Item 5. Other Information
Item 5. Other Information.
Rule 10b5-1 Trading Plans
In accordance with the disclosure requirements set forth in Item 408(a) of Regulation S-K, the following table discloses any officer (as defined in Rule 16a-1(f) under the Exchange Act), director, or entity controlled by such officer or director who adopted a contract, instruction, or written plan for the sale of securities of the Company intended to satisfy the affirmative defense of Rule 10b5-1(c) during the quarterly period ended June 30, 2023:
Name Title Action Taken Date of Action Duration of Trading Arrangement Aggregate Number of Securities to be Sold
The Michael Kirban Revocable Trust A trust controlled by Michael Kirban (Co-Founder, Executive Chairman and Chairman of the Board) Adoption June 15, 2023 September 14, 2023 to September 13, 2024 Up to 240,000 shares of common stock
Ira Liran
Director Adoption
June 15, 2023 September 14, 2023 to September 13, 2024 Up to 76,000 shares of common stock
The Ira Liran 2012 Family Trust A trust controlled by Mr.Liran Adoption June 15, 2023 September 14, 2023 to September 13, 2024 Up to 268,000 shares of common stock
Martin Roper
Chief Executive Officer Adoption
June 12, 2023 September 15, 2023 to September 13, 2024 Up to 144,694 shares of common stock
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The Christopher G. Roper Exempt Family Trust
A trust for which Mr.Roper's spouse is the trustee Adoption
June, 12, 2023 September 15, 2023 to September 13, 2024 Up to 143,394 shares of common stock
The Peter S. Roper Exempt Family Trust A trust for which Mr. Roper’s spouse is the trustee Adoption
June, 12, 2023 September 15, 2023 to September 13, 2024 Up to 143,394 shares of common stock
The Thomas L. Roper Exempt Family Trust A trust for which Mr. Roper’s spouse is the trustee Adoption
June, 12, 2023 September 15, 2023 to September 13, 2024 Up to 143,394 shares of common stock
Jonathan Burth Chief Operating Officer Adoption June 15, 2023 September 14, 2023 to February 9, 2024 Up to 60,000 shares of common stock and up to 160,000 shares of common stock issuable to Mr. Burth upon exercise of fully vested stock options
Jane Prior Chief Marketing Officer Adoption June 15, 2023 September 14, 2023 to March 29, 2024 Up to 140,000 shares of common stock
Charles van Es Chief Sales Officer Adoption June 12, 2023 September 14, 2023 to February 9, 2024 Up to 90,000 shares of common stock
Other than as disclosed above, no other officer, director or entity controlled by such officer or director adopted , modified or terminated a contract, instruction or written plan for the purchase or sale of securities of the company intended to satisfy the affirmative defense of Rule 10b5-1(c) or a non-Rule 10b5-1 trading arrangement.
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Item 6. Exhibits.
Exhibit
Number Exhibit Description Incorporated by Reference Filed /
Furnished
Herewith
Form File No. Exhibit Filing Date
3.1 Second Amended and Restated Certificate of Incorporation.
8-K 001-40950 3.1
10/25/21
3.2 Amended and Restated Bylaws.
8-K 001-40950 3.2 10/25/21
4.1 Specimen Common Stock Certificate of The Vita Coco Company, Inc.
S-1 333-29825 4.1 9/27/21
4.2 Registration Rights Agreement, by and among The Vita Coco Company, Inc. and certain security holders of The Vita Coco Company, Inc., dated as of October 20, 2021.
8-K 001-40950 10.1 10/25/21
4.3 Investor Rights Agreement, among The Vita Coco Company, Inc., Verlinvest Beverages SA, Michael Kirban and Ira Liran, dated as of October 20, 2021.
8-K 001-40950 10.2 10/25/21
31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a).
*
31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a).
*
32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350.
**
32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350.
**
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. *
101.SCH Inline XBRL Taxonomy Extension Schema Document *
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document *
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document *
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document *
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document *
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
_______________________
* Filed herewith.
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** Furnished herewith.
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SIGNATURES
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.
THE VITA COCO COMPANY, INC.
Date: August 3, 2023
By: /s/ Martin Roper
Martin Roper
Chief Executive Officer and Director
(Principal Executive Officer)
Date: August 3, 2023
By: /s/ Corey Baker
Corey Baker
Chief Financial Officer
(Principal Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.