Zevia PBC (ZVIA) Form 4 Change in insider ownership

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^*

White Pine, Inc./WA

(Last) (First) (Middle)

801 SECOND AVENUE

SUITE 1700

(Street)

SEATTLE WA 98104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Zevia PBC [ ZVIA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2022

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

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

	Form filed by One Reporting Person
X	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
Class B Common Stock(1)(2)	09/02/2022		C(3)		500,000	D	$0	7,055,938	D
Class A Common Stock(1)	09/02/2022		C(3)		500,000	A	$0	500,000	D
Class B Common Stock(1)(2)	12/02/2022		C(4)		2,100,000	D	$0	4,955,938	D
Class A Common Stock(1)	12/02/2022		C(4)		2,100,000	A	$0	2,600,000	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
Class B Units	(2)	09/02/2022		C(3)			500,000	(2)	(2)	Class A Common Stock	500,000	$0	7,055,938	D
Class B Units	(2)	12/02/2022		C(4)			2,100,000	(2)	(2)	Class A Common Stock	2,100,000	$0	4,955,938	D

1. Name and Address of Reporting Person^*

White Pine, Inc./WA

(Last) (First) (Middle)

801 SECOND AVENUE

SUITE 1700

(Street)

SEATTLE WA 98104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Laird Norton Co LLC

(Last) (First) (Middle)

801 SECOND AVENUE

SUITE 1700

(Street)

SEATTLE WA 98104

(City) (State) (Zip)

Explanation of Responses:

1. This Form 4 is filed jointly by White Pine, Inc. ("White Pine") and Laird Norton Company LLC ("LNC"). The securities are directly owned by White Pine. White Pine is a wholly owned subsidiary of LNC, and accordingly LNC may be deemed to beneficially own the securities owned directly by White Pine.

2. In connection with the Company's IPO, the Company issued shares of its Class B Common Stock on a one-for-one basis to all holders of Class B Units in Zevia LLC. The Class B Units of Zevia LLC are exchangeable, at the holder's option, on a one-for-one basis into shares of Class A Common Stock of the Issuer. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock will be automatically cancelled.

3. On September 2, 2022, White Pine converted 500,000 Class B Units to shares of Class A Common Stock and a corresponding number of shares of Class B Common Stock held by White Pine were cancelled.

4. On December 2, 2022, White Pine converted 2,100,000 Class B Units to shares of Class A Common Stock and a corresponding number of shares of Class B Common Stock held by White Pine were cancelled.

	/s/ Joseph Phelps, attorney-in-fact	12/06/2022
	/s/ Joseph Phelps, attorney-in-fact	12/06/2022
	** 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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