Rosemary L. Ripley - Dec 1, 2023 Form 4 Insider Report for Zevia PBC (ZVIA)

Role: Director
Signature: /s/ Lorna R. Simms, Attorney-in-factfor Rosemary L. Ripley
Stock symbol: ZVIA
Transactions as of: Dec 1, 2023
Transactions value $: $0
Form type: 4
Date filed: 4/16/2024, 04:15 PM
Previous filing: Jun 20, 2023
Next filing: Jun 14, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ZVIA	Class B Common Stock	Disposed to Issuer		-3.59M	-100%		0	Dec 1, 2023	See Footnotes	F1, F2, F3
transaction	ZVIA	Class A Common Stock	Award		+3.59M	+211.99%		5.29M	Dec 1, 2023	See Footnotes	F1, F3, F4, F5
holding	ZVIA	Class A Common Stock						34.5K	Dec 1, 2023	Direct	F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ZVIA	Class B Units	Disposed to Issuer		-3.59M	-100%		0	Dec 1, 2023	Class A Common Stock	3.59M		See Footnotes	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
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.