STOCK TITAN

Once Upon a Farm (OFRM) CFO reports stock rights and options

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Once Upon a Farm, PBC officer Waldman Lawrence Steven, who serves as President and Chief Financial Officer, filed an initial ownership report detailing his equity-based compensation. The filing shows 93,500 stock appreciation rights tied to common stock, which will be settled in cash upon the closing of the company’s initial public offering. It also lists multiple employee stock option grants under the 2021 Omnibus Incentive Plan, including awards exercisable at $1.45, $3.85, $4.12 and $8.75 per share, with vesting schedules that require continued service over several years.

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Insider Waldman Lawrence Steven
Role See Remarks
Type Security Shares Price Value
holding Stock Appreciation Rights -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
Holdings After Transaction: Stock Appreciation Rights — 93,500 shares (Direct); Employee Stock Options (right to buy) — 599,576 shares (Direct)
Footnotes (5)
  1. F1. As of the closing of the initial public offering of Once Upon a Farm, PBC (the "Issuer"), each stock appreciation right of the Issuer held by the reporting person will be settled in cash.
  2. F2. Represents stock options granted pursuant to the Once Upon a Farm, PBC 2021 Omnibus Incentive Plan.
  3. F3. 25% of stock options vested and became exercisable on May 19, 2023 and the remainder in 36 equal monthly installments thereafter, subject to the reporting person's continued service with the Issuer on each such date.
  4. F4. 25% of stock options vested and became exercisable on May 23, 2024 and the remainder in 36 equal monthly installments thereafter, subject to the reporting person's continued service with the Issuer on each such date.
  5. F5. Stock options vest and become exercisable in 48 equal monthly installments beginning on March 1, 2025, subject to the reporting person's continued service with the Issuer on each such date.

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FAQ

What does the OFRM Form 3 filing disclose about Waldman Lawrence Steven?

The Form 3 discloses that Waldman Lawrence Steven, President and Chief Financial Officer, holds stock appreciation rights and several employee stock option grants in Once Upon a Farm, PBC common stock, all reported as directly owned equity-based compensation awards.

How many stock appreciation rights does the OFRM officer report holding?

The officer reports holding stock appreciation rights tied to 93,500 shares of Once Upon a Farm, PBC common stock. According to the filing, these rights will be settled in cash upon the closing of the company’s initial public offering, rather than in shares.

How are Waldman Lawrence Steven’s stock appreciation rights at Once Upon a Farm, PBC settled?

The stock appreciation rights held by Waldman Lawrence Steven will be settled in cash at the closing of Once Upon a Farm, PBC’s initial public offering, meaning he receives cash value rather than stock, based on the rights’ terms described in the filing.

What stock option plans are referenced in the OFRM Form 3?

The Form 3 states that the reported employee stock options were granted under the Once Upon a Farm, PBC 2021 Omnibus Incentive Plan. This plan governs the terms of the options, including exercise prices, vesting schedules, and service-based conditions for the officer.

What are the key exercise prices of the OFRM officer’s stock options?

The filing lists several exercise prices for the officer’s options on Once Upon a Farm, PBC common stock, including $1.45, $3.85, $4.12, and $8.75 per share. Each grant has its own vesting schedule and expiration date as disclosed in the report.

How do the OFRM stock options for Waldman Lawrence Steven vest over time?

The stock options vest based on continued service, with some grants vesting 25% on initial dates and the remainder in 36 monthly installments, and another grant vesting in 48 equal monthly installments beginning March 1, 2025, as long as service with the issuer continues.
SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Waldman Lawrence Steven

(Last) (First) (Middle)
C/O ONCE UPON A FARM, PBC
950 GILMAN STREET, SUITE 100

(Street)
BERKELEY CA 94710

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/05/2026
3. Issuer Name and Ticker or Trading Symbol
Once Upon a Farm, PBC [ OFRM ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights(1) (1) (1) Common Stock 93,500 $19.58 D
Employee Stock Options (right to buy)(2) 03/15/2022 03/15/2031 Common Stock 10,995 $1.45 D
Employee Stock Options (right to buy)(2) 03/15/2022 03/15/2031 Common Stock 9,705 $1.45 D
Employee Stock Options (right to buy)(2) 03/15/2023 03/15/2031 Common Stock 114,986 $1.45 D
Employee Stock Options (right to buy)(2) 03/15/2024 03/15/2031 Common Stock 59,709 $1.45 D
Employee Stock Options (right to buy)(2) 05/12/2025 05/12/2031 Common Stock 93,500 $1.45 D
Employee Stock Options (right to buy)(2) (3) 05/18/2032 Common Stock 84,150 $3.85 D
Employee Stock Options (right to buy)(2) (4) 05/22/2033 Common Stock 130,900 $4.12 D
Employee Stock Options (right to buy)(2) (5) 02/28/2035 Common Stock 95,631 $8.75 D
Explanation of Responses:
1. As of the closing of the initial public offering of Once Upon a Farm, PBC (the "Issuer"), each stock appreciation right of the Issuer held by the reporting person will be settled in cash.
2. Represents stock options granted pursuant to the Once Upon a Farm, PBC 2021 Omnibus Incentive Plan.
3. 25% of stock options vested and became exercisable on May 19, 2023 and the remainder in 36 equal monthly installments thereafter, subject to the reporting person's continued service with the Issuer on each such date.
4. 25% of stock options vested and became exercisable on May 23, 2024 and the remainder in 36 equal monthly installments thereafter, subject to the reporting person's continued service with the Issuer on each such date.
5. Stock options vest and become exercisable in 48 equal monthly installments beginning on March 1, 2025, subject to the reporting person's continued service with the Issuer on each such date.
Remarks:
President and Chief Financial Officer Exhibit List - Exhibit 24.1 - Power of Attorney
/s/ Genevieve Kelly, as Attorney-in-fact 02/05/2026
** 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 5 (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.