STOCK TITAN

Once Upon a Farm (OFRM) CAO discloses stock options and cash-settled SARs

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Once Upon a Farm, PBC Chief Accounting Officer Chris Folena filed an initial ownership report showing equity-based awards rather than share purchases or sales. The filing lists employee stock options for 248,859 common shares at an exercise price of $3.85, 37,400 shares at $4.12, and 32,725 shares at $8.75, all held directly. These options vest over time, with portions having started vesting in 2023 and 2024 and additional tranches vesting monthly beginning March 1, 2025, subject to continued service. Folena also holds stock appreciation rights tied to 37,400 common shares with a base price of $19.58, which will be settled in cash upon the closing of the company’s initial public offering.

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Insider Folena Chris
Role Chief Accounting Officer
Type Security Shares Price Value
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Employee Stock Options (right to buy) -- -- --
holding Stock Appreciation Rights -- -- --
Holdings After Transaction: Employee Stock Options (right to buy) — 318,984 shares (Direct); Stock Appreciation Rights — 37,400 shares (Direct)
Footnotes (5)
  1. F1. Represents stock options granted pursuant to the Once Upon a Farm, PBC 2021 Omnibus Incentive Plan.
  2. F2. 25% of stock options vested and became exercisable on May 31, 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.
  3. F3. 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.
  4. F4. 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.
  5. F5. 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.

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FAQ

What does the Form 3 filing for Once Upon a Farm (OFRM) report?

The Form 3 reports Chief Accounting Officer Chris Folena’s initial beneficial ownership in Once Upon a Farm. It details multiple employee stock option grants and stock appreciation rights, including exercise prices, vesting schedules, and that all awards are held directly rather than through another entity.

How many stock options does Chris Folena hold in Once Upon a Farm (OFRM)?

Chris Folena holds employee stock options over 248,859 common shares at $3.85, 37,400 shares at $4.12, and 32,725 shares at $8.75. These option awards vest over multi-year schedules, contingent on Folena’s continued service with the company.

What are the vesting terms of the Once Upon a Farm (OFRM) stock options?

One option grant vested 25% on May 31, 2023 with the balance in 36 monthly installments. Another vested 25% on May 23, 2024 with the remainder over 36 months. A third grant vests in 48 equal monthly installments beginning March 1, 2025, all subject to continued service.

What stock appreciation rights does Chris Folena hold in Once Upon a Farm (OFRM)?

Folena holds stock appreciation rights linked to 37,400 shares of common stock with a base price of $19.58. According to the filing, each stock appreciation right will be settled in cash as of the closing of Once Upon a Farm’s initial public offering.

Are the Once Upon a Farm (OFRM) equity awards held directly by Chris Folena?

Yes. The Form 3 indicates that all listed employee stock options and stock appreciation rights are held with direct ownership. There is no footnote shifting voting or investment authority to another entity, and no disclaimer of beneficial ownership is included in the excerpt.

Do the Once Upon a Farm (OFRM) awards in this Form 3 involve any share sales or purchases?

No. The Form 3 is an initial ownership report showing existing employee stock options and stock appreciation rights. The transactions are coded as holdings, not open-market buys or sells, and primarily describe vesting schedules and cash settlement terms for the awards.
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*
Folena Chris

(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)
Chief Accounting Officer
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
Employee Stock Options (right to buy)(1) (2) 05/30/2032 Common Stock 248,859 $3.85 D
Employee Stock Options (right to buy)(1) (3) 05/22/2033 Common Stock 37,400 $4.12 D
Employee Stock Options (right to buy)(1) (4) 02/28/2035 Common Stock 32,725 $8.75 D
Stock Appreciation Rights(5) (5) (5) Common Stock 37,400 $19.58 D
Explanation of Responses:
1. Represents stock options granted pursuant to the Once Upon a Farm, PBC 2021 Omnibus Incentive Plan.
2. 25% of stock options vested and became exercisable on May 31, 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.
3. 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.
4. 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.
5. 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.
Remarks:
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.