Jones Soda (JSDA) director logs 115,001-share RSU vesting

Rhea-AI Filing Summary

Jones Soda director Ronald L. Dissinger reported RSU vesting into common shares. On December 31, 2025, 115,001 restricted stock units converted on a one-for-one basis into 115,001 shares of common stock at a price of $0 per share.

After this transaction, he directly owned 1,041,398 shares of common stock and 115,000 RSUs. These RSUs are part of a 460,003-RSU grant awarded on July 18, 2025, vesting 50% on July 31, 2025, 25% on September 30, 2025, and the remaining 25% on December 31, 2025.

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).

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^*

Dissinger Ronald L

(Last) (First) (Middle)

1522 WESTERN AVE.,

SUITE 24150

(Street)

SEATTLE WA 98101

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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	12/31/2025		M		115,001	A	(1)	1,041,398	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
Restricted Stock Units	(2)	12/31/2025		M		115,001		(3)	(3)	Common Stock	115,001	$0	115,000	D

Explanation of Responses:

1. Restricted stock units ("RSUs") converted into shares of the issuer's common stock on a one-for-one basis on the vesting date. RSUs do not require the holder to pay any consideration on vesting.

2. Each RSU represents a contingent right to receive one (1) share of the issuer's common stock upon settlement.

3. On July 18, 2025, the reporting person was granted 460,003 RSUs, of which 50% vested into shares on July 31, 2025, an additional 25% vested into shares on September 30, 2025, and the remaining 25% are scheduled to vest into shares on December 31, 2025. Upon vesting, the reporting person will receive a number of shares of the issuer's common stock equal to the number of RSUs that vest on that date.

	/s/ Brian Meadows, Attorney-in-Fact for Ron Dissinger,	01/29/2026
	** 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.

FAQ

What insider transaction did JSDA director Ronald Dissinger report?

Ronald L. Dissinger reported the vesting of 115,001 restricted stock units into 115,001 shares of Jones Soda common stock on December 31, 2025. The RSUs converted on a one-for-one basis, increasing his directly held common shares at no cash cost.

How many Jones Soda (JSDA) shares does Ronald Dissinger own after this Form 4?

Following the December 31, 2025 transaction, Ronald L. Dissinger directly owned 1,041,398 shares of Jones Soda common stock. He also held 115,000 restricted stock units, which represent additional contingent rights to receive common shares upon future vesting and settlement.

What are the terms of Ronald Dissinger’s 460,003 RSU grant at Jones Soda (JSDA)?

Ronald L. Dissinger received 460,003 RSUs on July 18, 2025. Half vested into shares on July 31, 2025, 25% vested on September 30, 2025, and the remaining 25% are scheduled to vest into shares on December 31, 2025, subject to settlement.

Did Ronald Dissinger pay anything for the vested Jones Soda RSUs?

No, Ronald L. Dissinger did not pay cash for the vesting RSUs. The filing states restricted stock units convert into common shares on a one-for-one basis and do not require the holder to pay any consideration upon vesting or settlement.

What does each Jones Soda (JSDA) RSU reported in this Form 4 represent?

Each RSU represents a contingent right to receive one share of Jones Soda common stock upon settlement. When vesting conditions are satisfied, the RSUs convert into an equal number of common shares, as seen with the 115,001 RSUs vesting into 115,001 shares on December 31, 2025.