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[Form 4] Vita Coco Company, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Martin Roper, a director and the CEO of Vita Coco Company, Inc. (COCO), reported multiple sales of common stock on September 16–17, 2025 effected under a Rule 10b5-1 trading plan. The Form 4 shows both direct and indirect dispositions: direct sales by the reporting person and sales of shares held in related family trusts. Prices reported are weighted averages around $40.00–$40.54 per share. The filing also discloses substantial stock option holdings that are largely vested and exercisable at strike prices ranging from $10.178 to $32.78, with multiple option grants representing significant potential common shares.

Positive

  • Sales were executed under a Rule 10b5-1 trading plan, indicating pre-planned transactions and reduced appearance of opportunistic insider trading
  • Filing discloses vested option holdings with explicit strike prices and exercisability, improving transparency about potential dilution
  • Detailed footnotes provide weighted-average price ranges and identify trust and spouse holdings, clarifying indirect ownership

Negative

  • Insider and related trusts sold shares on September 16–17, 2025, reducing direct and indirect holdings at prices around $40.00–$40.54 per share
  • Large outstanding option positions (totaling several hundred thousand underlying shares at strikes as low as $10.178) could lead to future dilution if exercised

Insights

TL;DR: Routine insider sales under a 10b5-1 plan; options positions remain sizeable and mostly vested.

The disclosed transactions are primarily sales executed under a Rule 10b5-1 plan on September 16–17, 2025, at weighted-average prices near $40 per share, which reduces the reporting person’s direct and trust-held share counts but does not eliminate meaningful option exposure. For investors, these filings document liquidity events rather than new strategic developments. The presence of multiple vested non-qualified stock options at strike prices well below current trading levels indicates potential future share dilution if exercised, while the 10b5-1 disclosure signals pre-planned, non-discretionary sales rather than opportunistic trading.

TL;DR: Disclosure is thorough; use of trading plan reduces governance red flags but warrants monitoring.

The Form 4 provides clear footnotes describing execution via a 10b5-1 plan and weighted-average sale prices, which supports governance transparency. Multiple family trusts and spouse holdings are disclosed, clarifying indirect beneficial ownership. Material considerations include the scale of vested option grants (several hundred thousand shares underlying options) that are exercisable at notably lower prices, which could create dilution if exercised. Overall, the filing is a standard insider liquidity event with appropriate disclosure.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Roper Martin

(Last) (First) (Middle)
250 PARK AVE SOUTH
SEVENTH 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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025
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 09/16/2025 S(1) 2,765 D $40.008(2) 349,297 D
Common Stock 09/17/2025 S(1) 5,000 D $40.217(3) 344,297 D
Common Stock 09/16/2025 S(1) 2,325 D $40.004(4) 283,806 I by Chris Roper FT(5)
Common Stock 09/17/2025 S(1) 5,000 D $40.233(6) 278,806 I by Chris Roper FT(5)
Common Stock 09/16/2025 S(1) 3,216 D $40.006(7) 282,915 I by Peter Roper FT(8)
Common Stock 09/17/2025 S(1) 5,000 D $40.217(9) 277,915 I by Peter Roper FT(8)
Common Stock 09/16/2025 S(1) 2,200 D $40.006(10) 283,931 I by Thomas Roper FT(11)
Common Stock 09/17/2025 S(1) 5,000 D $40.225(12) 278,931 I by Thomas Roper FT(11)
Common Stock 61,200 I by Spouse
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 (13) 09/19/2029 Common Stock 579,670 579,670 D
Non-Qualified Stock Option (right to buy) $10.178 (14) 01/11/2031 Common Stock 40,950 40,950 D
Non-Qualified Stock Option (right to buy) $15 (15) 10/21/2031 Common Stock 298,507 298,507 D
Non-Qualified Stock Option (right to buy) $16.91 (16) 03/10/2033 Common Stock 46,875 46,875 D
Non-Qualified Stock Option (right to buy) $26.18 (17) 03/04/2034 Common Stock 62,743 62,743 D
Non-Qualified Stock Option (right to buy) $32.78 (18) 03/03/2035 Common Stock 70,715 70,715 D
Explanation of Responses:
1. The sales of shares of common stock reported were effected pursuant to a Rule 10b5-1 trading plan.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.05, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.51, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.02, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
5. These shares are held by the Christopher G. Roper Exempt Family Trust.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.54, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.05, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
8. These shares are held by the Peter S. Roper Exempt Family Trust.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.51, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.05, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
11. These shares are held by the Thomas L. Roper Exempt Family Trust.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.54, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
13. The stock option is fully vested and currently exercisable.
14. The stock option is fully vested and currently exercisable.
15. The stock option vests in four equal annual installments beginning on November 27, 2022.
16. The stock option vests in four equal annual installments beginning on March 10, 2024.
17. The stock option vests in four equal annual installments beginning on March 4, 2025.
18. The Stock Option vests in four equal annual installments beginning in March 3, 2026.
By: Alison Klein, Attorney-in-Fact For: Martin Roper 09/18/2025
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Martin Roper report on Form 4 for COCO?

He reported multiple sales of common stock on September 16–17, 2025, effected under a Rule 10b5-1 trading plan, and disclosed significant stock option holdings.

Were the insider sales part of a 10b5-1 plan?

Yes. The Form 4 states the sales were effected pursuant to a Rule 10b5-1 trading plan.

At what prices were the COCO shares sold?

The filing reports weighted-average sale prices generally in the range of $40.00 to $40.54 per share for the reported transactions.

Does Martin Roper hold stock options in COCO and are they exercisable?

Yes. The Form 4 lists multiple non-qualified stock options; several are fully vested and currently exercisable with strike prices from $10.178 to $32.78.

Were any indirect holdings disclosed?

Yes. Shares held indirectly by family trusts (Christopher G. Roper Exempt Family Trust, Peter S. Roper Exempt Family Trust, Thomas L. Roper Exempt Family Trust) and by a spouse are disclosed.
Vita Coco Company, Inc.

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