Zevia Pbc SEC Filings

Zevia PBC entered into an Equity Distribution Agreement to sell up to $20,000,000 of its Class A common stock through Piper Sandler as sales agent in an at-the-market offering. The Agent will receive a commission equal to 3.0% of gross sales and has agreed to use commercially reasonable efforts to sell shares; with the Company’s consent, the Agent may also use other lawful sale methods. All shares offered will be issued under the Company’s existing Form S-3 shelf registration and related prospectus supplements. The Company has no obligation to sell and may suspend sales at any time.

The Company intends to use net proceeds, after commissions and expenses, to purchase newly issued Class A units of Zevia LLC at per-unit prices equal to the per-share offering price and for investments in marketing and sales, growth through acquisitions of businesses or assets, and general corporate purposes including working capital and capital expenditures. The agreement includes customary representations, indemnities and expense reimbursement provisions and may be terminated by either party on prior notice.

Zevia PBC filed a prospectus supplement to sell up to $20,000,000 of Class A common stock through an "at the market" program with Piper Sandler acting as sales agent. The last reported sale price cited is $3.31 per share (NYSE, August 8, 2025). Piper Sandler will receive a 3.0% commission on gross proceeds and will be deemed an underwriter for purposes of the Securities Act.

The company estimates maximum net proceeds of approximately $19,085,000 after fees and expenses and intends to use proceeds to purchase newly issued Class A units of Zevia LLC, which Zevia LLC will apply toward offering expenses, marketing and sales, acquisitions and general corporate purposes. The filing discloses net tangible book value of $34.6 million (about $0.51 per share) as of June 30, 2025 and an as-adjusted net tangible book value of $53.7 million (about $0.73 per share) assuming the full $20,000,000 at $3.31, implying immediate dilution to new investors of approximately $2.58 per share. The filing also reports 67,318,542 Class A shares outstanding as of June 30, 2025 and lists outstanding options, RSUs and reserved shares.

Q2 2025 highlights (unaudited): Net sales $44,524 (in thousands) vs $40,426 in Q2 2024 (+10%); gross profit $21,690 (49% margin vs 42%); net loss attributable to Zevia PBC $697 (in thousands) for the three months ended June 30, 2025 vs $5,891 in the prior-year quarter. Cash and cash equivalents $26,301 (in thousands) at June 30, 2025 (Dec 31, 2024: $30,653); inventories $15,740 (in thousands) (Dec 31, 2024: $18,618). Total assets $62,450 and total equity $37,695 at June 30, 2025.

Strategic and balance-sheet notes: The Productivity Initiative (initiated Q2 2024) is expected to yield approximately $20.0 million of annualized benefits; restructuring costs were $31 thousand in Q2 and $2.2 million YTD. Secured revolving credit facility capacity up to $20 million with $0 outstanding at June 30, 2025. A Tax Receivable Agreement (TRA) could generate a potential liability of $58.6 million if related deferred tax assets become realizable; no TRA liability recorded as of June 30, 2025.

Divisadero Street Capital Management, LP and related entities have filed a Schedule 13G disclosing a passive stake in Zevia PBC (NASDAQ: ZVIA). The group — which includes Divisadero Street Partners, L.P., Divisadero Street Partners GP, LLC, Divisadero Street Capital, LLC and William Zolezzi — reports beneficial ownership of 3,557,520 Class A shares, representing 5.4 % of Zevia’s outstanding common stock as of the event date 07 July 2025. All voting and dispositive authority over the shares is shared among the reporting persons; none of them holds sole authority.

The securities are held in advisory accounts managed by Divisadero Street Capital Management, LP. Aside from Divisadero Street Partners, L.P., no individual advisory client is deemed to own more than 5 % of the class. The filing is made on Schedule 13G, indicating the investment is passive and not intended to influence control of the issuer. Each reporting person expressly disclaims beneficial ownership except to the extent of its pecuniary interest.

Key details:

• CUSIP: 98955K104
• Date of triggering event: 07/07/2025
• Filed under Rule: 13d-1(c) (passive investors)
• Sole voting / dispositive power: 0 shares
• Shared voting / dispositive power: 3,557,520 shares

This filing signals that a new investment adviser–led group has accumulated a threshold position in Zevia. While a 5.4 % stake is not large enough to exert control, it can nonetheless increase institutional ownership and market visibility for ZVIA. No additional financial, strategic, or transactional information is provided in the document.

Zevia PBC (NYSE: ZVIA) filed a Form 144 notice indicating a planned sale of up to 2,000,000 Class A common shares. The shares, to be brokered through BMO Capital Markets, have an aggregate market value of $7.28 million and represent roughly 3.0% of the 66,064,650 shares outstanding. The seller originally acquired the stock on 12/21/2020 by purchasing Series E Preferred Units that converted into common stock at the company’s IPO. No other sales were reported for the past three months, and the anticipated sale date is 06/30/2025. Form 144 filings are notices only; the transaction may not occur and the exact seller identity is not disclosed in the excerpt.

Key take-aways for investors include the size of the proposed block, the potential for incremental trading volume around the target date, and the absence of recent sales by this holder. While the filing does not signal operational changes at Zevia, it can influence supply-demand dynamics and short-term sentiment.