Boston Beer reports Q3 2026 results

Item 2.02 Results of Operations and Financial Condition

On October 22, 2026, The Boston Beer Company, Inc. disclosed financial information for the third quarter of 2026 in an earnings release, a copy of which is set forth in the attached Exhibit 99.1.¹

The information in this Form 8-K and the Exhibit 99.1 attached hereto is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934² (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1³

Earnings Release of The Boston Beer Company, Inc. dated October 22, 2026³

104³

Cover Page Interactive Data File (embedded within Inline XBRL document).³

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

The Boston Beer Company, Inc.

(Registrant)

Date: October 22, 2026

/s/ Matthew D. Murphy⁴

Matthew D. Murphy⁴

Chief Accounting Officer and Interim Chief Financial Officer⁴

Investor Relations Contact:

Media Contact:

Nora Doherty

Dave DeCecco

nora.doherty@bostonbeer.com

dave.dececco@bostonbeer.com

BOSTON BEER REPORTS THIRD QUARTER FINANCIAL RESULTS

BOSTON (October 22, 2026) -- The Boston Beer Company, Inc. (NYSE: SAM), today reported financial results for the third quarter ended September 26, 2026. Key results were:

Third Quarter 2026 Summary:

• Depletions decreased 5% and shipments decreased 4.9%⁶

• Net revenue of $520.1 million decreased 3.2%⁵

• Gross margin of 51.7% up 90 basis points year ove r year

• GAAP diluted income per sh are of $4.21, which includes non-recurring litigation expenses of $0.16 p er share⁷

• Non-GAAP diluted earnings per share of $4.37⁸

Year-to-date 2026 Summary:

• Depletions decreased 5% and shipments decreased 5.4%

• Net revenu e of $1.522 billion decreased 3.6%⁹

• Gross mar gin of 50.5% up 80 basis points year over year

• GAAP diluted loss per share of $4.87, which includes non-recurring litigation expenses of $14.51 per share⁹

• Non-GAAP diluted earnings per share of $9.64¹⁰

Capital Structure

• Ended the third quarte r with $308.1 million in cash and no debt¹¹

• Repur chased $79.5 million in shares from December 28, 2025 to Octo ber 16, 2026¹¹

"The demand environment remains challenging, and we are prioritizing actions within our control to strengthen our business and improve market share trends," said Chairman, Founder and CEO Jim Koch. "We are encouraged by the strong performance of Sun Cruiser and remain focused on marketplace execution, while our continued emphasis on productivity and strong cash generation provide a solid foundation to invest behind our brands and drive long-term value."

"We delivered strong gross margin expansion and are raising the low end of our gross margin and earnings guidance, while managing through a dynamic consumer demand and input cost environment," said Interim CFO and Chief Accounting Officer Matt Murphy. "Our results reflect continued progress from our multi-year supply chain transformation, disciplined investment, and an ongoing focus on productivity across the organization."

Details of the results were as follows:

Third Quarter 2026 (13 weeks ended September 26, 2026) Summary of Results

Depletions for the third quarter decreased 5% compared to the third quarter of the prior year. Shipment volume for the quarter was approximately 1.8 million barrels, a 4.9% decrease compared to the third quarter of the prior year, driven by declines in Twisted Tea, Truly, and Samuel Adams that were partially offset by growth in the Sun Cruiser and Angry Orchard brands.

The Company believes distributor inventories as of September 26, 2026 were at appropriate levels and averaged approximately four weeks on hand which is lower than the four and a half weeks on hand at the end of September 2025.

Revenue for the quarter d ecreased 3.2% d ue to decreases in volume that were only partially offset by favorable product mix and pricing.

Gross margin of 51.7% increased from the 50.8% margin realized in the third quarter of 2025, or an increase of 90 basis points year over year.⁵ Gross margin primarily benefited from favorable product mix, price increases, procurement savings and improved brewery efficiencies, which were partially offset by inflationary commodity and tariff costs.

The third quarter gross margin of 51.7% includes $1.6 million of shortfall fees and non-cash expense of third-party production pre-payments in total, which negatively impacted gross margin by approximately 31 basis points on an absolute basis.

Advertising, promotional and selling expenses in the third quarter were flat year over year. This reflected $9.5 million in higher freight costs, with higher freight rates more than offsetting the benefit of lower shipment volumes, and a $9.0 million reduction in advertising spend.

Ge neral and administrative expenses decreased by $2.1 million compared to the third quarter of 2025, primarily driven by lower salary and benefit costs. Included in the current-quarter expense was $0.4 million of legal fees related to the previously disclosed supplier dispute litigation.

Litigation expenses of $1.8 million, related to the supplier dispute, represents post-judgment interest expense. Post-judgment interest expense through the appeals process will be applied to the combined pre-tax total of the judgment and pre-judgment interest amounts of $191.0 million at the statutory rate, which is estimated to be 3.79%. The Company continues to deny that it breached the terms of the contract with the supplier and intends to pursue all available post-trial motions and appellate remedies. The Company cannot estimate when or if damages or interest will ultimately be paid or when this matter will ultimately be resolved.

In the third quarter of 2026, the combined pre-tax expense related to the supplier dispute litigation of $2.2 million consists of legal expenses of $0.4 million, recorded in general and administrative expenses, and litigation expenses of $1.8 million. The after-tax impact reduced earnings per share by $0.16.

Impairment of b rewery assets of $2.9 million increased by $1.5 million compared to the third quarter of 2025, due to increased write-offs of equipment at Company-owned breweries.

The Company's effective tax rate for the third quarter was 26.7%. Excluding the impact of the supplier disput