SEC 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
|Estimated average burden|
|hours per response:
||Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
1. Name and Address of Reporting Person*
|ONE DESIGN CENTER PLACE, SUITE 850|
|C/O THE BOSTON BEER COMPANY|
2. Issuer Name and Ticker or Trading Symbol
BOSTON BEER CO INC
[ SAM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
||Officer (give title below)
||Other (specify below)
3. Date of Earliest Transaction
4. If Amendment, Date of Original Filed
6. Individual or Joint/Group Filing (Check Applicable Line)
||Form filed by One Reporting Person
||Form filed by More than One Reporting Person
|Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned|
|1. Title of Security (Instr.
||2. Transaction Date
||2A. Deemed Execution Date, if any
||3. Transaction Code (Instr.
||4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
||6. Ownership Form: Direct (D) or Indirect (I) (Instr.
||7. Nature of Indirect Beneficial Ownership (Instr.
||(A) or (D)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned|
(e.g., puts, calls, warrants, options, convertible securities)
|1. Title of Derivative Security (Instr.
||2. Conversion or Exercise Price of Derivative Security
||3. Transaction Date
||3A. Deemed Execution Date, if any
||4. Transaction Code (Instr.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
||6. Date Exercisable and Expiration Date
||7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
||8. Price of Derivative Security (Instr.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
||10. Ownership Form: Direct (D) or Indirect (I) (Instr.
||11. Nature of Indirect Beneficial Ownership (Instr.
||Amount or Number of Shares
|Stock Option (Right to Buy)
||Class A Common
|Explanation of Responses:|
||Michael G. Andrews under POA for the benefit of Julio N. Nemeth
||** Signature of Reporting Person
|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,
|** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
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,
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.|
LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS
The undersigned hereby constitutes and appoints each of Michael
G. Andrews, Tara L. Heath, Frank H. Smalla, and Matthew D. Murphy of
The Boston Beer Company, Inc. ("Boston Beer"), or any one of them
acting singly and with full power of substitution, the undersigned's
true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned, in the
undersigned's capacity as an Officer or both of Boston Beer, Forms 3,
4, and 5 (and any amendments thereto) in accordance with Section
16(a) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), and the rules thereunder;
2. Do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and
execute any such Form 3, 4, or 5, complete and execute any amendments
thereto, and timely file such form with the U.S. Securities and
Exchange Commission (the "SEC") and any securities exchange or
similar authority, including without limitation the filing of a Form
ID or any other documents necessary or appropriate to enable the
undersigned to file the Forms 3, 4, and 5 electronically with the
3. Seek or obtain, as the undersigned's representative and on
the undersigned's behalf, information on transactions in Boston
Beer's securities from any third party, including brokers, employee
benefit plan administrators, and trustees, and the undersigned hereby
authorizes any such person to release any such information to each of
the undersigned's attorneys-in-fact appointed by this Limited Power
of Attorney and approves and ratifies any such release of
4. Take any other action in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by or for, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this
Limited Power of Attorney shall be in such form and shall contain
such information and disclosure as such attorney-in-fact may approve
in such attorney-in-fact's reasonable discretion.
The undersigned hereby grants to each such attorney-in-fact full
power and authority to do and perform any and every act and thing
whatsoever required, necessary, or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could do if
personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact's substitute or substitutes, shall lawfully do
or cause to be done by virtue of this Limited Power of Attorney and
the rights and powers herein granted.
The undersigned acknowledges that the foregoing attorneys-in-
fact, in serving in such capacity at the request and on the behalf of
the undersigned, are not assuming, nor is Boston Beer assuming, any
of the undersigned's responsibilities to comply with, or any
liability for the failure to comply with, any provision of Section 16
of the Exchange Act.
This Limited Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms 3, 4
or 5 with respect to the undersigned's holdings of and transactions
in securities issued by Boston Beer, unless earlier revoked by the
undersigned in a signed writing delivered to the relevant attorney-
in-fact. Notwithstanding the foregoing, this Limited Power of
Attorney shall be automatically revoked with respect to any of the
particular attorneys-in-fact in the event that such attorney-in-fact
is no longer employed by Boston Beer. This Limited Power of Attorney
shall not be affected by the undersigned's subsequent disability or
EXECUTED as a sealed instrument this 16th day of January, 2020.
/Julio N. Nemeth/
Julio N. Nemeth, Director
STATE OF OHIO )
COUNTY OF HAMILTON )
January 16, 2020
Then personally appeared the above-named Julio N. Nemeth and
acknowledged the foregoing instrument to be his/her free act and
deed, before me,
/s/ Tamara Anne Miller
Notary Public: Tamara Anne Miller
My Commission Expires: August 27, 2021