Amendment: SEC Form SCHEDULE 13D/A filed by Zevia PBC
$ZVIA
Beverages (Production/Distribution)
Consumer Staples
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
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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
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| 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)
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| 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)
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| 6 | Citizenship or place of organization
QUEBEC, CANADA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 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)
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| 13 | Percent of class represented by amount in Row (11)
30.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| 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
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 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
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| 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.
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