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Ownership Document
|
| Schema Version: X0508 |
| Document Type: 4/A |
| Period of Report: 3/7/24 |
| Date of Original Submission: 4/2/24 |
| Not Subject to Section 16: 0 |
| Issuer: |
| Issuer CIK: 1140215 |
| Issuer Name: REED'S, INC. |
| Issuer Trading Symbol: REED |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1693098 |
| | Owner Name: Bello John |
| Reporting Owner Address: |
| | Owner Street 1: 201 MERRITT 7 CORPORATE PARK |
| | Owner Street 2: |
| | Owner City: NORWALK, |
| | Owner State: CT |
| | Owner ZIP Code: 06851 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
| Aff 10b5 One: 0 |
| Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: SAFE |
| | | Footnote ID: F1 |
| | Conversion or Exercise Price: |
| | | Value: 300,000 |
| | Transaction Date: |
| | | Value: 3/7/24 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1 |
| | | Transaction Price Per Share: |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F2 |
| | Expiration Date: |
| | | Footnote ID: F3 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: common stock |
| | | Underlying Security Shares: |
| Value: 200,000 |
| Footnote ID: F4 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnotes: |
| Footnote - F1: Reporting Person funded $300,000 to Issuer through a Simple Agreements for Future Equity ("SAFE") investment. The SAFE investment will convert into the next equity shares underlying SAFE, as it is expected to convert within 60 days. |
| Footnote - F2: The SAFE investment will convert into the next equity financing of Issuer on the same terms and conditions as investors in Issuer's next equity financing (expected within 60 days). |
| Footnote - F3: No expiration -mandatory conversion. |
| Footnote - F4: Calculation of underlying shares of 200,000 is an estimate based on the $1.50 cap and is subject to change depending on the pricing in the next equity financing. |
| Owner Signature: |
| Signature Name: /s/ John Bello |
| Signature Date: 4/4/24 |
