SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

RAUCH DAVID ERIC

(Last)

(First)

(Middle)

16767 N PERIMETER DRIVE

SUITE 320

(Street)

SCOTTSDALE

85260

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ALKALINE WATER Co INC [ WTER ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/16/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								5,334⁽⁵⁾	I	David and Julie Rauch Trust⁽²⁾
Common Stock	05/16/2023		A		3,333	A	⁽⁴⁾	3,333	D
Series E Preferred Stock⁽¹⁾								100,000	I	David and Julie Rauch Trust⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options	$3.75⁽⁵⁾							11/16/2023⁽³⁾	11/16/2032	Common	6,666⁽⁵⁾		6,666⁽⁵⁾	D

Explanation of Responses:

1. Each share of Series E Preferred Stock is convertible, after November 23, 2023, at the option of The Alkaline Water Company Inc. (the Company), into that number of units of the Company (each, a Unit) determined by dividing the stated value ($1.00 per share) of such share by $3.75. Each Unit will consist of one share of common stock and one-half of one warrant with each whole warrant entitling the holder to acquire one share of common stock at an exercise price of $4.6875 for three years following conversion. A holder may, at its option, after January 31, 2023, convert all, but no less than all, of shares of Series E Preferred Stock held by such holder into that number of Units determined by dividing the stated value of such shares by $3.75. Each share of the Series E Preferred Stock will also automatically convert, upon the occurrence of a certain fundamental transaction, into that number of Units determined by dividing the stated value of such share by $3.75.

2. David Rauch and Julie Rauch are the only trustees and the only beneficiaries of the David and Julie Rauch Trust. Julie Rauch is the spouse of David Rauch.

3. These options vest as follows: (i) 50% on the first year anniversary of the grant date and (ii) 50% on the second year anniversary of the grant date.

4. These shares were granted as a restricted award under the 2020 Equity Incentive Plan and issued on May 16, 2023 upon vesting.

5. Reflects the reverse split on the basis of 15:1 which became effective on April 5, 2023.

	/s/ David Rauch	05/18/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.