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 or terminated 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 September 30, 2024:
Name Title Action Taken Date of Action Duration of Trading Arrangement Aggregate Number of Securities to be Sold
Corey Baker Chief Financial Officer Adoption August 15, 2024 November 13, 2024 to May 30, 2025 Up to 5,172 shares of Common Stock
In addition, the following table discloses an officer (as defined in Rule 16a-1(f) under the Exchange Act), who adopted or terminated a contract, instruction, or written plan for the sale of securities of the Company intended to satisfy the affirmative defense of Rule 10b5-1c) that was not previously disclosed:
Name Title Action Taken Date of Action Duration of Trading Arrangement Aggregate Number of Securities to be Sold
Martin Roper Chief Executive Officer Adoption May 9, 2024 September 16, 2024 to September 12, 2025 Up to 144,694 shares of Common Stock, subject to a daily maximum of 5,000 shares
The Christopher G. Roper Exempt Family Trust A trust for which Mr. Roper's spouse is the trustee Adoption May 9, 2024 September 16, 2024 to September 12, 2025 Up to 143,394 shares of common stock, subject to a daily maximum of 5,000 shares
The Peter S. Roper Exempt Family Trust A trust for which Mr. Roper's spouse is the trustee Adoption May 9, 2024 September 16, 2024 to September 12, 2025 Up to 143,394 shares of common stock, subject to a daily maximum of 5,000 shares
The Thomas L. Roper Exempt Family Trust A trust for which Mr. Roper's spouse is the trustee Adoption May 9, 2024 September 16, 2024 to September 12, 2025 Up to 143,394 shares of common stock, subject to a daily maximum of 5,000 shares
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 Form of Indenture
S-3
333-271583 4.4 5/2/23
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)
_______________________
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* Filed herewith.
** Furnished herewith.
+ Certain portions of this exhibit (indicated by “####”) have been redacted pursuant to Regulation S-K, Item 601(a)(6).
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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: October 30, 2024
By: /s/ Martin Roper
Martin Roper
Chief Executive Officer and Director
(Principal Executive Officer)
Date: October 30, 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.