[SCHEDULE 13D/A] Zevia PBC SEC Filing

Rhea-AI Filing Summary

Schedule 13D/A Amendment No. 1 Overview — CDP Investissements Inc. (CDPI) and its parent, Caisse de dépôt et placement du Québec (CDPQ), filed an amended Schedule 13D covering their investment in Zevia PBC (ticker: ZVIA). The amendment, dated 30 June 2025 and signed 2 July 2025, updates the ownership levels originally reported in August 2021.

Current Ownership — CDPI is the direct beneficial owner of 20,022,092 Class A common shares, equal to 30.3 % of Zevia’s 66,064,650 outstanding shares (per the issuer’s S-3 filed 28 May 2025). CDPI and CDPQ share both voting and dispositive power over these shares; neither entity holds sole voting or dispositive authority. CDPI’s source of funds is listed as working capital ("WC"); CDPQ’s is classified as "OO" (other).

Reporting Structure — Two reporting persons appear:

• CDP Investissements Inc., a Québec corporation (Type: CO).
• Caisse de dépôt et placement du Québec, a Québec governmental institutional investor (Type: OO).

Key Amendments

• Item 2(f): Updated citizenship details for officers/directors (referenced in Annex A).
• Item 5(a)–(c): Restates the precise share count, percentage ownership, and clarifies that CDPQ’s ownership is indirect through CDPI. Annex B (not provided) lists any share transactions within the last 60 days; the filing states no other transactions were made during that period.

Implications for Investors — With a >30 % stake, CDPI/CDPQ remain Zevia’s dominant outside shareholder. While the filing does not outline new strategic intentions, Schedule 13D (rather than 13G) signals that the investors reserve the right to influence corporate matters. No change in control, material financing, or board action is disclosed in this amendment.

Positive

• Institutional support: CDPI/CDPQ retain a sizeable 30.3 % stake, signalling long-term confidence in Zevia’s prospects.
• Stable ownership: No disclosed share sales in the past 60 days reduces near-term overhang risk.

Negative

• Ownership concentration: A single holder controlling nearly one-third of votes may limit influence of minority shareholders.
• Potential governance risk: Schedule 13D status indicates the investor could actively influence corporate actions, adding uncertainty.

Insights

Equity Market Specialist

TL;DR: CDPQ re-affirms a 30.3 % position in ZVIA; no new purchases, but influence potential remains.

The amendment confirms that CDPI/CDPQ still own roughly a third of Zevia’s float, cementing their role as a cornerstone shareholder. Absence of recent transactions suggests a stable holding pattern rather than an active accumulation or exit. The continued use of Schedule 13D (versus 13G) leaves the door open for governance involvement, which can be constructive if priorities align with minority shareholders. However, at Zevia’s current free float, this concentration can heighten volatility and reduce liquidity. Investors should monitor future 13D amendments for any shift in intent clauses, stand-still agreements, or board nomination activity.

Corporate Governance Analyst

TL;DR: One shareholder controls >30 % of votes—governance dynamics warrant close watch.

The filing underscores that CDPQ, via CDPI, wields shared voting power over 20 million shares with no sole authority split, indicating coordinated decision-making. Such a block can influence strategic direction, executive compensation, or capital allocation without launching a formal control contest. Because the amendment lacks any stated intent to acquire additional shares or seek board seats, immediate governance disruption appears limited. Nonetheless, minority investors face elevated agency risk should CDPQ’s objectives diverge from maximizing public-shareholder value. The filing provides no red flags on litigation or regulatory issues, mitigating downside concerns for now.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Zevia PBC

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

98955K104

(CUSIP Number)

Soulef Hadjoudj
Caisse de depot et placement du Quebec, 1000, place Jean-Paul-Riopelle
Montreal, A8, H2Z 2B3
(514) 847-5998

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

06/30/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 98955K104

1

Name of reporting person

CDP Investissements Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

QUEBEC, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 20,022,092.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,022,092.00

11

Aggregate amount beneficially owned by each reporting person

20,022,092.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

30.3 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 98955K104

1

Name of reporting person

Caisse de depot et placement du Quebec

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

QUEBEC, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 20,022,092.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,022,092.00

11

Aggregate amount beneficially owned by each reporting person

20,022,092.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

30.3 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock
(b)	Name of Issuer: Zevia PBC
(c)	Address of Issuer's Principal Executive Offices: 15821 Ventura Blvd., Suite 135, Encino, CALIFORNIA , 91436.
Item 1 Comment: This Amendment No. 1 (the "Amendment") amends the statement on Schedule 13D originally filed by the Reporting Persons on August 5, 2021 (the "Schedule 13D"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Schedule 13D. Except as otherwise provided herein, each Item of the Schedule 13D remains unchanged.
Item 2.	Identity and Background
(f)	Item 2(f) of the Schedule 13D is amended and restated as follows: The citizenship of the natural persons who are officers, directors or controlling persons of each of the Reporting Persons is set forth in Annex A.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is amended and restated as follows: CDPI is the direct beneficial owner of 20,022,092 shares of Class A Common Stock, which represents approximately 30.3% of the Issuer's outstanding Class A Common Stock, based on 66,064,650 shares of Class A Common Stock outstanding as of May 2, 2025 as disclosed in the Issuer's registration statement on Form S-3 (File No. 333-285266) filed with the Securities and Exchange Commission on May 28, 2025.
(b)	Item 5(b) is amended and restated as follows: CDPQ, through its ownership of CDPI, may be deemed to share voting and dispositive power over the shares of Class A Common Stock beneficially owned or deemed to be beneficially owned by CDPI.
(c)	Item 5(c) is amended and restated as follows: The transactions by the Reporting Persons in the shares of Class A Common Stock during the past sixty days are set forth in Annex B. Except as otherwise disclosed therein, the Reporting Persons have not effected any transaction in the shares of Class A Common Stock in the last 60 days.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

CDP Investissements Inc.

Signature:	/s/ Soulef Hadjoudj
Name/Title:	Soulef Hadjoudj/Authorized Signatory
Date:	07/02/2025

Caisse de depot et placement du Quebec

Signature:	/s/ Soulef Hadjoudj
Name/Title:	Soulef Hadjoudj/Authorized Signatory
Date:	07/02/2025

FAQ

How many Zevia (ZVIA) shares does CDPQ currently own?

The filing states CDPI/CDPQ beneficially own 20,022,092 Class A shares.

What percentage of Zevia’s outstanding stock does this represent?

It represents approximately 30.3 % of the 66,064,650 shares outstanding as of 2 May 2025.

Does CDPQ have sole or shared voting power over its Zevia shares?

CDPQ, through CDPI, has shared voting and dispositive power; it holds no sole authority.

Why was a Schedule 13D/A filed instead of a Schedule 13G?

A Schedule 13D allows the investor to retain the option of influencing corporate policy or strategy, unlike the passive intent required for a 13G.

Were any recent transactions in ZVIA shares disclosed?

Annex B (referenced but not included) contains transaction details; the amendment notes no additional trades in the last 60 days beyond those listed.