Sec Form 4 Filing - CAISSE DE DEPOT ET PLACEMENT DU QUEBEC @ Zevia PBC - 2021-07-26

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CAISSE DE DEPOT ET PLACEMENT DU QUEBEC
2. Issuer Name and Ticker or Trading Symbol
Zevia PBC [ ZVIA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1000 PLACE JEAN-PAUL RIOPELLE
3. Date of Earliest Transaction (MM/DD/YY)
07/26/2021
(Street)
MONTREAL, A8H2Z 2B3
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class B Common Stock 07/26/2021 J( 1 ) 23,703,986 ( 2 ) D 0 I By Zip Holding Inc. ( 2 )
Class A Common Stock 07/26/2021 J( 1 ) 22,022,092 A 22,022,092 I By CDP Investissements Inc. ( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Class B Units ( 3 ) 07/26/2021 J( 1 ) 23,703,986 ( 3 ) ( 3 ) Class A Common Stock 23,703,986 ( 1 ) 0 I By Zip Holding Inc. ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CAISSE DE DEPOT ET PLACEMENT DU QUEBEC
1000 PLACE JEAN-PAUL RIOPELLE
MONTREAL, A8H2Z 2B3
X
CDP Investissements Inc.
A12-1000 PLACE JEAN-PAUL RIOPELLE
MONTREAL, A8H2Z 2B3
X
Signatures
Caisse de Depot et Placement du Quebec, By: /s/ Soulef Hadjoudj, Authorized Signatory 07/28/2021
Signature of Reporting Person Date
CDP Investissments Inc., By: /s/ Soulef Hadjoudj, Authorized Signatory 07/28/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to an Agreement and Plan of Merger , among Zevia PBC (the "Issuer"), Zip Holding Inc. and other parties thereto, Zip Holding Inc. merged with and into the Issuer. As a result of the merger, all 23,703,986 shares of the Issuer's Class B Common Stock and 23,703,986 Class B units of Zevia LLC held by Zip Holding Inc. came to represent 22,022,092 shares of Class A Common Stock and $21,957,126.17 in cash. As a result, Zip Holding Inc. ceased to be a reporting person with respect to the Issuer's securities.
( 2 )Prior to the merger, Zip Holding Inc. was a wholly-owned subsidiary of CDP Investissements Inc., which is a wholly-owned subsidiary of Caisse De Depot Et Placement Du Quebec, as a result of which each of them might be deemed the beneficial owner of securities held by Zip Holding Inc.
( 3 )The Class B Units of Zevia LLC are exchangeable, at the holder's option, on a one-for-one basis into shares of Class A Common Stock of the Issuer. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock will be automatically cancelled.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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