Zevia PBC — Director's Dealing 2022

Feb 15, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Zevia PBC (ZVIA)
CIK: 0001854139
Period of Report: 2022-02-10

Reporting Person: Gay Robert (Chief Strategy Officer & EVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-02-10	Class A Common Stock	M	90000	$0.01	Acquired	940000	Direct
2022-02-10	Class A Common Stock	D	118	$7.64	Disposed	939882	Direct
2022-02-10	Class A Common Stock	F	26616	$9.38	Disposed	913266	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-10	Restricted Phantom Units	$0.01	M	90000	Disposed	2029-01-01	Class A Common Stock (90000)	Direct

Footnotes

F1: Represents 90,000 restricted phantom units that vested on January 21, 2022 and were settled on February 10, 2022. Each restricted phantom unit represented the right to receive a number of shares of Class A Common Stock of the Issuer with a fair market value equal to (i) the total number of restricted phantom units, multiplied by (ii) the difference between (x) the fair market value of a share of Class A Common Stock of the Issuer on the vesting date and (y) the exercise price per unit.

F2: The transaction reported reflects the withholding of shares of Class A Common Stock in satisfaction of the Reporting Person's tax liability in connection with the settlement of the restricted phantom units.

F3: Includes 850,000 restricted stock units ("RSUs"). Each RSU represents the right to receive one share of Class A Common Stock of the Issuer. 700,000 RSUs will vest as follows: (i) 100% on the consummation of a change of control or (ii) in equal monthly installments over the 36-month period following January 17, 2022, and 150,000 RSUs are vested in full, subject to deferred settlement in one-third increments on each of January 17, 2023, January 17, 2024, and January 17, 2025.