Welcome to our dedicated page for Jones Soda Co SEC filings (Ticker: JSDA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Jones Soda Co. filings document material events for the beverage company, including furnished results releases, conference-call related exhibits, material agreements and changes to financial obligations. Recent 8-K disclosures cover a revolving credit facility for Jones Soda Co. (USA) Inc., assignment of a secured promissory note, related warrant issuance and the intended use of proceeds for working capital.
The company’s filings also record governance and reporting matters, including executive appointments, equity-incentive compensation under the 2022 Omnibus Equity Incentive Plan, changes in the independent registered public accounting firm and disclosures about internal control over financial reporting.
Jones Soda Co. director reports RSU vesting and share acquisitions. A director of Jones Soda Co. (JSDA) reported the conversion of restricted stock units (RSUs) into common shares. On July 31, 2025, 186,877 RSUs vested and converted into the same number of common shares, increasing the director’s directly held stake to 2,219,260 shares. On September 30, 2025, an additional 93,438 RSUs vested into 93,438 common shares, bringing direct holdings to 2,312,698 shares.
The RSUs were part of a grant of 460,003 RSUs made on July 18, 2025. Under this grant, 50% vested on July 31, 2025, 25% vested on September 30, 2025, and the remaining 25% are scheduled to vest on December 31, 2025. Each RSU converts into one share of common stock and does not require any cash payment by the director upon vesting.
Jones Soda Co director Ron Dissinger reported equity compensation activity through restricted stock unit (RSU) vesting into common shares. On July 31, 2025, 230,002 RSUs converted into the same number of common shares, bringing his beneficially owned common stock to 811,396 shares held directly. On September 30, 2025, an additional 115,001 RSUs vested into common shares, increasing his directly held common stock to 926,397 shares.
The RSUs were part of a grant of 460,003 units awarded on July 18, 2025, with 50% vesting on July 31, 2025, 25% on September 30, 2025, and the remaining 25% scheduled to vest on December 31, 2025. Each RSU converts into one share of Jones Soda common stock and does not require any cash payment by the director upon vesting.
Jones Soda Co. (JSDA) filed its Q3 2025 report, showing quarterly revenue of $4.5 million, up 14.9% year over year. Gross margin improved to 28.9% from 18.8% as lower trade spend, product costs, and freight supported a higher $1.3 million gross profit. Operating loss narrowed to $(1.4) million from $(2.6) million.
For the nine months, the company reported $0.3 million net income, primarily driven by a $3.663 million gain on the June 19, 2025 sale of its cannabis beverage subsidiaries and related promissory note and licensing arrangement. Liquidity remains tight: cash was $0.2 million with $(4.0) million operating cash use year to date and working capital of about $0.6 million. Management disclosed that recurring operating losses and negative operating cash flows raise substantial doubt about going concern. The company entered a secured Loan Agreement of up to $5.0 million at 13.75% interest, with $1.70 million outstanding at quarter end. As of November 14, 2025, there were 117,671,604 common shares outstanding.
Jones Soda Co. filed a report describing a change in its independent auditor. With Audit Committee approval, the company dismissed Berkowitz, Pollack Brant Advisors + CPAs, LLP, which had audited its 2023 and 2024 financial statements. Those audit reports were clean, with no adverse or qualified opinions.
The filing states there were no disagreements with the former auditor on accounting principles, disclosures, or audit procedures. However, Berkowitz, Pollack Brant had previously reported material weaknesses in internal control over financial reporting, tied to turnover in senior accounting personnel around year-end 2024 and an understaffed, undertrained accounting team. On the same date, Jones Soda appointed Davidson & Company LLP as its new independent registered public accounting firm and notes it had not previously consulted Davidson on accounting or reporting matters.
Jones Soda Co. plans to grant its Chief Financial Officer, Brian Meadows, options to purchase 750,000 common shares under its 2022 Omnibus Equity Incentive Plan. The grant is contingent on the company completing certain designated milestones.
The stock options will be formally granted within 30 days after the Board of Directors confirms that all milestones have been met. They will vest over three years with annual cliff vesting, so one-third of the options vest on each anniversary of the grant date if Mr. Meadows remains employed through each vesting date.