Form 4 for ZVIA Zevia PBC
Accepted 2024-04-16 00:00:00 ET · period of report 2023-12-01 · accession 0001829141-24-000002 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2024-04-16 | 2023-12-01 | ZVIA | Ripley Rosemary L | Dir | A - Grant | — | +3.59M | 5.29M | +212% | — |
| DI | 2024-04-16 | 2023-12-01 | ZVIA | Ripley Rosemary L | Dir | D - Sale to Iss | — | -3.59M | 0 | -100% | — |
| DI | 2024-04-16 | 2023-12-01 | ZVIA | Ripley Rosemary L | Dir | D - Sale to Iss | — | -3.59M | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-12-01 | A | A | 3,591,906 | — | 5,286,264 | I See Footnotes | — | — | (F4) Represents the number of shares that were acquired upon the exchange of Class B Units of Zevia LLC for Class A Common Stock of the Issuer. (F1) The Class B Units of Zevia LLC are exchangeable, at the holder's option, on a one-for-one basis into shares of Class A Common Stock of the Issuer. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock of the Issuer is automatically cancelled. (F3) Represents securities owned directly by NGEN III, LP ("NGEN III"), NGEN Zevia SPV, LLC ("NGEN Zevia"), and NGEN-Mantra Holdings LLC ("NGEN-Mantra"). Ms. Ripley directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares of Class A Common Stock and Class B Common Stock owned, directly or indirectly, by NGEN III, NGEN Zevia and NGEN-Mantra. Ms. Ripley disclaims beneficial ownership of the shares of Class A Common Stock and Class B Common Stock reported herein except to the extent of her pecuniary interest therein and this report shall not be deemed an admission that she is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. (F5) Of the shares of Class A Common Stock reported, 2,567,006 are held by NGEN III, 2,493,594 are held by NGEN Zevia, and 225,664 shares are held by NGEN-Mantra. |
| 2 | Common | Class B Common Stock | 2023-12-01 | D | D | 3,591,906 | — | 0 | I See Footnotes | — | — | (F2) Represents the number of shares that were cancelled upon the exchange of Class B Units of Zevia LLC for Class A Common Stock of the Issuer. (F1) The Class B Units of Zevia LLC are exchangeable, at the holder's option, on a one-for-one basis into shares of Class A Common Stock of the Issuer. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock of the Issuer is automatically cancelled. (F3) Represents securities owned directly by NGEN III, LP ("NGEN III"), NGEN Zevia SPV, LLC ("NGEN Zevia"), and NGEN-Mantra Holdings LLC ("NGEN-Mantra"). Ms. Ripley directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares of Class A Common Stock and Class B Common Stock owned, directly or indirectly, by NGEN III, NGEN Zevia and NGEN-Mantra. Ms. Ripley disclaims beneficial ownership of the shares of Class A Common Stock and Class B Common Stock reported herein except to the extent of her pecuniary interest therein and this report shall not be deemed an admission that she is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
| 3 | Derivative | Class B Units | 2023-12-01 | D | D | 3,591,906 | — | 0 | I See Footnotes | — · — to — | 3,591,906 Class A Common Stock | (F1) The Class B Units of Zevia LLC are exchangeable, at the holder's option, on a one-for-one basis into shares of Class A Common Stock of the Issuer. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock of the Issuer is automatically cancelled. (F3) Represents securities owned directly by NGEN III, LP ("NGEN III"), NGEN Zevia SPV, LLC ("NGEN Zevia"), and NGEN-Mantra Holdings LLC ("NGEN-Mantra"). Ms. Ripley directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares of Class A Common Stock and Class B Common Stock owned, directly or indirectly, by NGEN III, NGEN Zevia and NGEN-Mantra. Ms. Ripley disclaims beneficial ownership of the shares of Class A Common Stock and Class B Common Stock reported herein except to the extent of her pecuniary interest therein and this report shall not be deemed an admission that she is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |