The Vita Coco Company Inc.

02/24/2026 | Press release | Distributed by Public on 02/24/2026 20:57

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Prior Jane
2. Issuer Name and Ticker or Trading Symbol
Vita Coco Company, Inc. [COCO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Marketing Officer
(Last) (First) (Middle)
111 5TH AVENUE, 2ND FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026
(Street)
NEW YORK, NY 10003
4. If Amendment, Date 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
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/20/2026 A(1) 4,401 A $ 0 126,915 D
Common Stock 02/20/2026 M(2) 5,914 A $ 0 132,829 D
Common Stock 02/20/2026 F(3) 3,267 D $ 0 123,648 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (Right to Buy) $10.178 (4) 12/16/2029 Common Stock 3,675 3,675 D
Non-Qualified Stock Option (Right to Buy) $10.178 (4) 02/10/2030 Common Stock 23,750 23,750 D
Non-Qualified Stock Option (Right to Buy) $10.178 (4) 01/11/2031 Common Stock 27,300 27,300 D
Non-Qualified Stock Option (Right to Buy) $15 (5) 10/21/2031 Common Stock 45,605 45,605 D
Non-Qualified Stock Option (Right to Buy) $15.36 (6) 08/15/2032 Common Stock 42,980 42,980 D
Non-Qualified Stock Option (Right to Buy) $16.91 (7) 03/10/2033 Common Stock 14,205 14,205 D
Non-Qualified Stock Option (Right to Buy) $26.18 (8) 03/04/2034 Common Stock 8,746 8,746 D
Non-Qualified Stock Option (Right to Buy) $33.36 (9) 03/04/2035 Common Stock 13,218 13,218 D
Performance Stock Units $ 0 02/20/2026 M 5,914 02/20/2026 (2) Common Stock 5,914 $ 0 5,914 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Prior Jane
111 5TH AVENUE
2ND FLOOR
NEW YORK, NY 10003
Chief Marketing Officer

Signatures

/s/ Alison Klein, attorney-in-fact for Jane Prior 02/24/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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).
(1) The Reporting Person was granted restricted stock units that will vest in four annual equal installments on each anniversary of the grant date provided that the Reporting Person remains in continuous service on each vesting date. Unless otherwise provided, on each vesting date shares of Common Stock will automatically be withheld to satisfy the Reporting Person's tax withholding obligations in a non-discretionary transaction.
(2) The acquisition reported on this Form 4 represents the vesting of Performance Stock Units (PSU) originally granted on March 10, 2023. Each PSU represents the right to receive one share of common stock. Based on performance achievement of 100%, the Reporting Person received 5,914 shares, representing 100% of the target award of 5,914 PSUs.
(3) The disposition reported on this Form 4 represents shares withheld to cover tax withholding obligations in connection with the vesting and settlement of PSUs. The disposition is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.
(4) The stock option is fully vested and currently exercisable.
(5) The stock option vests in four equal annual installments beginning on November 27, 2022.
(6) The stock option vests in three equal annual installments beginning on August 15, 2025.
(7) The stock option vests in four equal annual installments beginning on March 10, 2024.
(8) The stock option vests in four equal annual installments beginning on March 4, 2025.
(9) The Reporting Person was granted stock options that will vest in four annual equal installments on each anniversary of the grant date provided that the Reporting Person remains in continuous service on each vesting date.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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