SIRKIN CLIVE M 4

What Happened

• Clive M. Sirkin, a director of Jones Soda Co. (JSDA), reported conversion/exercise of derivative awards into common stock on December 31, 2025. The Form 4 lists two line items of 115,000 shares each (two 115,000-share entries) acquired via conversion/exercise; one entry shows a $0.00 price. These reflect RSUs vesting and converting into shares; no cash was paid on vesting.

Key Details

• Transaction date(s): 2025-12-31
• Reported entries: two conversions/exercises of 115,000 shares each (total reported: 230,000 shares)
• Reported price: $0.00 per share on at least one line (RSU vesting — no consideration required)
• Footnotes: F1–F2 confirm RSUs convert one-for-one into common stock on vesting with no payment; F3 shows the original grant (460,003 RSUs on July 18, 2025) and the vesting schedule (50% vested 7/31/25, 25% vested 9/30/25, remaining 25% vested 12/31/25)
• Shares owned after transaction: not specified in the excerpt provided — see the full Form 4 for total holdings
• Filing timeliness: Form filed 2026-01-29 for a 2025-12-31 transaction (filed ~29 days after the vesting date), which is later than the typical 2-business-day Form 4 deadline

Context

• These entries reflect RSU vesting/settlement (award conversion), not an open-market purchase or sale. The insider received shares as compensation (no cash outlay). Such vesting events are routine executive compensation actions; they do not by themselves indicate a buy or sell sentiment.