Morreau Jane C Form 4 Vita Coco / JANE C MORREAU ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MORREAU JANE C

(Last) (First) (Middle)

250 PARK AVENUE SOUTH, 7TH FLOOR

(Street)

NEW YORK NY 10003

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vita Coco Company, Inc. [ COCO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/31/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/31/2022		M		2,333	A	$0.00(1)	2,333	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	05/31/2022		M			2,333	(2)	(2)	Common Stock	2,333	$0.00	0	D
Deferred Stock Units	(3)	06/01/2022		A		5,757		(3)	(3)	Common Stock	5,757	$0.00	5,757	D
Stock Option (Right to Buy)	$10.178							(4)	07/12/2031	Common Stock	45,500		45,500	D

Explanation of Responses:

1. Restricted stock units ("RSUs") convert to common stock on a one-for-one basis.

2. RSUs were granted on October 21, 2021 with a vesting date of the earlier of (i) the day immediately preceding the first Annual Meeting after the grant date or (ii) on October 21, 2022 provided that the Reporting Person remains in continuous service on the applicable vesting date.

3. Each deferred stock unit represents the right to receive one share of common stock of the Issuer. The deferred stock units granted under the company's 2021 Incentive Award Plan vest in full the earlier of (i) the day immediately preceding the first Annual Meeting after the grant date or (ii) the first anniversary of the grant date provided that the Reporting Person remains in continuous service on the applicable vesting date, and will settle on the date the Reporting Person ceases service on the Board.

4. The stock option vests in three annual installments on July 12, 2022 (with respect to 15,015 underlying shares), July 12, 2023 (with respect to 15,015 underlying shares) and July 12, 2024 (with respect to 15,470 underlying shares), respectively.

Remarks:

	/s/ Yolanda Goettsch, Attorney-in-Fact for Jane Morreau	06/02/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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