On March 18, 2026, Black Rock Coffee Bar, Inc. (the "Company") entered into an irrevocable proxy agreement with several Class C common shareholders, including Jacob V. Spellmeyer 2021 Trust, Juliet A. Spellmeyer 2021 Trust, Bryan D. Pereboom 2021 Trust, and Nicole R. Pereboom 2021 Trust. This agreement allows the Company and its Chief Executive Officer to act as attorneys-in-fact for the shareholders, enabling them to vote on all shares of the Company's Class A, Class B, or Class C common stock held by these shareholders until the later of two years from the date of the agreement or the termination of a related Voting Agreement dated September 11, 2025. The proxy arrangement is significant as it consolidates voting power among the Company’s leadership, potentially streamlining decision-making processes and enhancing governance. The full text of the proxy agreement is attached as Exhibit 10.1 to the filing. This development is expected to have a small positive effect on the stock price as it indicates a strengthening of governance controls and alignment among key shareholders.

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