Form 4: Zevia CFO Sells Shares for Tax, Receives New RSU Grant
Insider Transaction Report
Zevia PBC's Chief Financial Officer, Girish Satya, sold 41,662 shares to cover tax liabilities from RSU settlement and received a new grant of 453,901 restricted stock units.
Summary
- Girish Satya, Chief Financial Officer of Zevia PBC, reported transactions involving Class A Common Stock.
- On March 25, 2026, 41,662 shares of Class A Common Stock were sold at a weighted average price of $1.1794 per share, with prices ranging from $1.17 to $1.23.
- This sale was a "sell to cover" transaction to satisfy tax withholding obligations in connection with the settlement of 96,671 restricted stock units (RSUs) and was not a discretionary trade.
- Following this sale, the reporting person's total beneficial ownership was 327,909 securities.
- On March 26, 2026, 453,901 restricted stock units (RSUs) were granted under the Zevia PBC 2021 Equity Incentive Plan at a price of $0.
- These newly granted RSUs will vest in 1/4 increments on each anniversary of March 26, 2026, and are scheduled for settlement within 30 days following each vesting date.
- After these transactions, the total beneficial ownership of the reporting person increased to 781,810 securities.
- This total beneficial ownership includes 696,584 RSUs, which comprise portions of grants from March 11, 2024, March 14, 2025, and the new grant from March 26, 2026.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a neutral to slightly positive filing. The 'sell to cover' is a routine tax event, while the new RSU grant is a positive for executive incentive alignment, indicating continued commitment.
Positives
- The grant of 453,901 restricted stock units (RSUs) to the Chief Financial Officer indicates continued alignment of management incentives with shareholder interests and potential future compensation.
- The RSU grants vest over time, providing a long-term incentive for the CFO to contribute to the company's sustained performance.
Negatives
- The sale of 41,662 shares, although for tax purposes ("sell to cover"), reduces the direct shareholding of the CFO.
Future Outlook
The filing indicates future vesting schedules for various RSU grants, with the most recent grant of 453,901 RSUs beginning to vest in 1/4 increments annually from March 26, 2026. This suggests a long-term incentive structure for the CFO.
Management Comments
- No direct quotes or paraphrased statements from company management are included in this transactional filing, beyond the factual reporting of the CFO's transactions.
Industry Context
StockSavvy.ai notes that 'sell to cover' transactions are a standard practice for executives to manage tax obligations arising from the vesting of equity awards. The grant of new RSUs is a common form of executive compensation, aligning management's interests with long-term company performance, consistent with practices across the consumer beverage industry for publicly traded companies.
Comparison to Industry Standards
- Not applicable for this specific Form 4 filing, as it details individual executive transactions rather than company-wide performance metrics that would be benchmarked against industry peers like Celsius Holdings, National Beverage Corp., or Keurig Dr Pepper.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Equity Incentive Plan Reference | The filing references the Zevia PBC 2021 Equity Incentive Plan, under which the RSUs were granted, indicating the company's established framework for executive equity compensation. | NA | Confirms the ongoing use of an approved equity incentive plan for executive compensation, aligning with standard corporate governance practices. |
| Power of Attorney | The Power of Attorney document outlines the delegation of authority to specific individuals (Steven M. Staes, Carnation Jafari, and Kevin Castodio) to prepare and file SEC Forms 3, 4, and 5 on behalf of the undersigned, Girish Satya. | 03/27/2026 | A standard administrative practice to ensure timely and compliant SEC filings for insiders, enhancing operational efficiency in corporate governance. |
Related Party Transactions
- The transactions involve the Chief Financial Officer and the company's equity, which are considered related party transactions in the context of executive compensation and share ownership.
Stakeholder Impact
- Shareholders: The 'sell to cover' transaction has a minor dilutive effect on outstanding shares but is offset by the incentive alignment from the new RSU grant. The overall impact is likely neutral.
- Management: The CFO receives new equity incentives, aligning their long-term interests with the company's performance.
Next Steps
- Vesting of 453,901 RSUs in 1/4 increments annually, starting March 26, 2026.
- Settlement of vested RSUs within 30 days following each vesting date.
- Continued vesting of portions of the 189,314 RSUs (from March 11, 2024 grant) and 197,368 RSUs (from March 14, 2025 grant).
Key Dates
| Date | Description |
|---|---|
| 03/11/2024 | Start of vesting for 189,314 RSUs in 1/4 increments annually. |
| 03/14/2025 | Start of vesting for 197,368 RSUs in 1/4 increments annually. |
| 03/25/2026 | Sale of 41,662 Class A Common Stock shares by CFO Girish Satya for tax liability. |
| 03/26/2026 | Grant of 453,901 Restricted Stock Units (RSUs) to CFO Girish Satya. |
| 03/26/2026 | Start of vesting for 453,901 newly granted RSUs in 1/4 increments annually. |
| 03/27/2026 | Date of filing of the Form 4. |
Recommendation
holdThis Form 4 filing details routine insider transactions related to executive compensation and tax obligations. It does not provide new fundamental information about Zevia PBC's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The RSU grant is a standard incentive, and the 'sell to cover' is a non-discretionary tax event. Therefore, a 'hold' recommendation is appropriate, maintaining current positions based on broader company fundamentals.
Keywords
Zevia PBC, ZVIA, Form 4, Insider Transaction, Restricted Stock Units, RSU, Executive Compensation, Stock Sale, Tax Withholding, Corporate Governance
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