Vita Coco Company, Inc.

Base Salaries

Our NEOs receive a base salary to compensate them for the services they provide to the Company. The base salary payable to each NEO is intended to provide a fixed component of compensation reflecting the executive’s skill set, experience, role and responsibilities. Each year, the Compensation Committee takes into account the foregoing factors as well as the Company’s financial performance, progress against the Company’s ESG goals, individual professional contributions and internal pay equity in setting compensation. In February 2025, our Board and Compensation Committee approved 2025 base salaries for our NEOs, in the amounts next to their name in the chart below, to be effective retroactively to January 1, 2025.

1. The actual salaries paid to each NEO for fiscal year 2025 are set forth in the “Summary Compensation Table” below in the column titled “Salary.”

Bonus Compensation

General Design

All of our NEOs are eligible to earn an annual cash bonus award based on the achievement of corporate performance goals, typically based on financials goals for that current financial year. Typically, in the first quarter of each fiscal year, the Compensation Committee approves the corporate performance goals and confirms the target bonus percentages applicable to each executive officer. Performance goals are typically single year targets for annual compensation, and consist of longer term targets for long-term incentive awards, which may consist of cash awards or PSUs. The target bonus percentages are a percentage of the NEO’s base salary and determined based on position and duties. Annual cash bonus payments are determined after the end of the year and are based on actual performance against each goal, subject to adjustments approved and applied by the Compensation Committee.

The formula for computing annual bonus payments is as follows:

Fiscal 2025 Bonus

After a review of the compensation design and benchmark data, no changes were made to the bonus percentages for the NEOs relative to 2024.

The target bonus percentages for the NEOs in 2025 were as follows:

The “Corporate Performance Factor” for 2025 was comprised of two financial metrics. For 2025, the two financial metrics for our executive officers were Adjusted EBITDA, weighted 50%, and Total Net Revenue, weighted 50%. This weighting reflects the long-term prioritization of Net Revenue and Adjusted EBITDA growth as measures of Company performance.

The two performance goals of Adjusted EBITDA and Total Net Revenue have a minimum, target and maximum performance level. Payouts for each goal could vary between 0% and 200% of target. Although the bonus goals are formulaic by design, awards are subject to adjustment at the sole discretion of the Compensation Committee, based on the occurrence of specified events and a holistic assessment of the performance of the Company, relevant executive and/or the executive team.

Based upon our overall performance in 2025, in February 2026, our Compensation Committee approved a Corporate Performance Factor of 178.3%, as detailed in the table below:

1. Adjusted EBITDA is a non-GAAP financial measure that is defined as our net income before interest, taxes, depreciation, and amortization adjusted to eliminate the impact of certain items, including certain non-cash and other items, that we do not consider representative of our ongoing operating performance. For additional detail on the reconciliation from EBITDA to Adjusted EBITDA see “Non-GAAP Financial Measures” on page 50 of our 2025 Annual Report.

ESG Modifier

Since 2023, the Compensation Committee has approved the inclusion of an ESG component in the annual incentive plan. This component is evaluated on a holistic basis by the Compensation Committee based on our progress on our ESG objectives, and represents a non-financial element of our incentive plan that aligns with the Company’s public benefit corporation mission. For 2025, the NEOs’ final bonus payouts could be increased or decreased by up to 10 percentage points under the ESG modifier. Making progress toward these strategic targets is a baseline expectation. The modifier is intended to apply only to achievement well above or below overall expected progress. For 2025, the Compensation Committee did not apply a modifier based on ESG results, reflecting satisfactory progress generally against our goals.

Final Bonus Payouts for Fiscal 2025

The annual bonus payments set forth in the table below are based on 2025 performance and the scoring of the performance goals as described above, and were paid in early 2026.

Long-Term Incentive Compensation

Typically, equity grants or long-term performance-based cash awards have been made in thefirst quarter of each year based on Company performance and individual contribution. Historically, Messrs. Kirban and Roper had been granted stock options only, while the rest of the executive team, including the NEOs, have received a mixture of RSUs and stock options. Some of the historical option grants have included performance-based vesting conditions, based on long-term performance targets. We began PSUs in 2023 to certain NEOs and senior management members, and continued this practice in 2024 and 2025. Starting in 2024, Messrs. Kirban and Roper have also been granted a mix of stock options, RSUs and performance-based RSUs.

During 2025, wedid not take into account any material nonpublic information when determining the timing and terms of equity incentive awards. Equity awards, including stock options, are not granted in anticipation of the release of material non-public information, and the release of material non-public informationis not timed based on stock option or other equity grant dates.

2023 Long-Term Cash Bonus

In 2023, the Compensation Committee approved long-term incentive cash awards to Messrs. Burth, van Es and Baker and one other leadership team member, that are subject to performance-based vesting conditions and continued employment with a performance period between January 1, 2023 and December 31, 2025 (such bonus, the “2023 LTI Bonus”). Each 2023 LTI Bonus consists of a $600,000 cash bonus that may only be earned if the applicable performance goals are attained by the end of 2025, as confirmed by the Compensation Committee in the first quarter of 2026; provided however, if the performance goals are not satisfied until the end of 2026, only fifty percent (50%) of the cash bonus will become payable to the executive. The performance metrics are specified Adjusted EBITDA and Net Revenue growth targets and the Compensation Committee has broad discretion to make adjustments to the metrics as appropriate based on events that may occur during the performance period. In February 2026, the Compensation Committee determined that the full 2023 LTI Bonus had been earned, and $600,000 cash bonuses were paid to each of Messrs. Baker, Burth, and van Es.

2025 Equity Grants

Restricted Stock Units

In February 2025, the Committee approved RSU grants with a grant date fair value of $940,000 to each of Messrs. Kirban and Roper and $170,000 to each of Messrs. Baker, Burth, and van Es for their service as members of the senior leadership team. In addition to time-based vesting, RSUs are subject to fluctuations of the Company stock price and are intended to directly align the interests of our executives with the long-term interests of the Company and its stockholders and incentivize executives to make decisions aimed at increasing stockholder value. RSUs generally vest ratably over a four-year period, subject to the executive remaining employed by the Company through the applicable vesting date. See the table, “Outstanding Equity Awards at Fiscal Year-End” for more details.

Additional RSU grants may be made for purposes of recruiting, promoting, or retaining executives as may be approved by the Compensation Committee.

Stock Options

In February 2025, the Compensation Committee approved stock option grants with a grant value of $920,000 to each of Messrs. Kirban and Roper that are subject to time-based vesting terms and vest ratably over a four-year period, subject to the executive remaining employed by the Company through the applicable vesting date.

In February 2025, the Compensation Committee also approved stock option grants with a grant value of $175,000 to each of Messrs. Baker, Burth, and van Es as members of the senior leadership team. The time-based vesting stock options vest ratably over a four-year period, subject to the executive remaining employed by the Company through the applicable vesting date. See the table, “Outstanding Equity Awards at Fiscal Year-End” for more details.

Performance Stock Units

PSUs were also granted in 2025, with a three-year performance period to further reinforce an executive’s accountability for the Company’s future financial and strategic goals and performance by tying a portion of their long-term compensation directly to operating results measured over a number of years. In February 2025, the Compensation Committee approved PSU grants with a grant value of $940,000 to each of Messrs. Kirban and Roper and $115,000 to each of Messrs. Baker, Burth, and van Es as members of the senior leadership team. The PSUs vest only to the extent the Company achieves Adjusted EBITDA and Net Revenue growth goals over a three-year performance period, provided the executive remains employed by the Company for the performance period. The performance period for the 2025 grant of PSUs began on January 1, 2025 and ends on December 31, 2027. Vesting of the PSUs may only be earned if the applicable performance goals are attained by the end of 2027, as confirmed by the Compensation Committee in the first quarter of 2028. The PSUs can vest between 0% and 200% of target. See the table, “Outstanding Equity Awards at Fiscal Year-End” for more details.

2023 Performance Equity Grants

In February 2023, the Compensation Committee approved stock option grants with a grant value of $1.65 million to each of Messrs. Kirban and Roper that are subject to both time-based and performance-based vesting terms. Twenty percent (20%) of the stock options are subject to time-based vesting and vest ratably over a four-year period. Eighty percent (80%) are subject to performance-based vesting and primarily vest only to the extent the Company achieves specified performance goals over a three-year performance period, provided the executive remains employed by the Company for the performance period. The performance period for the 2023 grant of performance-based vesting options began on January 1, 2023 and ended on December 31, 2025. Vesting of the options may only be earned if the applicable performance goals are attained by the end of 2025, as confirmed by the Compensation Committee in the first quarter of 2026; provided however, if the performance goals are not satisfied in 2025 but are satisfied by the end of 2026, as confirmed by the Compensation Committee in the first quarter of 2027, only fifty percent (50%) of the options shall vest. The performance metrics are specified Adjusted EBITDA and Net Revenue growth targets. In February 2026, the Compensation Committee determined that the performance goals had been satisfied by the end of 2025, and one hundred percent (100%) of the performance-based stock options granted to Messrs. Kirban and Roper vested in full.

In February 2023, the Compensation Committee also approved stock option grants with a grant value of $100,000 to each of Messrs. Burth and van Es as members of the senior leadership team. Half of these stock option grants are subject to time-based vesting and half are subject to performance-based vesting terms. The time-based vesting stock options vest ratably over a four-year period, subject to the executive remaining employed by the Company through the applicable vesting date. The performance-based stock options vest on the same vesting conditions as the performance-based stock options granted to Messrs. Kirban and Roper detailed above. In addition, performance-based RSUs, or PSUs, were also granted to Messrs. Burth and van Es in February 2023, with a grant value of $100,000 with a three-year performance period to further reinforce the executives' accountability for the Company’s future financial and strategic goals and performance by tying a portion of their long-term compensation directly to operating results measured over a number of years. The PSUs vest on the same vesting schedule and terms as the performance-based options granted to Messrs. Kirban and Roper referenced above. In February 2026, the Compensation Committee determined that the performance goals had been satisfied by the end of 2025, and one hundred percent (100%) of the performance-based stock options and the PSUs granted to Messrs. Burth and van Es vested in full. See the table, “Outstanding Equity Awards at Fiscal Year-End” for more details.

Retirement Plans

We currently maintain a 401(k) retirement savings plan for our employees, including our NEOs, who satisfy certain eligibility requirements. Eligible employees defer a portion of their compensation, within prescribed limits, on a pre-tax basis through contributions to the 401(k) plan. Currently, we provide matching contributions in the 401(k) plan up to a specified percentage of the employee’s contributions.

We do not maintain any defined benefit pension plans or deferred compensation plans for our NEOs.

Anti-Hedging Policy

Our Board has adopted an Insider Trading Compliance Policy, which applies to all of our directors, officers and employees. The policy prohibits our directors, officers and employees and any entities they control from purchasing financial instruments such as prepaid variable forward contracts, equity swaps, collars, and exchange funds, or otherwise engaging in transactions that hedge or offset, or are designed to hedge or offset, any decrease in the market value of the Company’s equity securities, or that may cause an officer, director or employee to no longer have the same objectives as the Company’s other stockholders.

Employee Benefits and Perquisites

All of our full-time employees, including our NEOs, are eligible to participate in our health and welfare plans, which include medical, dental and vision benefits.