and adjustments. At the time of any such exchange, an equal number of shares of Class B Common Stock of the Issuer held by the Reporting Person, are cancelled. The LLC Interests have no expiration date. |
| Remarks: |
| Chairman, President and Chief Executive Exhibit 24.1 - Power of Attorney (Thomas N. Trkla). Exhibit 24.2 - Power of Attorney (Brookwood Financial Partners, LLC). Exhibit 24.3 - Power of Attorney (BW Gas & Convenience Aggregator, L.P.). Exhibit 24.4 - Power of Attorney (BW Gas & Convenience Aggregator II, L.P.). Exhibit 24.5 - Power of Attorney (BW Gas & Convenience Aggregator III, L.P.). |
| /s/ Thomas N. Trkla | 04/22/2026 | |
| ** 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 5 (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. | ||
| * Form 3: SEC 1473 (03-26) | ||