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
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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 March 31, 2024:
Name Title Action Taken Date of Action Duration of Trading Arrangement Aggregate Number of Securities to be Sold
Jonathan Burth Chief Operating Officer Adoption March 15, 2024 June 14, 2024 to July 31, 2025 Up to 100,000 shares of Common Stock issuable upon exercise of fully vested stock options and up to 40,000 shares of Common Stock
Jane Prior Chief Marketing Officer Adoption March 15, 2024 June 14, 2024 to February 3, 2025 Up to 50,000 shares of Common Stock upon exercise of fully vested stock options
Charles van Es Chief Sales Officer Adoption March 15, 2024 June 14, 2024 to January 31, 2025 Up to 39,675 shares of Common Stock upon exercise of fully vested stock options
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-1 333-259825
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
4.4 F orm of Indenture
S-3
333-271583 4.4 5/2/23
10.1†
S econd Amendment to Amended and Restated Employment Agreement, by and between The Vita Coco Company, Inc., and Michael Kirban, dated March 4, 2024
8-K
001-40950 10.1 3/6/24
10.2+X
M anufacturing and Purchasing Agreement, by and among Century Pac ific Food, Inc. and All Market Singapore Pte . Ltd., dated as of March 8, 2024
*
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 *
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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.
** Furnished herewith.
† Indicates management contract or compensatory plan.
+ Certain portions of this exhibit (indicated by “####”) have been redacted pursuant to Regulation S-K, Item 601(a)(6).
X Certain portions of this exhibit (indicated by “[***]”) have been redacted pursuant to Regulation S-K, Item 601(b)(10)(iv).
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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: May 2, 2024
By: /s/ Martin Roper
Martin Roper
Chief Executive Officer and Director
(Principal Executive Officer)
Date: May 2, 2024
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.