4 unchanged sentences
Evaluation of disclosure controls and procedures
−Removed: Our management, with the participation of our co-principal executive officers and principal financial officer, evaluated, as of the end of the period covered by this Annual Report on Form 10-K, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act).
−Removed: Based on that evaluation, our co-principal executive officers and principal financial officer concluded that, as of December 31, 2021, our disclosure controls and procedures were effective at the reasonable assurance level.
+Added: Our management, with the participation of our principal executive officer and principal financial officer, evaluated, as of the end of the period covered by this Annual Report on Form 10-K, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act).
+Added: Based on that evaluation, our principal executive officer and principal financial officer concluded that, as of December 31, 2022, our disclosure controls and procedures were effective at the reasonable assurance level.
Management’s annual report on internal control over financial reporting
−Removed: This Annual Report on Form 10-K does not include a report of management’s assessment regarding our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) or an attestation report of our independent registered accounting firm due to a transition period established by rules of the SEC for newly public companies.
+Added: The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act).
+Added: Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with accounting principles generally accepted in the United States of America.
+Added: Our management, with the participation of our principal executive officer and principal financial officer, conducted an assessment of the effectiveness of the Company’s internal control over financial reporting based on criteria established in “Internal Control—Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").
+Added: Based on this assessment, the management of the Company concluded that the Company’s internal control over financial reporting was effective as of December 31, 2022.
+Added: This Annual Report on Form 10-K does not include an attestation report on the Company’s internal control over financial reporting from the Company’s independent registered public accounting firm due to the Company’s status as an “emerging growth company” under the JOBS Act.
Changes in Internal Control over Financial Reporting
23 unchanged sentences
Exhibit Description Form File No.
−Removed: Exhibit Filing
−Removed: 3.1 Sec o nd Amended and Restated Certificate of Incorporation.
+Added: Exhibit Filing Date
+Added: Furnished Herewith
+Added: 3.1 Second Amended and Restated Certificate of Incorporation of The Vita Co co Company, Inc .
8-K 001- 40950
−Removed: 3.2 Amended and Restated Bylaws .
+Added: 3.2 Amended and Restated Bylaws of The Vita Coco Company, Inc .
8-K 001- 40950
14 unchanged sentences
10.3+ Third Amendment to Credit Agreement, by and between All Market Inc., the Guarantors, and Wells Fargo Bank, National Association, dated as of November 2, 2021 .
+Added: 10-K 001-10950 10.3 3/14/22
+Added: 10.4+ Fourth Amendment to the Credit Agreement, by and between All Market Inc., the Guarantors, and Wells Fargo Bank, National Association, dated as of December 5, 2022.
All Market Inc.
3 unchanged sentences
2021 Incentive Award Plan .
+Added: 10-K 001-10950 10.3 3/14/22
The Vita Coco Company, Inc.
2 unchanged sentences
10.8† Form of Stock Option Grant Notice
+Added: 10-K 001-10950 10.3 3/14/22
10.9† Form of Restricted Stock Grant Notice
+Added: 10-K 001-10950 10.3 3/14/22
10.10† Amended and Restated Employment Agreement, by and between The Vita Coco Company, Inc.
1 unchanged sentence
10-Q 001-40950 10.5 11/17/21
+Added: 10.11† First Amendment to Employment Agreement, by and between The Vita Coco Company, Inc.
+Added: and Michael Kirban, effective as of May 2, 2022.
+Added: 10-Q 001-40950 10.1 11/10/22
10.12† Amended and Restated Employment Agreement, by and between The Vita Coco Company, Inc.
11 unchanged sentences
Employment Agreement, by and between All Market Inc.
−Removed: and Kevin Benmoussa, dated as of February 10, 2021.
−Removed: S-1 333 - 259825
−Removed: 10.11 9/27/21
+Added: and Rowena Ricalde, dated as of June 1, 2021.
+Added: Amendment to the Employment Agreement, by and between All Market Inc.
+Added: and Rowena Ricalde, dated as of January 12, 2022 .
Employment Agreement, by and between All Market Inc.
16 unchanged sentences
23.1 Consent of Deloitte & Touche LLP Independent Registered Public Accounting Firm.
−Removed: 31.1 Rule 13a-14(a)/15d-14(a) Certification of Co-Chief Executive Officer.
−Removed: 31.2 Rule 13a-14(a)/15d-14(a) Certification of Co-Chief Executive Officer.
−Removed: 31.3 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
−Removed: 32.1 Section 1350 Certification of Co-Chief Executive Officer.
−Removed: 32.2 Section 1350 Certification of Co-Chief Executive Officer.
−Removed: 32.3 Section 1350 Certification of Chief Financial Officer.
+Added: 31.1 Rule 13a-14(a)/15d-14(a) Certification of C h i e f E x e c u t i v e O f f i c e r .
+Added: 31.2 Rule 13a-14(a)/15d-14(a) Certification of Interim Chief Financial Officer.
+Added: 32.1 Section 1350 Certification of Chief Executive Officer.
+Added: 32.2 Section 1350 Certification of Interim Chief Financial Officer.
101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document.
15 unchanged sentences
/s/ Martin Roper
−Removed: Co-Chief Executive Officer
+Added: Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.
Name Title Date
−Removed: /s/ Michael Kirban Chairman and Co-Chief Executive Officer March 14, 2022
−Removed: Michael Kirban (Principal Executive Officer)
−Removed: /s/ Martin Roper Co-Chief Executive Officer and Director March 14, 2022
+Added: /s/ Martin Roper Chief Executive Officer and Director March 14, 2023
Martin Roper (Principal Executive Officer)
−Removed: /s/ Kevin Benmoussa Chief Financial Officer March 14, 2022
−Removed: Kevin Benmoussa ( Principal Financial Officer and Accounting Officer )
−Removed: /s/ Axelle Henry Director March 14, 2022
+Added: /s/ Rowena Ricalde Interim Chief Financial Officer March 14, 2023
+Added: Rowena Ricalde ( Principal Financial and Accounting Officer )
+Added: /s/ Michael Kirban Chairman and Director March 14, 2023
+Added: Michael Kirban
+Added: /s/ Aishetu Fatima Dozie Director March 14, 2023
+Added: Aishetu Fatima Dozie
/s/ John Leahy
12 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.