UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
(d) On July 12, 2024, upon recommendation from the governance committee, the board of directors of Reed’s, Inc., a Delaware corporation (“Reed’s” or the “company”) increased the number of board seats from seven (7) to eight (8) and appointed Jerry Lewin to serve as a director to fill the newly created vacancy.
Mr. Lewin is an independent director designee of D&D Source of Life Holding LTD (“D&D”), Reed’s largest stockholder. D&D’s other director designees are Shufen Deng (non-independent) and Randle Lee Edwards (independent). D&D invested $3 million as the lead investor in Reed’s PIPE transaction, which closed on March 25, 2023. As part of the PIPE transaction, Reed’s and D&D entered into a shareholders agreement pursuant to which, among other provisions, Reed’s agreed to support D&D’s nomination of up to two board designees, one of which was required to be an independent director. Subsequently, pursuant D&D’s SAFE investment in the amount of $3 million in Reed’s on February 8, 2024, D&D was given the right to designate a second independent director. Pursuant to the SAFE, Reed’s agreed to limit the size of its board to nine (9) unless an increase is separately approved by D&D’s independent directors. Further, the parties agreed D&D’s rights to designate the three directors will continue so long as D&D beneficially holds 25% or more of Reed’s common stock.
Ms. Lewin has not been named to any of the board’s committees at this time. Mr. Lewin will be entitled to standard board compensation consisting of $50,000 per year (pro-rated for partial years), payable quarterly.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| REEDS, INC., | ||
| a Delaware corporation | ||
| Dated: July 18, 2024 | By: | /s/ Norman E. Snyder, Jr. |
| Norman E. Snyder, Jr., | ||
| Chief Executive Officer | ||
Cover |
Jul. 12, 2024 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Jul. 12, 2024 |
| Entity File Number | 001-32501 |
| Entity Registrant Name | REED’S, INC. |
| Entity Central Index Key | 0001140215 |
| Entity Tax Identification Number | 35-2177773 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 201 Merritt 7 Corporate Park |
| Entity Address, City or Town | Norwalk |
| Entity Address, State or Province | CT |
| Entity Address, Postal Zip Code | 06851 |
| City Area Code | (800) |
| Local Phone Number | 997-3337 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |