Zevia PBC — Director's Dealing 2024

Apr 16, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Zevia PBC (ZVIA)
CIK: 0001854139
Period of Report: 2023-12-01

Reporting Person: Ripley Rosemary L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-12-01	Class B Common Stock	D	3591906	—	Disposed	0	Indirect
2023-12-01	Class A Common Stock	A	3591906	—	Acquired	5286264	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-12-01	Class B Units	$	D	3591906	Disposed		Class A Common Stock (3591906)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	34506	Direct

Footnotes

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.

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.

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.

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.

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.

F6: Includes 18,359 RSUs. Each RSU represents the right to receive one share of Class A Common Stock of the Issuer. 18,359 RSUs vest on the earlier to occur of (i) June 15, 2024 or (ii) the Issuer's 2024 annual meeting of stockholders and are settled within 30 days following such vesting date.