Exhibit 10.1
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS
This SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”) is entered into by and between Zevia PBC, a Delaware public benefit corporation (the “Company”), and William D. Beech (“Employee”). Employee and the Company are each referred to herein as a “Party” and collectively as the “Parties.”
WHEREAS, Employee’s employment with the Company terminated effective as of May 6, 2022 (such actual date of termination, the “Separation Date”);
WHEREAS, as of the Separation Date, the following equity awards of the Company remain outstanding: (i) options to purchase [26,778] shares of Class A common stock of the Company (the “Options”) pursuant to those certain Unit Option Agreements dated May 9, 2018 and July 17, 2020 and the Zevia LLC 2011 Unit Incentive Plan (collectively, the “Option Agreements”) and (ii) [75,000] vested restricted stock units pursuant to that certain Notice of Restricted Class C Common Unit Award and Restricted Class C Common Unit Agreement dated March 17, 2021 and the Zevia 2020 Incentive Plan (collectively, together with the Option Agreements, the “Award Agreements”);
WHEREAS, reference is made to that certain Employment, Confidential Information, and Invention Assignment Agreement between Employee and the Company, dated May 14, 2020 (the “Confidentiality Agreement”); and
WHEREAS, the Company wishes to provide Employee with certain severance payments and benefits, which are conditioned upon Employee’s execution, delivery, non-revocation of and compliance with this Agreement.
NOW, THEREFORE, in consideration of the promises set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Employee and the Company, the Parties hereby agree as follows:
Employee acknowledges and agrees that the consideration referenced in this Section 2 represents the entirety of the amounts Employee is eligible to receive as severance pay and benefits from the Company or any other Company Party. Employee further acknowledges that as of the Separation Date, Employee automatically forfeited all then unvested Options, and such awards shall terminate automatically and without any further action by the Company and at no cost to the Company.
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A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.
Employee waives all rights under Section 1542 or any other law or statute of similar effect in any jurisdiction with respect to the Released Claims. Employee acknowledges that Employee understands the significance and specifically assumes the risk regarding the consequences of such release and such specific waiver of Section 1542.
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Exhibit 10.1
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates set forth beneath their names below, effective for all purposes as provided above.
EMPLOYEE
/s/ William D. Beech
William D. Beech
ZEVIA PBC
By: /s/ Soley Van Lokeren
Name: Soley Van Lokeren
Title: Sr. VP, People
Signature Page to
Separation Agreement
and General Release of Claims