Основная статистика
| LEI | 549300BARUQU0U2GQE05 |
| CIK | 1853513 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Mister Car Wash, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| August 1, 2025 |
FORWARD-LOOKING STATEMENTS PART I—FINANCIAL INFORMATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| July 30, 2025 |
FORM 8-K Item 2.02 Results of Operations and Financial Condition. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2025 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 30, 2025 |
Exhibit 99.1 Mister Car Wash Announces Second Quarter 2025 Results Net revenues increased 4% Comparable-store sales increased 1.2% Unlimited Wash Club® (“UWC”) memberships increased 5% Opened 4 new greenfield locations Updates full year 2025 outlook Tucson, Ariz., July 30, 2025 – Mister Car Wash, Inc. (the “Company”) (Nasdaq: MCW), the nation’s leading car wash brand, today announced its financial |
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| May 23, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2025 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 2, 2025 |
FORWARD-LOOKING STATEMENTS PART I—FINANCIAL INFORMATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| April 30, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or other jurisdiction of incorporation) (Commission Fi |
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| April 30, 2025 |
Exhibit 99.1 Mister Car Wash Announces First Quarter 2025 Results Net revenues increased 9% Comparable-store sales increased 6.0% Unlimited Wash Club® (“UWC”) memberships increased 5% year-over-year Opened 4 new greenfield locations Company raises low end of guidance Tucson, Ariz., April 30, 2025 – Mister Car Wash, Inc. (the “Company”) (Nasdaq: MCW), the nation’s largest car wash brand, today anno |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| March 17, 2025 |
Mister Car Wash, Inc. 222 E. 5th Street Tucson, AZ 85705 March 14, 2025 VIA EDGAR Angela Lumley and Suying Li Division of Corporate Finance Office of Trade & Services U. |
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| February 21, 2025 |
Offer Letter with Carlos Chavez Exhibit 10.27 December 16, 2024 Dear Carlos, We are pleased to offer you employment as Chief Technology Officer at Mister Car Wash! We look forward to a tentative start date of January 20, 2024. Your position is classified as full time, exempt, and your salary will be $400,000 annually payable bi-weekly, also included in your compensation package are the following items: • Bonus—You will be eligib |
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| February 21, 2025 |
Mister Car Wash, Inc. Clawback Policy Exhibit 97.1 MISTER CAR WASH, INC. COMPENSATION CLAWBACK POLICY (Adopted February 12, 2025) PURPOSE As required pursuant to the listing standards of the The Nasdaq Stock Market LLC (the “Stock Exchange”), Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10D-1 under the Exchange Act, the Compensation Committee (the “Committee”) of the Board of Directors |
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| February 21, 2025 |
Form of RSU Agreement under the Mister Car Wash, Inc. 2021 Incentive Award Plan MISTER CAR WASH, INC. 2021 Incentive AWard Plan Restricted Stock Unit Grant Notice Capitalized terms not specifically defined in this Restricted Stock Unit Grant Notice (the “Grant Notice”) have the meanings given to them in the 2021 Incentive Award Plan (as amended from time to time, the “Plan”) of Mister Car Wash, Inc. (the “Company”). The Company hereby grants to the participant listed below (“ |
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| February 21, 2025 |
Mister Car Wash, Inc. Insider Trading Policy Exhibit 19.1 INSIDER TRADING COMPLIANCE POLICY PURPOSE This Insider Trading Policy describes the standards of Mister Car Wash, Inc. and its subsidiaries (the "Company") on trading, and causing the trading of, the Company's securities or securities of certain other publicly traded companies while in possession of confidential information. One of the principal purposes of the federal securities laws |
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| February 21, 2025 |
Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK As of December 31, 2024, Mister Car Wash, Inc. had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). References herein to “we,” “us,” “our” and the “Company” refer to Mister Car Wash, Inc. and not to any of its subsidiaries. Capital Structure The following description of our capital |
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| February 21, 2025 |
Mister Car Wash, Inc. Executive Severance Plan Exhibit 10.13 PURPOSE The Mister Car Wash, Inc. Executive Severance Plan (the “Plan”) was established by the Board of Directors of Mister Car Wash, Inc. (the “Board”), effective as of the date of closing of the initial public offering of Mister Car Wash, Inc. (the “Company”). The purpose of this Plan is to promote the interests of the Company and its stockholders by retaining certain executive-lev |
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| February 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-40542 Mister Car Wash, Inc. (Exa |
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| February 21, 2025 |
List of subsidiaries of Mister Car Wash, Inc. Exhibit 21.1 MISTER CAR WASH, INC. Subsidiaries of the Registrant Name Jurisdiction of Incorporation MCW GC, LLC Arizona Prime Shine, LLC California Car Wash Headquarters, LLC Delaware Car Wash Partners, LLC Delaware Clean Streak Ventures LLC Delaware CWP Asset Corp. Delaware CWP California Corp. Delaware CWP Holdings, Inc. Delaware CWP Management Corp. Delaware CWP West, LLC Delaware CWPS Corp. D |
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| February 21, 2025 |
Form of Option Agreement under the Mister Car Wash, Inc. 2021 Incentive Award Plan MISTER CAR WASH, INC. 2021 Incentive award Plan Stock Option Grant Notice Mister Car Wash, Inc. (the “Company”), pursuant to its 2021 Incentive Award Plan (as amended from time to time, the “Plan”), hereby grants to the participant listed below (“Participant”) the stock option (the “Option”) described in this Stock Option Grant Notice (the “Grant Notice”). The Option is subject to the terms and co |
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| February 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2025 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 19, 2025 |
Exhibit 99.1 Mister Car Wash Announces Fourth Quarter and Full Year 2024 Results Net revenues increased 9% Comparable-store sales increased 6.0% Unlimited Wash Club® (“UWC”) memberships increased 2% year-over-year Opened 14 new greenfield locations Tucson, Ariz., February 19, 2025 – Mister Car Wash, Inc. (the “Company”) (Nasdaq: MCW), the nation’s largest car wash brand, today announced its financ |
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| January 29, 2025 |
Exhibit 10.1 TRANSITION AND SEVERANCE AGREEMENT This Transition and Severance Agreement (this “Agreement”) is by and between MARKUS HARTMANN (“Executive”) and MISTER CAR WASH, INC. (“MCW” or the “Company”) and is entered into effective as of January 6, 2025 (the “Effective Date”). Executive and the Company will be collectively referred to as the “Parties.” The terms and conditions of Exhibit A and |
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| January 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2025 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 06, 2025 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| December 31, 2024 |
25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40542 Mister Car Wash, Inc. The New York Stock Exchange (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 2 |
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| December 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 47-1393909 (State or Other Jurisdiction of Incorporation) (IRS Employer Identification No.) 222 E. 5th Street T |
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| December 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| December 19, 2024 |
Press Release issued by Mister Car Wash, Inc., dated December 19, 2024 Exhibit 10.1 Mister Car Wash Announces Transfer of Stock Listing to Nasdaq Ticker symbol to remain “MCW” TUCSON, Ariz.-(BUSINESS WIRE)- Mister Car Wash, Inc. (the “Company”) (NYSE: MCW), the nation’s largest car wash brand, today announced that it will voluntarily transfer the listing of its common stock from the New York Stock Exchange (“NYSE”) to the Nasdaq Global Select Market (“Nasdaq”) effect |
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| December 3, 2024 |
Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 6 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT This AMENDMENT NO. 6 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT, dated as of November 26, 2024 (this “Sixth Amendment”), is entered into among MISTER CAR WASH HOLDINGS, INC., a Delaware corporation (the “Borrower”), HOTSHINE INTERMEDIATECO, INC., a Delaware corporation (“Holdings”), the othe |
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| December 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| October 30, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 30, 2024 |
Exhibit 99.1 Mister Car Wash Announces Third Quarter 2024 Financial Results Net revenues increased 7% Comparable-store sales increased 2.9% Unlimited Wash Club® (“UWC”) memberships increased 2% year-over-year Opened 10 new greenfield locations surpassing 500 locations Raising 2024 adjusted net income and adjusted EBITDA guidance Tucson, Ariz., October 30, 2024 – Mister Car Wash, Inc. (the “Company |
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| August 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| July 31, 2024 |
Exhibit 99.1 Mister Car Wash Announces Second Quarter 2024 Financial Results Net revenues increased 8% Comparable-store sales increased 2.4% Unlimited Wash Club® (“UWC”) memberships increased 3% year-over-year Opened nine new greenfield locations Reiterating previously provided Fiscal 2024 outlook figures Tucson, Ariz., July 31, 2024 – Mister Car Wash, Inc. (the “Company”) (NYSE: MCW), the nation’ |
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| June 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| June 28, 2024 |
TRANSITION AND SEVERANCE AGREEMENT This Transition and Severance Agreement (this “Agreement”) is by and between MAYRA CHIMIENTI (“Executive”) and MISTER CAR WASH, INC. |
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| May 29, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| May 1, 2024 |
EX-99.1 2 mcw-ex991.htm EX-99.1 Exhibit 99.1 Mister Car Wash Announces First Quarter 2024 Financial Results Net revenues increased 6% Comparable-store sales increased 0.9% Unlimited Wash Club® (“UWC”) memberships increased 5% year-over-year Opened six new greenfield locations Reiterating previously provided Fiscal 2024 outlook figures Tucson, Ariz., May 1, 2024 – Mister Car Wash, Inc. (the “Compan |
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| May 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 01, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| April 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| April 1, 2024 |
MISTER CAR WASH SUCCESSFULLY COMPLETES DEBT REFINANCING Exhibit 99.1 MISTER CAR WASH SUCCESSFULLY COMPLETES DEBT REFINANCING TUCSON, Arizona, April 1, 2024 - Mister Car Wash (the “Company”) (NYSE: MCW) today announced the completion of a series of related transactions in support of a comprehensive plan to refinance its capital structure. Through these transactions, the Company extended its debt maturities and improved liquidity to support continued Com |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| April 1, 2024 |
Exhibit 10.1 Execution Version AMENDMENT NO. 5 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT This AMENDMENT NO. 5 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT, dated as of March 27, 2024 (this “Fifth Amendment”), is entered into among MISTER CAR WASH HOLDINGS, INC., a Delaware corporation (the “Borrower”), HOTSHINE INTERMEDIATECO, INC., a Delaware corporation (“Holdings”), the other G |
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| March 1, 2024 |
As filed with the Securities and Exchange Commission on March 1, 2024 As filed with the Securities and Exchange Commission on March 1, 2024 Registration No. |
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| March 1, 2024 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Mister Car Wash, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, $0.0 |
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| February 23, 2024 |
Promotion Letter with Joseph Matheny Exhibit 10.23 October 9, 2023 Dear Joe, We are pleased to offer you a promotion to Chief Innovation Officer at Mister Car Wash! We look forward to a tentative change date of October 15th, 2023. Your position is classified as full time, exempt, and your salary will be $350,000.00 annually payable bi-weekly, the following items are changes to your compensation, all other components remain unchanged: |
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| February 23, 2024 |
Exhibit 10.25 February 27, 2023 Dear Mary, We are pleased to offer you employment as the Chief People Officer at Mister Car Wash! We look forward to setting a mutually agreed upon start date. This position is classified as full time exempt, the details included in your compensation package are below: • Salary—Your annual base salary will be $375,000 payable bi-weekly. • Bonus—You will be eligible |
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| February 23, 2024 |
Promotion Letter with Mayra Chimienti Exhibit 10.24 October 9, 2023 Dear Mayra, In recognition of your hard work and continued service to Mister Car Wash we are pleased to announce an increase to your annual salary, effective October 15th, 2023. Your new annual rate of pay will be $350,000, payable bi-weekly, and your position remains classified as full-time, exempt. The following components of your compensation package remain unchang |
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| February 23, 2024 |
Mister Car Wash, Inc. Clawback Policy Exhibit 97.1 MISTER CAR WASH, INC. COMPENSATION CLAWBACK POLICY (Adopted December 1, 2023) PURPOSE As required pursuant to the listing standards of the New York Stock Exchange (the “Stock Exchange”), Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10D-1 under the Exchange Act, the Compensation Committee (the “Committee”) of the Board of Directors (the |
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| February 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-40542 Mister Car Wash |
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| February 23, 2024 |
List of subsidiaries of Mister Car Wash, Inc. Exhibit 21.1 MISTER CAR WASH, INC. Subsidiaries of the Registrant Name Jurisdiction of Incorporation MCW GC, LLC Arizona Prime Shine, LLC California Car Wash Headquarters, LLC Delaware Car Wash Partners, LLC Delaware Clean Streak Ventures LLC Delaware CWP Asset Corp. Delaware CWP California Corp. Delaware CWP Holdings, Inc. Delaware CWP Management Corp. Delaware CWP West, LLC Delaware CWPS Corp. D |
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| February 22, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commissi |
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| February 22, 2024 |
Exhibit 99.1 Mister Car Wash Announces Fourth Quarter and Fiscal Year 2023 Financial Results Net revenues increased 7.4% during the quarter Comparable-store sales increased 0.7% during the quarter Unlimited Wash Club memberships increased 10.3% Opened a record 35 new greenfield locations in 2023 Provides Fiscal 2024 Initial Outlook Tucson, Ariz., February 21, 2024 – Mister Car Wash, Inc. (the “Com |
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| February 21, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 21, 2024 |
Exhibit 99.1 Mister Car Wash Announces Fourth Quarter and Fiscal Year 2023 Financial Results Net revenues increased 7.4% during the quarter Comparable-store sales increased 0.7% during the quarter Unlimited Wash Club memberships increased 10.3% Opened a record 35 new greenfield locations in 2023 Provides Fiscal 2024 Initial Outlook Tucson, Ariz., February 21, 2024 – Mister Car Wash, Inc. (the “Com |
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| February 9, 2024 |
Mister Car Wash Announces Appointment of Atif Rafiq to Board of Directors Exhibit 99.1 Mister Car Wash Announces Appointment of Atif Rafiq to Board of Directors TUCSON, Ariz.-(BUSINESS WIRE)- Mister Car Wash, Inc. (the "Company") (NYSE: MCW), the nation's largest car wash company, is pleased to announce the appointment of Atif Rafiq to its Board of Directors, effective February 8, 2024. Mr. Rafiq will serve as a nomination and corporate governance committee member. "Mr. |
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| February 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 08, 2024 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| November 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 02, 2023 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 2, 2023 |
Exhibit 99.1 Mister Car Wash Announces Third Quarter 2023 Financial Results Net revenues increased 7.6% Unlimited Wash Club memberships increased 11.3% Opened eight new greenfield locations and acquired five locations Adjusting capital expenditure range and reiterating outlook for all other financial projections for 2023 Tucson, Ariz., November 02, 2023 – Mister Car Wash, Inc. (the “Company”) (NYS |
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| August 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 03, 2023 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 3, 2023 |
Exhibit 99.1 Mister Car Wash Announces Second Quarter 2023 Financial Results Net revenues increased 5.2% Unlimited Wash Club memberships increased 12.2% Opened nine new greenfield locations and acquired one location Fiscal 2023 guidance revised Tucson, Ariz., August 03, 2023 – Mister Car Wash, Inc. (the “Company”) (NYSE: MCW), the nation’s largest car wash brand, today announced its financial resu |
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| June 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporati |
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| June 1, 2023 |
Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Company Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MISTER CAR WASH, INC. Mister Car Wash, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporation was originally filed with the Delawar |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 3, 2023 |
Exhibit 10.2 CAR WASH PARTNERS, INC. NONQUALIFIED DEFERRED COMPENSATION PLAN AMENDED AND RESTATED EFFECTIVE JANUARY 1, 2022 CAR WASH PARTNERS, INC. NONQUALIFIED DEFERRED COMPENSATION PLAN Table of Contents Article Title Page ARTICLE I Definitions 2 ARTICLE II Administration 9 ARTICLE III Eligibility and Participation 11 ARTICLE IV Deferral Elections and Company Contributions 12 ARTICLE V Participa |
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| May 3, 2023 |
Employment Agreement with Markus Hartmann Exhibit 10.1 September 28, 2022 Dear Markus Hartmann, We are pleased to offer you employment as General Counsel at Mister Car Wash! We look forward to a tentative start date of October 28, 2022. Your position is classified as full-time exempt. Your annual salary will be $350,000, payable biweekly at a gross rate of $13,461. Your compensation package will also include the following: • Bonus – You w |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| May 2, 2023 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 02, 2023 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 2, 2023 |
Exhibit 99.1 Mister Car Wash Announces First Quarter Fiscal 2023 Financial Results Net revenues increased 3.0% Unlimited Wash Club memberships increased 12.6% and exceeded 2.0 million members Opened four new greenfield locations Fiscal 2023 guidance reiterated Tucson, Ariz., May 02, 2023 – Mister Car Wash, Inc. (the “Company”) (NYSE: MCW), the nation’s largest car wash brand, today announced its f |
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| April 12, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy S |
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| April 12, 2023 |
DEFA14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 31, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy S |
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| March 3, 2023 |
As filed with the Securities and Exchange Commission on March 3, 2023 S-8 As filed with the Securities and Exchange Commission on March 3, 2023 Registration No. |
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| March 3, 2023 |
EX-FILING FEES 4 d448572dexfilingfees.htm EX-FILING FEES Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Mister Car Wash, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee |
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| February 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-40542 Mister Car Wash |
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| February 24, 2023 |
List of subsidiaries of Mister Car Wash, Inc. Exhibit 21.1 MISTER CAR WASH, INC. Subsidiaries of the Registrant Name Jurisdiction of Incorporation MCW GC, LLC Arizona Prime Shine, LLC California Car Wash Headquarters, LLC Delaware Car Wash Partners, LLC Delaware Clean Streak Ventures LLC Delaware CWP Asset Corp. Delaware CWP California Corp. Delaware CWP Holdings, Inc. Delaware CWP Management Corp. Delaware CWP West, LLC Delaware CWPS Corp. D |
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| February 24, 2023 |
Exhibit 10.20 AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT dated as of May 14, 2019 by and among MISTER CAR WASH HOLDINGS, INC., as Borrower HOTSHINE INTERMEDIATECO, INC., as Holdings JEFFERIES FINANCE LLC, as Administrative Agent and Collateral Agent and THE LENDERS PARTY HERETO Jefferies Finance LLC, BMO Capital Markets Corp., UBS Securities LLC and Nomura Securities International, Inc., as |
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| February 23, 2023 |
Exhibit 99.1 Mister Car Wash Announces Fourth Quarter and Fiscal Year 2022 Financial Results Net revenues increased 12.0% Comparable stores sales increased 4.0% Unlimited Wash Club memberships increased 13.8% Opened 13 new greenfield locations and acquired three locations Provides Fiscal 2023 Outlook Tucson, Ariz., February 23, 2023 – Mister Car Wash, Inc. (the “Company”) (NYSE: MCW), the nation’s |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2023 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2023 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| November 10, 2022 |
Exhibit 99.1 Mister Car Wash Announces Third Quarter Fiscal 2022 Financial Results Net revenues increased 12.0% Comparable stores sales increased 2.9% Unlimited Wash Club memberships increased 18.9% Opened eight new greenfield locations and three acquired locations Tucson, Ariz., November 10, 2022 ? Mister Car Wash, Inc. (the ?Company?) (NYSE: MCW), the nation?s largest car wash brand, today annou |
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| November 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2022 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| August 12, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2022 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| August 12, 2022 |
Exhibit 99.1 Mister Car Wash Announces Second Quarter Fiscal 2022 Financial Results Net revenues increased 14.2% Comparable stores sales increased 2.4% Unlimited Wash Club memberships increased 20.0% Opened four new greenfield locations and opened six acquired locations Tucson, Ariz., August 11, 2022 ? Mister Car Wash, Inc. (the ?Company?) (NYSE: MCW), the nation?s largest car wash brand, today an |
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| August 11, 2022 |
Exhibit 99.1 Mister Car Wash Announces Second Quarter Fiscal 2022 Financial Results Net revenues increased 14.2% Comparable stores sales increased 2.4% Unlimited Wash Club memberships increased 20.0% Opened four new greenfield locations and opened six acquired locations Tucson, Ariz., August 11, 2022 ? Mister Car Wash, Inc. (the ?Company?) (NYSE: MCW), the nation?s largest car wash brand, today an |
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| August 11, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2022 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission F |
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| July 22, 2022 |
Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ? Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E |
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| July 22, 2022 |
As filed with the Securities and Exchange Commission on July 22, 2022 Table of Contents As filed with the Securities and Exchange Commission on July 22, 2022 Registration No. |
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| July 22, 2022 |
As filed with the Securities and Exchange Commission on July 22, 2022. As filed with the Securities and Exchange Commission on July 22, 2022. Registration No. 333-258186 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 7542 47-1393909 (State or other jurisdiction |
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| July 22, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Mister Car Wash, Inc. |
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| July 22, 2022 |
Exhibit 4.1 Mister Car Wash, Inc. INDENTURE Dated as of , 20 U.S. Bank Trust Company, National Association Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 4 Section 1.4. Rules of Construction 5 ARTICLE II. THE SECURITIES 5 Section 2.1. Is |
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| June 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2022 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40542 47-1393909 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 24, 2022 |
The date of this prospectus supplement is June 24, 2022. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 9 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus supplement and no |
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| June 24, 2022 |
Transition Agreement, dated June 21, 2022, by and between Mister Car Wash, Inc. and Lisa Funk Exhibit 10.1 Execution Version TRANSITION AGREEMENT This Transition Agreement (this ?Agreement?) is by and between LISA FUNK (?Executive?) and MISTER CAR WASH, INC. (?MCW? or the ?Company?), and is entered into as of June 21, 2022 (the ?Effective Date?). Executive and the Company will be collectively referred to as the ?Parties.? RECITALS WHEREAS, Executive currently is employed by the Company as |
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| June 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2022 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 1, 2022 |
Certificate of Change of Registered Agent and/or Registered Office STATE OF DELAWARE CERTIFICATE OF CHANGE OF REGISTERED AGENT AND/OR REGISTERED OFFICE The corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows: 1. |
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| June 1, 2022 |
The date of this prospectus supplement is June 1, 2022. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 8 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus supplement and no |
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| June 1, 2022 |
Marked Amended and Restated Certificate of Incorporation of the Company AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MISTER CAR WASH, INC. Mister Car Wash, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The present name of the corporation is Mister Car Wash, Inc., formerly known as The name under which the corporation was originally incorporated was in Delaware was Hotshine Holdings, Inc., (t |
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| June 1, 2022 |
Amended and Restated Certificate of Incorporation of the Company AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MISTER CAR WASH, INC. Mister Car Wash, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The present name of the corporation is Mister Car Wash, Inc. The name under which the corporation was originally incorporated was in Delaware was Hotshine Holdings, Inc. and the original Certi |
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| May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 7 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus supplement and no |
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| May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| May 13, 2022 |
Mister Car Wash, Inc. 2021 Incentive Award Plan Exhibit 10.1 MISTER CAR WASH, INC. 2021 INCENTIVE AWARD PLAN ARTICLE 1. PURPOSE The purpose of the Mister Car Wash, Inc. 2021 Incentive Award Plan (as it may be amended or restated from time to time, the ?Plan?) is to promote the success and enhance the value of Mister Car Wash, Inc., a Delaware corporation (the ?Company?), by linking the individual interests of Directors, Employees, and Consultan |
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| May 13, 2022 |
Exhibit 2.1 Certain information marked as [***] has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential and is confidential. EQUITY Purchase AGREEMENT BY AND AMONG SUNSHINE ACQUISITION SUB CORP., CLEAN STREAK VENTURES, LLC, MDKMH PARTNERS, INC., Clean Streak Ventures Intermediate Holdco, LLC, MKH Capital Partners Off |
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| May 12, 2022 |
Exhibit 99.1 Mister Car Wash Announces First Quarter Fiscal 2022 Financial Results Net revenues increased 25.0% Comparable stores sales increased 11.0% Unlimited Wash Club memberships increased 28.1% Opened 3 new greenfield locations Tucson, Ariz., May 12, 2022 ? Mister Car Wash, Inc. (the ?Company?) (NYSE: MCW), the nation?s largest car wash brand, today announced its financial results for the qu |
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| May 12, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 12, 2022 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| April 12, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy S |
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| March 25, 2022 |
Exhibit 10.7 AMENDMENT NO. 3 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT This AMENDMENT NO. 3 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT, dated as of December 8, 2021 (this ?Third Amendment?), is entered into among MISTER CAR WASH HOLDINGS, INC., a Delaware corporation (the ?Borrower?), HOTSHINE INTERMEDIATECO, INC., a Delaware corporation (?Holdings?), the other Guarantors party |
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| March 25, 2022 |
As filed with the Securities and Exchange Commission on March 25, 2022 As filed with the Securities and Exchange Commission on March 25, 2022 Registration No. |
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| March 25, 2022 |
List of subsidiaries of Mister Car Wash, Inc. Exhibit 21.1 MISTER CAR WASH, INC. Subsidiaries of the Registrant Name Jurisdiction of Incorporation MCW GC, LLC Arizona Prime Shine, LLC California Car Wash Headquarters, Inc. Delaware Car Wash Partners, Inc. Delaware Clean Streak Ventures LLC Delaware CWP Asset Corp. Delaware CWP California Corp. Delaware CWP Holdings, Inc. Delaware CWP Management Corp. Delaware CWP West Corp. Delaware CWPS Corp |
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| March 25, 2022 |
Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK As of December 31, 2021, Mister Car Wash, Inc. had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). References herein to ?we,? ?us,? ?our? and the ?Company? refer to Mister Car Wash, Inc. and not to any of its subsidiaries. Capital Structure The following description of our capital |
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| March 25, 2022 |
Employment Agreement with John Lai Exhibit 10.14 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this ?Agreement?) is executed as of June 29, 2021, by and between John Lai (?Executive?) and Mister Car Wash, Inc., a Delaware corporation (?MCW? and, together with any of its parent and subsidiary entities as may employ Executive from time to time, and any successor(s) thereto, the ?Company?). This Agreement shall b |
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| March 25, 2022 |
Power of Attorney relating to Ronald Kirk. Exhibit 24.2 MISTER CAR WASH, INC. Power of Attorney I hereby constitute and appoint each of John Lai and Jedidiah Gold, acting alone or together with another attorney-in-fact, as my true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for me and in my name, place and stead, in any and all capacities, to sign any or all further amendments (including post- |
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| March 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 6 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus supplement and no |
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| March 25, 2022 |
Power of Attorney relating to Veronica Rogers. EX-24.3 4 d244083dex243.htm EX-24.3 Exhibit 24.3 MISTER CAR WASH, INC. Power of Attorney I hereby constitute and appoint each of John Lai and Jedidiah Gold, acting alone or together with another attorney-in-fact, as my true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for me and in my name, place and stead, in any and all capacities, to sign any or all |
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| March 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40542 Mister Car Wash |
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| March 24, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 24, 2022 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| March 24, 2022 |
Exhibit 99.1 Mister Car Wash Announces Fourth Quarter and Fiscal 2021 Financial Results Net revenues increased 18.2% in Q4 and 31.9% in 2021 Comparable store sales increased 14.6% in Q4 and 31.7% in 2021 Unlimited Wash Club memberships increased 34.3% in 2021 Added 36 net new locations in Q4 and 54 new locations in 2021 Provides Fiscal 2022 Outlook Tucson, Ariz., March 24, 2022 ? Mister Car Wash, |
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| March 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 14, 2022 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40542 47-1393909 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 18, 2022 |
Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 5 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus supplement and no |
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| February 14, 2022 |
MCW / Mister Car Wash, Inc. / Green Equity Investors VI, L.P. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. )* Mister Car Wash, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 60646V105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| February 14, 2022 |
Exhibit 99.1 POWER OF ATTORNEY Know all by these presents, that each of the undersigned hereby constitutes and appoints each of Cody L. Franklin, Andrew C. Goldberg, and Lance J.T. Schumacher, signing singly, as 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, director, or beneficial owner of the s |
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| February 14, 2022 |
Exhibit 99.2 Joint Filing Agreement This will confirm the agreement by and among all the undersigned that the Statement on Schedule 13G filed on or about this date and any further amendments thereto with respect to beneficial ownership by the undersigned of the Common Stock, par value $0.01 per share (the ?Common Stock?) of Mister Car Wash, Inc., a Delaware corporation (the ?Issuer?), and such oth |
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| December 9, 2021 |
Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 4 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus supplement and no |
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| December 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 8, 2021 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40542 46-1393909 (State or other jurisdiction of incorporation) (Commission |
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| December 9, 2021 |
Mister Car Wash to Expand Footprint with Acquisition of 33 Locations in Florida Exhibit 99.1 Mister Car Wash to Expand Footprint with Acquisition of 33 Locations in Florida TUCSON, Ariz., Dec. 8, 2021 ? Mister Car Wash, Inc. (the ?Company? or ?Mister?; NYSE: MCW) the nation?s leading car wash brand, today announced that it has entered into a definitive agreement to acquire Clean Streak Ventures LLC, a portfolio company of MKH Capital Partners. The acquisition of Clean Streak |
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| December 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 1, 2021 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40542 46-1393909 (State or other jurisdiction of incorporation) (Commission |
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| November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 3 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| November 12, 2021 |
Exhibit 99.1 Mister Car Wash Announces Third Quarter Fiscal 2021 Financial Results Net revenues increased 24.7% Comparable store sales increased 21.3% Unlimited Wash Club memberships increased 31.5% Opened 9 new locations in the quarter Raising full year 2021 revenue and adjusted EBITDA guidance Tucson, Ariz., November 11, 2021 ? Mister Car Wash, Inc. (the ?Company?) (NYSE: MCW), the nation?s larg |
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| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 12, 2021 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 6, 2021 |
Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 2 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus supplement and no |
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| October 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 1, 2021 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40542 46-1393909 (State or other jurisdiction of incorporation) (Commission F |
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| October 6, 2021 |
Mister Car Wash Announces Appointment of Veronica Rogers and Ronald Kirk to Board of Directors Exhibit 99.1 Mister Car Wash Announces Appointment of Veronica Rogers and Ronald Kirk to Board of Directors TUCSON, Ariz., October 6, 2021 ? Mister Car Wash, Inc. (the ?Company? or ?Mister?; NYSE: MCW) today announced the appointment of Veronica Rogers and Ronald Kirk to the Mister Car Wash Board of Directors, effective October 1, 2021. Ms. Rogers will serve as a member of the compensation committ |
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| August 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258186 Prospectus Supplement No. 1 (To Prospectus dated July 29, 2021) This prospectus supplement updates, amends and supplements the prospectus dated July 29, 2021 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-258186). Capitalized terms used in this prospectus |
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| August 24, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-258186 PROSPECTUS SUPPLEMENT (to Prospectus dated July 29, 2021) Common Stock 12,000,000 Shares The selling stockholders identified in this prospectus supplement are offering 12,000,000 shares of our common stock. We are not selling any shares of common stock under this prospectus supplement, and we will not receive any of the |
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| August 24, 2021 |
Mister Car Wash, Inc. Announces Secondary Offering of Common Stock by Selling Stockholders Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No. 333-258186 August 24, 2021 Mister Car Wash, Inc. Announces Secondary Offering of Common Stock by Selling Stockholders Tucson, Ariz., August 24, 2021 ? Mister Car Wash, Inc. (?Company? NYSE: MCW) today announced a secondary offering of 12,000,000 shares of its common stock by investment funds affiliated with Leonard Green |
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| August 24, 2021 |
Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-258186. Common Stock 78,942,045 Shares This prospectus relates to the resale of up to 78,942,045 shares of our common stock by the selling stockholders named in this prospectus or their permitted transferees. The shares of our common stock registered hereby may be offered and sold by our selling stockholders through one or mor |
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| August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40542 Mister Car Wash, Inc. |
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| August 13, 2021 |
Employment Agreement with John Lai, dated June 29, 2021 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this ?Agreement?) is executed as of June 29, 2021, by and between John Lai (?Executive?) and Mister Car Wash, Inc. |
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| August 12, 2021 |
Exhibit 99.1 Mister Car Wash Announces Second Quarter Fiscal 2021 Financial Results Record $197.1 Million Second Quarter Net Revenues?93% Increase over Q2 Fiscal 2020 93% Comparable Stores Sales Increased including 39% Increase in UWC Members Opened 7 new locations in Fiscal Q2 Provides Fiscal 2021 Outlook Tucson, Ariz., August 12, 2021 ? Mister Car Wash, Inc. (?Company? NYSE: MCW), the nation?s l |
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| August 12, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 12, 2021 Mister Car Wash, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incorporation) (Commission F |
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| July 27, 2021 |
As filed with the Securities and Exchange Commission on July 27, 2021. S-1 Table of Contents As filed with the Securities and Exchange Commission on July 27, 2021. |
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| July 27, 2021 |
Form of Underwriting Agreement Exhibit 1.1 [?] Shares MISTER CAR WASH, INC. Common stock, par value $0.01 per share UNDERWRITING AGREEMENT [?], 2021 [Names of Representatives] as Representatives of the several Underwriters named in Schedule II hereto [Address of Each Representative] Ladies and Gentlemen: The stockholders named in Schedules I-A (the ?Institutional Selling Stockholders?) and I-B hereto (together with the Institut |
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| July 27, 2021 |
July 27, 2021 Via EDGAR Transmission Division of Corporation Finance United States Securities and Exchange Commission Office of Trade & Services 100 F Street, N. |
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| July 21, 2021 |
Table of Contents CONFIDENTIAL TREATMENT REQUESTED BY MISTER CAR WASH, INC. PURSUANT TO 17 C.F.R. SECTION 200.83 This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. As confidentially submitted with the Securities and Exchange Commission on July 20, 2021. Registration No. 333- UNITED STAT |
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| July 2, 2021 |
Amended and Restated Bylaws of the Company EX-3.2 3 d197509dex32.htm EX-3.2 Exhibit 3.2 Amended and Restated Bylaws of Mister Car Wash, Inc. (a Delaware corporation) Table of Contents Article I - Corporate Offices 1.1 Registered Office 1.2 Other Offices Article II - Meetings of Stockholders 2.1 Place of Meetings 2.2 Annual Meeting 2.3 Special Meeting 2.4 Notice of Business to be Brought Before a Meeting 2.5 Notice of Nominations for Electi |
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| July 2, 2021 |
8-K 1 d197509d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 29, 2021 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40542 47-1393909 (State or Other Jurisdiction of Incor |
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| July 2, 2021 |
Amended and Restated Certificate of Incorporation of the Company EX-3.1 2 d197509dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MISTER CAR WASH, INC. The name of the corporation is Mister Car Wash, Inc., formerly known as Hotshine Holdings, Inc., (the “Corporation”). The Corporation was incorporated by the filing of its original Certificate of Incorporation with the Secretary of State of the State of Delaware on July 11, 2014 |
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| July 2, 2021 |
Exhibit 10.1 AMENDED AND RESTATED STOCKHOLDERS AGREEMENT BY AND AMONG MISTER CAR WASH, INC. AND THE INITIAL STOCKHOLDERS JUNE 29, 2021 TABLE OF CONTENTS Page SECTION I. DEFINITIONS 1 1.1 Drafting Conventions; No Construction Against Drafter 1 1.2 Defined Terms 2 SECTION II. REPRESENTATIONS AND WARRANTIES 4 2.1 Representations and Warranties of the Initial Stockholder 4 2.2 Representations and Warr |
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| June 28, 2021 |
Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-256697 Common Stock 37,500,000 Shares This is an initial public offering of shares of common stock of Mister Car Wash, Inc. We are offering 31,250,000 shares of our common stock and the selling stockholders named in this prospectus are selling 6,250,000 shares of our common stock. We will not receive any proceeds from the sale |
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| June 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 47-1393909 (State or incorporation or organization) (I.R.S. Employer Identification No.) 222 E 5th Street Tucso |
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| June 25, 2021 |
Hotshine Holdings, Inc. 2014 Rollover Option Plan Exhibit 99.4 HOTSHINE HOLDINGS, INC. 2014 ROLLOVER OPTION PLAN 1. Purpose. The purpose of this Hotshine Holdings, Inc. 2014 Rollover Option Plan (this ?Plan?) is to promote the interests of Hotshine Holdings, Inc., a Delaware corporation (the ?Company?), and its stockholders by providing personnel of the Company and its Affiliates (as hereafter defined), and any other individuals who provide servi |
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| June 25, 2021 |
As filed with the Securities and Exchange Commission on June 25, 2021 As filed with the Securities and Exchange Commission on June 25, 2021 Registration No. |
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| June 25, 2021 |
Form of Option Agreement under the Hotshine Holdings, Inc. 2014 Rollover Option Plan Exhibit 99.5 HOTSHINE HOLDINGS, INC. NON-QUALIFIED ROLLOVER STOCK OPTION AGREEMENT THIS NON-QUALIFIED ROLLOVER STOCK OPTION AGREEMENT (this ?Agreement?) is entered into as of August 21, 2014, by and between Hotshine Holdings, Inc., a Delaware corporation (the ?Company?), and (?Optionee?). RECITALS A. Optionee held options to purchase shares of common stock of Mister Car Wash Holdings, Inc. describ |
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| June 22, 2021 |
June 22, 2021 Via EDGAR Transmission Division of Corporation Finance United States Securities and Exchange Commission Office of Trade & Services 100 F Street, N. |
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| June 22, 2021 |
BOFA SECURITIES, INC. ONE BRYANT PARK NEW YORK, NEW YORK 10036 BOFA SECURITIES, INC. ONE BRYANT PARK NEW YORK, NEW YORK 10036 MORGAN STANLEY & CO. LLC 1585 BROADWAY NEW YORK, NEW YORK 10036 GOLDMAN SACHS & CO. LLC 200 WEST STREET, NEW YORK, NEW YORK 10282 JEFFERIES LLC 520 MADISON AVENUE NEW YORK, NEW YORK 10022 June 22, 2021 Via EDGAR Transmission Division of Corporation Finance United States Securities and Exchange Commission Office of Trade & Services 100 |
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| June 17, 2021 |
Exhibit 24.2 Mister Car Wash, Inc. Power of Attorney I hereby appoint John Lai and Jedidiah Gold, and each of them, with full power of substitution and resubstitution and full power to act without the other, as my true and lawful attorney-in-fact and agent to act in my name, place and stead and to execute in my name and on my behalf, and to sign any and all amendments (including post-effective ame |
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| June 17, 2021 |
Form of RSU Agreement under the Mister Car Wash, Inc. 2021 Incentive Award Plan EX-10.11 14 d117644dex1011.htm EX-10.11 Exhibit 10.11 MISTER CAR WASH, INC. 2021 INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT GRANT NOTICE Capitalized terms not specifically defined in this Restricted Stock Unit Grant Notice (the “Grant Notice”) have the meanings given to them in the 2021 Incentive Award Plan (as amended from time to time, the “Plan”) of Mister Car Wash, Inc. (the “Company”). The Co |
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| June 17, 2021 |
Mister Car Wash, Inc. 2021 Employee Stock Purchase Plan EX-10.12 15 d117644dex1012.htm EX-10.12 Exhibit 10.12 MISTER CAR WASH, INC. EMPLOYEE STOCK PURCHASE PLAN ARTICLE I. PURPOSE The purpose of this Plan is to assist Eligible Employees of the Company and its Designated Subsidiaries in acquiring a stock ownership interest in the Company. The Plan is intended to qualify as an “employee stock purchase plan” under Section 423 of the Code and shall be admi |
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| June 17, 2021 |
1271 Avenue of the Americas New York, New York 10020-1401 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh June 17, 2021 D?sseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tokyo Madrid Washin |
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| June 17, 2021 |
Form of Indemnification and Advancement Agreement Exhibit 10.6 INDEMNIFICATION AND ADVANCEMENT AGREEMENT This Indemnification and Advancement Agreement (this “Agreement”) is made as of , 20 by and between Mister Car Wash, Inc., a Delaware corporation (the “Company”), and , [a member of the Board of Directors/an officer/an employee/an agent/a fiduciary] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agre |
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| June 17, 2021 |
Mister Car Wash, Inc. 2021 Incentive Award Plan Exhibit 10.4 MISTER CAR WASH, INC. 2021 INCENTIVE AWARD PLAN ARTICLE 1. PURPOSE The purpose of the Mister Car Wash, Inc. 2021 Incentive Award Plan (as it may be amended or restated from time to time, the ?Plan?) is to promote the success and enhance the value of Mister Car Wash, Inc., a Delaware corporation (the ?Company?), by linking the individual interests of Directors, Employees, and Consultan |
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| June 17, 2021 |
Form of Option Agreement under the Mister Car Wash, Inc. 2021 Incentive Award Plan Exhibit 10.10 MISTER CAR WASH, INC. 2021 INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE Mister Car Wash, Inc. (the “Company”), pursuant to its 2021 Incentive Award Plan (as amended from time to time, the “Plan”), hereby grants to the participant listed below (“Participant”) the stock option (the “Option”) described in this Stock Option Grant Notice (the “Grant Notice”). The Option is subject to th |
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| June 17, 2021 |
Exhibit 10.1(b) EXECUTION VERSION AMENDMENT NO. 2 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT This AMENDMENT NO. 2 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT, dated as of June 4, 2021 (this ?Second Amendment?), is entered into among MISTER CAR WASH HOLDINGS, INC., a Delaware corporation (the ?Borrower?), HOTSHINE INTERMEDIATECO, INC., a Delaware corporation (?Holdings?), the other |
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| June 17, 2021 |
Form of Underwriting Agreement Exhibit 1.1 Final Form [] Shares MISTER CAR WASH, INC. Common stock, par value $0.01 per share UNDERWRITING AGREEMENT June [], 2021 BofA Securities, Inc. Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC Jefferies LLC as Representatives of the several Underwriters named in Schedule II hereto c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Morgan Stanley & Co. LLC 1585 Broadwa |
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| June 17, 2021 |
Dorvin Lively Power of Attorney EX-24.3 19 d117644dex243.htm EX-24.3 Exhibit 24.3 Mister Car Wash, Inc. Power of Attorney I hereby appoint John Lai and Jedidiah Gold, and each of them, with full power of substitution and resubstitution and full power to act without the other, as my true and lawful attorney-in-fact and agent to act in my name, place and stead and to execute in my name and on my behalf, and to sign any and all ame |
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| June 17, 2021 |
Susan Docherty Power of Attorney Exhibit 24.4 Mister Car Wash, Inc. Power of Attorney I hereby appoint John Lai and Jedidiah Gold, and each of them, with full power of substitution and resubstitution and full power to act without the other, as my true and lawful attorney-in-fact and agent to act in my name, place and stead and to execute in my name and on my behalf, and to sign any and all amendments (including post-effective ame |
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| June 17, 2021 |
EX-3.1 3 d117644dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MISTER CAR WASH, INC. The name of the corporation is Mister Car Wash, Inc., formerly known as Hotshine Holdings, Inc., (the “Corporation”). The Corporation was incorporated by the filing of its original Certificate of Incorporation with the Secretary of State of the State of Delaware on July 11, 2014 |
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| June 17, 2021 |
Employment Agreement, dated March 4, 2014, by and between Car Wash Partners, Inc. and John Lai Exhibit 10.9 CAR WASH PARTNERS, INC. EMPLOYMENT AGREEMENT JOHN L. LAI THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on [March 4th, 2014] (“Effective Date”) by and between CAR WASH PARTNERS, INC., a Delaware corporation (the “Company”), and JOHN L. LAI, a resident of Arizona (“Employee”). A. The Company engages in the business of operating car washes and providing related services. B |
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| June 17, 2021 |
Mister Car Wash, Inc. Executive Severance Plan EX-10.13 16 d117644dex1013.htm EX-10.13 Exhibit 10.13 MISTER CAR WASH, INC. EXECUTIVE SEVERANCE PLAN Effective [], 2021 1. ESTABLISHMENT AND PURPOSE The Mister Car Wash, Inc. Executive Severance Plan (the “Plan”) was established by the Board of Directors of Mister Car Wash, Inc. (the “Board”), effective as of the date of closing of the initial public offering of Mister Car Wash, Inc.(the “Company” |
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| June 17, 2021 |
Non-Employee Director Compensation Policy Exhibit 10.5 MISTER CAR WASH, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Non-employee members of the board of directors (the ?Board?) of Mister Car Wash, Inc. (the ?Company?) shall be eligible to receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this ?Policy?). The cash and equity compensation described in this Policy shall be paid or be made, |
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| June 17, 2021 |
EX-10.7 10 d117644dex107.htm EX-10.7 Exhibit 10.7 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this “Agreement”) is executed as of [ 🌑 ], 2021, by and between John Lai (“Executive”) and Mister Car Wash, Inc., a Delaware corporation (“MCW” and, together with any of its parent and subsidiary entities as may employ Executive from time to time, and any successor(s) thereto, the |
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| June 17, 2021 |
As filed with the Securities and Exchange Commission on June 17, 2021 S-1/A 1 d117644ds1a.htm S-1/A Table of Contents As filed with the Securities and Exchange Commission on June 17, 2021 Registration No. 333-256697 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Mister Car Wash, Inc. (Exact name of registrant as specified in its charter) Delaware 7542 47-1393 |
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| June 17, 2021 |
Exhibit 3.2 Amended and Restated Bylaws of Mister Car Wash, Inc. (a Delaware corporation) Table of Contents Article I?Corporate Offices 3 1.1 Registered Office 3 1.2 Other Offices 3 Article II?Meetings of Stockholders 3 2.1 Place of Meetings 3 2.2 Annual Meeting 3 2.3 Special Meeting 3 2.4 Notice of Business to be Brought Before a Meeting 3 2.5 Notice of Nominations for Election to the Board of Di |
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| June 17, 2021 |
Form of Amended and Restated Stockholder Agreement EX-10.8 11 d117644dex108.htm EX-10.8 Exhibit 10.8 AMENDED AND RESTATED STOCKHOLDERS AGREEMENT BY AND AMONG MISTER CAR WASH, INC. AND THE INITIAL STOCKHOLDERS [ 🌑 ], 2021 TABLE OF CONTENTS Page SECTION I. DEFINITIONS 1 1.1 Drafting Conventions; No Construction Against Drafter 1 1.2 Defined Terms 2 SECTION II. REPRESENTATIONS AND WARRANTIES 4 2.1 Representations and Warranties of the Initial Stockh |
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| June 10, 2021 |
1271 Avenue of the Americas New York, New York 10020-1401 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh D?sseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tokyo Madrid Washington, D.C. Mil |
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| June 2, 2021 |
Exhibit 10.2 EXECUTION VERSION SECOND LIEN CREDIT AGREEMENT dated as of May 14, 2019 by and among MISTER CAR WASH HOLDINGS, INC., as Borrower HOTSHINE INTERMEDIATECO, INC., as Holdings WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent and THE LENDERS PARTY HERETO Crescent Capital Group, L.P., as Lead Arranger TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOU |
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| June 2, 2021 |
Exhibit 10.1 Execution Version AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT dated as of May 14, 2019 by and among MISTER CAR WASH HOLDINGS, INC., as Borrower HOTSHINE INTERMEDIATECO, INC., as Holdings JEFFERIES FINANCE LLC, as Administrative Agent and Collateral Agent and THE LENDERS PARTY HERETO Jefferies Finance LLC, BMO Capital Markets Corp., UBS Securities LLC and Nomura Securities Interna |
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| June 2, 2021 |
Exhibit 10.2(a) EXECUTION VERSION FIRST AMENDMENT TO SECOND LIEN CREDIT AGREEMENT FIRST AMENDMENT TO SECOND LIEN CREDIT AGREEMENT (this ?First Amendment?), dated as of March 31, 2020, by and among MISTER CAR WASH HOLDINGS, INC., a Delaware corporation (the ?Borrower?), HOTSHINE INTERMEDIATECO, INC., a Delaware corporation (?Holdings?), the Subsidiaries of the Borrower party hereto, as Subsidiary G |
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| June 2, 2021 |
2014 Stock Option Plan of Hotshine Holdings, Inc. Exhibit 10.3 2014 STOCK OPTION PLAN OF HOTSHINE HOLDINGS, INC. Hotshine Holdings, Inc., a Delaware corporation (the “Company”), hereby adopts this 2014 Stock Option Plan of Hotshine Holdings, Inc. (the “Plan”). The purposes of the Plan are as follows: (1) To further the growth, development and financial success of the Company and its Subsidiaries (as defined herein) by providing additional incenti |
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| June 2, 2021 |
Table of Contents As filed with the Securities and Exchange Commission on June 1, 2021 Registration No. |
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| June 2, 2021 |
EX-10.1(A) 3 d117644dex101a.htm EX-10.1(A) Exhibit 10.1(a) Execution Version AMENDMENT NO. 1 TO AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT This AMENDMENT NO. 1 to the Amended and Restated First Lien Credit Agreement, dated as of February 5, 2020 (this “Amendment”), is entered into among MISTER CAR WASH HOLDINGS, INC., a Delaware corporation (the “Borrower”), HOTSHINE INTERMEDIATECO, INC., a |
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| June 2, 2021 |
List of subsidiaries of Mister Car Wash, Inc. EX-21.1 8 d117644dex211.htm EX-21.1 Exhibit 21.1 Subsidiaries of Mister Car Wash Inc. Legal Name State of Incorporation Car Wash Headquarters, Inc. Delaware Car Wash Partners, Inc. Delaware CWP Asset Corp. Delaware CWP California Corp. Delaware CWP Holdings, Inc. Delaware CWP Management Corp. Delaware CWP West Corp. Delaware CWPS Corp. Delaware CWPU Corp. Delaware DWB Tucson Holdings, LLC Delaware |
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| June 2, 2021 |
Exhibit 10.3(a) NON-QUALIFIED STOCK OPTION AGREEMENT OF HOTSHINE HOLDINGS, INC. THIS AGREEMENT (the ?Agreement?) is entered into as of [] (the ?Grant Date?) by and between Hotshine Holdings, Inc., a Delaware corporation (the ?Company?), and [], an employee, consultant or director of the Company or one of its Subsidiaries (hereinafter referred to as the ?Optionee?). WHEREAS, the Board of Directors |
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| June 1, 2021 |
June 1, 2021 1271 Avenue of the Americas New York, New York 10020-1401 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh D?sseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tokyo Madrid Washing |
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| May 11, 2021 |
1271 Avenue of the Americas New York, New York 10020-1401 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh D?sseldorf San Diego May 11, 2021 Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tokyo Madrid Washing |
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| May 11, 2021 |
DRS/A 1 filename1.htm Table of Contents This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. As confidentially submitted with the Securities and Exchange Commission on May 11, 2021 as Amendment No. 1 to the Initial confidential submission. Registration No. 333- UNITED STATES SECURITIES AN |
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| April 2, 2021 |
Table of Contents This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. |
