{"url_path":"/sec/yswy/8-k/2026-04-27/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 ****Entry into a Material Definitive Agreement.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-04-27","source_url":"https://www.sec.gov/Archives/edgar/data/1859836/0001104659-26-049520-index.html","accession_number":"0001104659-26-049520","cik":"0001859836","ticker":"YSWY","issuer_name":"Yesway, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1859836/0001104659-26-049520-index.html","primary_entity_key":"0001859836","primary_entity_name":"Yesway, Inc."},"word_count":359,"has_tables":true,"body_markdown":"**Item 1.01.****Entry into a Material Definitive Agreement.**\n\nIn connection with the initial public\noffering (the “Offering”) by Yesway, Inc. (the “Company”) of its Class A common stock, par value $0.0001\n(the “Class A Common Stock”), described in the prospectus (the “Prospectus”), dated April 21, 2026, filed\nwith the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933, as amended (the “Securities\nAct”), which is deemed to be part of the Registration Statement on Form S-1 (File No. 333-294679) (as amended, the\n“Registration Statement”), the Company entered into the following agreements, the forms of which were previously filed\nas exhibits to the Registration Statement:\n\n•\n\na Tax Receivable Agreement, dated April 21, 2026,\nby and among the Company, BW Ultimate Parent, LLC, the TRA Parties (as defined therein), the Brookwood Nominee (as defined therein), and\neach of the other Persons (as defined therein) from time to time party thereto, a copy of which is filed as Exhibit 10.1 to this Current\nReport on Form 8-K and is incorporated herein by reference;\n\n•\na Fourth Amended and Restated Limited Liability Company Agreement of BW Ultimate Parent, LLC, dated April 21, 2026, by and among BW Ultimate Parent, LLC, the Company and the other Members (as defined therein), a copy of which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein by reference;\n\n•\n\na Stockholders Agreement, dated April 21, 2026,\nby and among the Company and the Brookwood Parties (as defined therein), a copy of which is filed as Exhibit 10.3 to this Current Report\non Form 8-K and is incorporated herein by reference; and\n\n•\na Registration Rights Agreement, dated April 21, 2026, by and among the Company and each other Person identified on the Schedule of Holders (as defined therein) attached thereto, a copy of which is filed as Exhibit 10.4 to this Current Report on Form 8-K and is incorporated herein by reference.\n\nThe terms of these agreements are substantially\nthe same as the terms set forth in the forms of such agreements filed as exhibits to the Registration Statement and as described in the\nProspectus."}