Vita Coco (COCO) CMO Prior reports PSU vesting, RSU grant and tax withholding

Rhea-AI Filing Summary

Vita Coco Company, Inc. Chief Marketing Officer Jane Prior reported several equity award transactions. She acquired 5,914 Performance Stock Units through vesting of a prior grant, based on 100% performance achievement, with each unit representing one share of common stock.

On the same date, she received 4,401 restricted stock units that vest in four equal annual installments, generally with shares withheld at vesting to cover taxes in non-discretionary transactions. The PSU vesting delivered 5,914 common shares, and 3,267 shares were automatically withheld to satisfy tax obligations, leaving her with 123,648 shares of common stock directly owned after these transactions. She also holds multiple non-qualified stock options with various vesting schedules, including some that are fully vested and exercisable.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Prior Jane

(Last) (First) (Middle)

111 5TH AVENUE

2ND 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		A(1)		4,401	A	$0	126,915	D
Common Stock	02/20/2026		M(2)		5,914	A	$0	132,829	D
Common Stock	02/20/2026		F(3)		3,267	D	$0	123,648	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
Non-Qualified Stock Option (Right to Buy)	$10.178							(4)	12/16/2029	Common Stock	3,675		3,675	D
Non-Qualified Stock Option (Right to Buy)	$10.178							(4)	02/10/2030	Common Stock	23,750		23,750	D
Non-Qualified Stock Option (Right to Buy)	$10.178							(4)	01/11/2031	Common Stock	27,300		27,300	D
Non-Qualified Stock Option (Right to Buy)	$15							(5)	10/21/2031	Common Stock	45,605		45,605	D
Non-Qualified Stock Option (Right to Buy)	$15.36							(6)	08/15/2032	Common Stock	42,980		42,980	D
Non-Qualified Stock Option (Right to Buy)	$16.91							(7)	03/10/2033	Common Stock	14,205		14,205	D
Non-Qualified Stock Option (Right to Buy)	$26.18							(8)	03/04/2034	Common Stock	8,746		8,746	D
Non-Qualified Stock Option (Right to Buy)	$33.36							(9)	03/04/2035	Common Stock	13,218		13,218	D
Performance Stock Units	$0	02/20/2026		M			5,914	02/20/2026	(2)	Common Stock	5,914	$0	5,914	D

Explanation of Responses:

1. The Reporting Person was granted restricted stock units that will vest in four annual equal installments on each anniversary of the grant date provided that the Reporting Person remains in continuous service on each vesting date. Unless otherwise provided, on each vesting date shares of Common Stock will automatically be withheld to satisfy the Reporting Person's tax withholding obligations in a non-discretionary transaction.

2. The acquisition reported on this Form 4 represents the vesting of Performance Stock Units (PSU) originally granted on March 10, 2023. Each PSU represents the right to receive one share of common stock. Based on performance achievement of 100%, the Reporting Person received 5,914 shares, representing 100% of the target award of 5,914 PSUs.

3. The disposition reported on this Form 4 represents shares withheld to cover tax withholding obligations in connection with the vesting and settlement of PSUs. The disposition is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.

4. The stock option is fully vested and currently exercisable.

5. The stock option vests in four equal annual installments beginning on November 27, 2022.

6. The stock option vests in three equal annual installments beginning on August 15, 2025.

7. The stock option vests in four equal annual installments beginning on March 10, 2024.

8. The stock option vests in four equal annual installments beginning on March 4, 2025.

9. The Reporting Person was granted stock options that will vest in four annual equal installments on each anniversary of the grant date provided that the Reporting Person remains in continuous service on each vesting date.

	/s/ Alison Klein, attorney-in-fact for Jane Prior	02/24/2026
	** 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).
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FAQ

What insider transactions did Vita Coco (COCO) report for Jane Prior?

Vita Coco reported that Chief Marketing Officer Jane Prior had Performance Stock Units vest into 5,914 common shares, received 4,401 new restricted stock units, and had 3,267 shares withheld automatically to cover tax obligations related to these equity awards.

How many Vita Coco (COCO) shares does Jane Prior own after this Form 4?

After the reported transactions, Jane Prior directly owns 123,648 shares of Vita Coco common stock. This reflects PSU vesting into shares and automatic tax-withholding dispositions that reduced the gross shares delivered from the equity awards to the final net share position.

What do the vested Performance Stock Units for Vita Coco (COCO) represent?

The vested Performance Stock Units represent a prior award granted on March 10, 2023. Based on 100% performance achievement, 5,914 units vested, and each unit entitled Jane Prior to receive one share of Vita Coco common stock upon settlement of the performance award.

Were any of Jane Prior’s Vita Coco (COCO) share dispositions discretionary sales?

The disposition of 3,267 Vita Coco shares was not a discretionary sale. The shares were automatically withheld to cover tax obligations tied to PSU vesting, in a transaction mandated by the company rather than initiated voluntarily by Jane Prior.

What new equity award did Vita Coco (COCO) grant to Jane Prior?

Jane Prior received a grant of restricted stock units covering 4,401 Vita Coco shares. These units vest in four equal annual installments, generally subject to her continued service and with shares automatically withheld at each vesting date to satisfy related tax-withholding obligations.

What stock options related to Vita Coco (COCO) does Jane Prior hold?

Jane Prior holds several non-qualified stock options in Vita Coco common stock. Some options are already fully vested and exercisable, while others vest in equal annual installments beginning on dates such as November 27, 2022, March 10, 2024, and March 4, 2025, subject to continued service.