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Zevia PBC (ZVIA)

Filed: 22 Sep 21, 3:45pm
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
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1. Name and Address of Reporting Person*
NORTHWOOD VENTURES LLC

(Last) (First) (Middle)
11450 DIXIE HIGHWAY, SUITE 101

(Street)
HOBE SOUND FL 33455

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/21/2021
3. Issuer Name and Ticker or Trading Symbol
Zevia PBC [ ZVIA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
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)
Class B Common Stock(1)(2) 4,891,652 D
Class B Common Stock(1)(3) 863,232 D
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
Class B Common Stock(3) (4) (4) Class A Common Stock 4,891,652 (4) D
Class B Units(3) (4) (4) Class A Common Stock 863,232 (4) D
Explanation of Responses:
1. This Form 3 is filed jointly by Northwood Ventures LLC ("Ventures") and Northwood Capital Partners LLC ("CP"). Ventures and CP may be deemed to be members of a "group".
2. Information for Ventures.
3. Information for CP.
4. The Class B Units of Zevia LLC are exchangeable, at the holder's option, on a one-for-one basis into shares of Class A Common Stock of the Issuer, or, at the Issuer's election, cash. Upon exchange of a Class B Unit (or redemption for cash), the corresponding share of Class B Common Stock will be automatically cancelled.
Remarks:
/s/ Peter G. Schiff, Managing Partner 09/22/2021
** 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.