Item 5. Other Information
Item 5. Other Information
(a) None.
(b) None.
(c)
Except as set forth below, during the three months ended March 31, 2024, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).
On March 18, 2024 , Mr. T. Christopher Pledger , the Company’s Chief Financial Officer , entered into a Rule 10b5-1 trading arrangement (the “10b5-1 Plan”) to sell up to 30,000 shares of the Company’s common stock during the period starting 90 days after the date of the 10b5-1 Plan and ending on March 31, 2025 , subject to certain conditions.
50
Table of Contents
Item 6. Exhibits
Exhibi t
Index
Incorporated by Reference
Exhibit
Number
Exhibit Description
Form
File No.
Exhibit
Filing
Date
Filed
Herewith
3.1
Certificate of Incorporation of Westrock Coffee Company
10-Q
001-41485
3.1
August 29, 2022
3.2
Bylaws of Westrock Coffee Company
10-Q
001-41485
3.2
August 29, 2022
4.1
Form of Convertible Note of Westrock Coffee Company, dated February 15, 2024
8-K
001-41485
4.1
February 15, 2024
10.1
Amendment No. 3, dated as of f 15, 2024, among Westrock Beverage Solutions, LLC, as the borrower, the lenders party thereto and Wells Fargo Bank, N.A., as administrative agent
8-K
001-41485
10.1
February 15, 2024
10.2
Westrock Coffee Company Deferred Compensation Plan for Non-Employee Directors
10-K
001-41485
10.19
March 15, 2024
10.3
Form of Restricted Stock Unit Award Agreement
*
31.1
Chief Executive Officer—Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*
31.2
Chief Financial Officer—Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*
32.1
Chief Executive Officer—Certification pursuant to Rule13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
**
32.2
Chief Financial Officer—Certification pursuant to Rule 13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
**
101.INS
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
XBRL Taxonomy Extension Schema Document.
*
51
Table of Contents
101.CAL
XBRL Taxonomy Calculation Linkbase Document.
*
101.DEF
XBRL Definition Linkbase Document.
*
101.LAB
XBRL Taxonomy Label Linkbase Document.
*
101.PRE
XBRL Taxonomy Presentation Linkbase Document.
*
104
Cover Page Interactive Data File – The Cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
* Filed herewith.
** Furnished herewith.
52
Table of Contents
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.
Westrock Coffee Company
Date: May 9, 2024
By:
/s/ T. Christopher Pledger
Name:
T. Christopher Pledger
Title:
Chief Financial Officer
(Principal Financial Officer)
Date: May 9, 2024
By:
/s/ Blake Schuhmacher
Name:
Blake Schuhmacher
Title:
Senior Vice President – Chief Accounting Officer
(Principal Accounting Officer)
53
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.