Jones Soda CFO granted 750,000 stock options

JONES SODA CO. reported that Chief Financial Officer Brian Meadows received a grant of employee stock options covering 750,000 shares of common stock at an exercise price of $0.2765 per share.

Rhea-AI Filing Summary

JONES SODA CO. reported that Chief Financial Officer Brian Meadows received a grant of employee stock options covering 750,000 shares of common stock at an exercise price of $0.2765 per share. After this grant, his reported derivative holdings total 2,000,000 options.

The options were issued under the company’s 2022 Omnibus Equity Incentive Plan. According to the vesting schedule, 250,000 options vest on March 27, 2027, another 250,000 on March 27, 2028, and the remaining 250,000 on March 27, 2029, all conditioned on his continued service. The options expire on March 26, 2036, giving a long-term incentive horizon tied to the company’s share performance.

Insights

Equity compensation analyst

Routine long-dated option grant to CFO as part of equity plan.

The filing shows CFO Brian Meadows receiving 750,000 stock options with a strike price of $0.2765 per share under the 2022 Omnibus Equity Incentive Plan. This is coded as an acquisition via grant, not an open‑market purchase.

The options vest in three equal annual tranches from 2027 to 2029, subject to continued service, and expire in 2036. This structure is typical for executive incentives, encouraging retention and alignment with long-term share performance without signaling a directional view through market buying or selling.

Insider Trade Summary 10b5-1

Grant/Award: 750,000 shares

Grant/Award 1 txn

Insider Meadows Brian

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Employee stock	750,000	$0.00	$0.00

Holdings After Transaction: Employee stock — 2,000,000 contracts (Direct)

Footnotes (1)

1. F1. The options were issued pursuant to the Issuer's 2022 Omnibus Equity Incentive Plan and vest as follows: (i) 250,000 Stock Options shall vest on March 27, 2027, (ii) 250,000 Stock Options shall vest on March 27, 2028, and (iii) the remaining 250,000 Stock Options shall vest on March 27, 2029, each subject to Mr. Meadows' continued service with the Company.

Key Figures

Options granted: 750,000 options Exercise price: $0.2765 per share Post-grant derivative holdings: 2,000,000 options +4 more

7 metrics

Options granted 750,000 options Employee stock options granted on March 27, 2026

Exercise price $0.2765 per share Strike price for the 750,000 options

Post-grant derivative holdings 2,000,000 options Total derivative securities following transaction

First vesting tranche 250,000 options Vest on March 27, 2027, subject to continued service

Second vesting tranche 250,000 options Vest on March 27, 2028, subject to continued service

Third vesting tranche 250,000 options Vest on March 27, 2029, subject to continued service

Option expiration March 26, 2036 Expiration date of the granted options

Key Terms

Omnibus Equity Incentive Plan, Stock Options, Common Stock, Grant, award, or other acquisition, +2 more

6 terms

Omnibus Equity Incentive Plan financial

"The options were issued pursuant to the Issuer's 2022 Omnibus Equity Incentive Plan and vest as follows"

A single, company-wide plan that lets a business grant different kinds of stock-based pay — such as stock options, shares that vest over time, or other equity awards — to employees, directors and consultants. It matters to investors because it determines how much of the company can be paid out in shares, how quickly those shares enter the market, and how well employees are motivated to grow the business; think of it as a toolbox or menu for paying with ownership stakes that can dilute existing holders and affect company performance.

Stock Options financial

"250,000 Stock Options shall vest on March 27, 2027"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

Common Stock financial

"underlying_security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

exercise price financial

"conversion_or_exercise_price": "0.2765""

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

vest financial

"Stock Options shall vest on March 27, 2027"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did JSDA CFO Brian Meadows receive in this Form 4 filing?

Brian Meadows received a grant of 750,000 employee stock options. These options allow him to buy Jones Soda common shares at a fixed exercise price, forming part of his long-term equity compensation package under the 2022 Omnibus Equity Incentive Plan.

What is the exercise price of Brian Meadows’ options at Jones Soda (JSDA)?

The options have an exercise price of $0.2765 per share. This means Meadows can purchase Jones Soda common stock at that fixed price once the options vest, regardless of the market price at the time of exercise.

How do Brian Meadows’ 750,000 JSDA options vest over time?

The 750,000 options vest in three equal tranches of 250,000 each. Vesting dates are March 27, 2027, March 27, 2028, and March 27, 2029, and each tranche requires Meadows’ continued service with Jones Soda.

When do the new Jones Soda (JSDA) stock options granted to the CFO expire?

The options granted to Brian Meadows expire on March 26, 2036. If unexercised by that date, they lapse and can no longer be used to purchase Jones Soda common shares, defining a long-term exercise window for this award.

How many derivative securities does JSDA CFO Brian Meadows hold after this grant?

After this grant, the filing reports Meadows holding 2,000,000 derivative securities. This figure reflects his total reported option position following the 750,000‑option award, as shown in the post‑transaction holdings column of the Form 4.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/21/2026 - 02:47 PM EDT Learn about SEC filing dates

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).

X

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^*

Meadows Brian

(Last) (First) (Middle)

1522 WESTERN AVENUE SUITE 24150,

(Street)

SEATTLE, WASHINGTON 98101

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
JONES SODA CO. [ JSDA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

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
Employee stock	$0.2765	03/27/2026		A		750,000		(1)	03/26/2036	Common Stock	750,000	$0.00	2,000,000	D

Explanation of Responses:

1. The options were issued pursuant to the Issuer's 2022 Omnibus Equity Incentive Plan and vest as follows: (i) 250,000 Stock Options shall vest on March 27, 2027, (ii) 250,000 Stock Options shall vest on March 27, 2028, and (iii) the remaining 250,000 Stock Options shall vest on March 27, 2029, each subject to Mr. Meadows' continued service with the Company.

	/s/ Brian Meadows	05/21/2026
	** 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).
** 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.
* Form 4: SEC 1474 (03-26)