SEC FORM 4/A

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

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Simms Lorna R.

(Last)

(First)

(Middle)

C/O ZEVIA PBC

15821 VENTURA BLVD., SUITE 135

(Street)

ENCINO

91436

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Zevia PBC [ ZVIA ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, GC & Corporate Secretary

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/27/2024

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)
Class A Common Stock	03/25/2024		S⁽¹⁾		5,120⁽²⁾	D	$1.0429⁽³⁾	232,993⁽⁴⁾	D

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)

Explanation of Responses:

1. The transaction reported reflects the sale of shares of Class A Common Stock in satisfaction of the Reporting Person's tax liability in connection with the settlement of 15,506 restricted stock units ("RSUs"). This sale was made to satisfy tax withholding obligations through a "sell to cover" transaction and does not represent a discretionary trade made by the Reporting Person.

2. The original Form 4, filed yesterday, March 27, 2024, is being amended by this Form 4 amendment solely to correct an administrative error, which misreported the transaction as an acquisition in column 4, rather than disposition, of shares by the Reporting Person.

3. The price reported in Column 4 is a weighted average sale price of the Issuer's Class A Common Stock. These shares were sold in multiple transactions at prices ranging from $1.035 to $1.06, inclusive. The Reporting Person undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. Includes 192,651 RSUs. Each RSU represents the right to receive one share of Class A Common Stock of the Issuer. 17,334 RSUs are vested in full, subject to deferred settlement on January 17, 2025. 18,140 RSUs began vesting in 1/4 increments on each anniversary of March 17, 2022 and are settled within 30 days following each vesting date. 43,885 RSUs began vesting in 1/4 increments on each anniversary of March 17, 2023 and are settled within 30 days following each vesting date. 133,333 RSUs begin vesting in 1/4 increments on each anniversary of March 11, 2024 and are settled within 30 days following each vesting date.

	/s/ Lorna R. Simms	03/28/2024
	** 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).
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