Union Square Park Capital Management, LLC - May 25, 2023 Form 4 Insider Report for REED'S, INC. (REED)

Role
Director, Other*, 10%+ Owner
Signature
/s/ Union Square Park Partners, LP By: /s/ Leon M.Zaltzman Name: Leon M. Zaltzman, Title: Managing Member of the General Partner
Stock symbol
REED
Transactions as of
May 25, 2023
Transactions value $
$0
Form type
4
Date filed
6/1/2023, 05:15 PM
Previous filing
Mar 22, 2022
Next filing
Sep 24, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction REED common stock Purchase +193K +38.22% 699K May 25, 2023 SEE FOOTNOTES F1, F2, F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction REED Warrant Purchase +1 1 May 25, 2023 common stock 38.7K $2.50 SEE FOOTNOTES F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The securities reported herein are held directly by Union Square Park Partners, LP (the "USPP Fund"). Union Square Park Capital Management, LLC ("USPCM") serves as the investment manager to the USPP Fund. Union Square Park GP, LLC ("USPGP") serves as general partner of the USPP Fund. Leon M. Zaltzman serves as the managing member of each of USPCM and USPGP.
F2 The filing of this statement shall not be deemed an admission that any of the Reporting Persons are the beneficial owners of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons disclaim beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any.
F3 Purchase in issuer's PIPE transaction at a price of $2.585 per share plus 1/5 warrant. Warrant contains 19.9% blocker which may be removed by holder upon 60 days' notice to issuer.
F4 Includes 145,828 shares issuable upon exercise of warrants.

Remarks:

The Reporting Persons may have been deemed to beneficially own more than 10% of the Common Stock as of May 31, 2023. Mr. Zaltzman was appointed to the board of directors of the Issuer on March 21, 2022. Each of the USPP Fund, USPCM and USPGP may be deemed to be a director by deputization by virtue of the fact that Mr. Zaltzman currently serves on the board of directors of the Issuer. This Form 3 is currently being filed under the CIK of Union Square Park Partners, LP, Union Square Park Capital Management, LLC, Union Square Park GP, LLC and Leon M. Zaltzman.