Form 4: S2G Investments Converts Preferred Stock to OFRM Common

S2G Investments, a 10% owner and director of Once Upon a Farm, PBC, converted various preferred stock and convertible notes into over 5.6 million shares of common stock following the company's initial public offering.

Summary

• S2G Investments, LLC, acting as investment manager for S2G Builders Food & Agriculture Fund III, LP, S2G Ventures Fund I, L.P., and S2G Ventures Fund II, L.P., reported the conversion of preferred stock and convertible promissory notes into common stock of Once Upon a Farm, PBC.
• The conversions occurred on February 9, 2026, in connection with the Issuer's initial public offering.
• A total of 5,514,949 shares of common stock were acquired through these conversions.
• Following these transactions, S2G Investments, LLC indirectly beneficially owns a total of 5,642,446 shares of common stock through the S2G Funds.
• The conversions were for no additional consideration, as the preferred stock and notes automatically converted into common stock upon the IPO.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a neutral to slightly positive development. While it's a standard post-IPO event, it confirms a significant institutional investor's continued commitment and solidified equity stake in the company, which can be reassuring to the market.

Positives

• A significant institutional investor and 10% owner, S2G Investments, LLC, has solidified its equity position in Once Upon a Farm, PBC, by converting all its preferred stock and convertible notes into common stock.
• The conversion of preferred stock and notes into common stock at the time of the IPO is a standard and expected event, indicating the successful completion of the IPO process.

Future Outlook

This filing does not contain specific forward-looking statements or guidance. It reports past transactions related to an IPO.

Industry Context

StockSavvy.ai notes that the conversion of preferred stock and convertible notes into common stock by significant pre-IPO investors, such as venture capital funds like those managed by S2G Investments, is a typical event following an initial public offering. This process streamlines the capital structure and reflects the transition from private to public ownership, aligning the interests of early investors with public shareholders.

Comparison to Industry Standards

• The conversion of preferred shares and convertible notes into common stock upon an IPO is a standard practice for venture-backed companies going public. For example, similar conversions occurred for investors in companies like Beyond Meat (BYND) and Oatly (OTLY) during their respective IPOs, where early-stage investors' preferred equity automatically converted to common shares. This mechanism ensures that pre-IPO investors realize their equity stake in the publicly traded entity.

Related Party Transactions

• S2G Investments, LLC serves as the investment manager to the S2G Funds, which are 10% owners and have a director relationship with Once Upon a Farm, PBC. The conversions represent a change in the form of beneficial ownership for these related parties.

Stakeholder Impact

• Shareholders: The conversion increases the float of common stock, potentially impacting liquidity. It also confirms a significant institutional holder's long-term commitment.

Key Dates

Recommendation

This Form 4 filing reports a standard, expected conversion of preferred stock and convertible notes into common stock following an IPO. It does not introduce new information that would fundamentally alter the investment thesis for Once Upon a Farm, PBC. While it confirms a significant investor's continued stake, it's a procedural event rather than a new investment decision or a change in company fundamentals. Therefore, a "hold" recommendation is appropriate, maintaining existing positions based on broader company performance and market conditions rather than this specific filing.

Keywords

Once Upon a Farm, OFRM, S2G Investments, Form 4, Beneficial Ownership, Common Stock, Preferred Stock Conversion, IPO, Insider Transaction, Equity Stake