REED'S, INC.

For the period ended Apr 29, 2026. Filed Apr 29, 2026.

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 29, 2026 · Filed Apr 29, 2026

REED$1.01+4.7%Stored close · as of Nov 6, 2026

See the whole filing, with its images and exhibits

Contents

Cover page

Show cover page

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐	Preliminary Proxy Statement

☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☒	Definitive Proxy Statement

☐	Definitive Additional Materials

☐	Soliciting Material Pursuant to § 240.14a-12

Reed’s, Inc.

(Name of Registrant as Specified In Its Charter)

N/A

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒	No fee required.

☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

☐	Fee paid previously with preliminary materials.

REED’S, INC.

501 Merritt 7 PH, Norwalk, CT 06851

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON JUNE 10, 2026

Dear Stockholder:

You are cordially invited to attend the Annual Meeting of Stockholders (the “Annual Meeting”) of Reed’s, Inc., a Delaware corporation (the “Company”). The Annual Meeting will be held virtually via live webcast at www.virtualshareholdermeeting.com/reed2026 on Wednesday, June 10, 2026 at 9:00 a.m. Eastern Time for the following purposes:

1.	To elect Shufen Deng, Neal M. Cohane, Michael C. Tu, Sam Van, and Rudolf J. M. Bakker as directors to hold office until the Company’s 2027 annual meeting of stockholders and until their successors have been duly elected and qualified or such director’s earlier death, resignation or removal.
2.	To ratify the selection by the Audit Committee of the Board of Directors of Weinberg & Company, P.A. as the Company’s independent registered public accounting firm for the year ending December 31, 2026.
3.	To approve the Company’s 2026 Equity Incentive Plan.
4.	To approve, on an advisory basis, the compensation of the Company’s Named Executive Officers, as disclosed in the accompanying proxy statement.
5.	To indicate, on an advisory basis, the preferred frequency of stockholder advisory votes on the compensation of the Company’s Named Executive Officers.
6.	To conduct any other business properly brought before the Annual Meeting or any adjournment or postponement thereof.

These items of business are more fully described in the attached proxy statement.

The Annual Meeting will be held in a virtual meeting format only. You will not be able to attend the Annual Meeting in person.

The record date for the Annual Meeting is April 17, 2026. Only stockholders of record at the close of business on that date may vote at the Annual Meeting or any adjournment thereof. A complete list of record stockholders will be available for examination by any stockholder for any purpose germane to the Annual Meeting for a period of ten days ending on the day before the Annual Meeting date. If you would like to view the list, please contact us at our principal executive offices between the hours of 9:00 a.m. and 5:00 p.m. Eastern Time at Reed’s, Inc., Attn: Corporate Secretary, 501 Merritt 7 PH, Norwalk, CT 06851; telephone (800) 997-3337.

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of stockholders to be held via live webcast at www.virtualshareholdermeeting.com/reed2026 on June 10, 2026 at 9:00 AM EASTERN TIME.

The proxy statement and our annual report will be available to stockholders at

www.proxyvote.com.

By Order of the Board of Directors,

/s/ Neal M. Cohane

Neal M. Cohane Interim Chief Executive Officer April 29, 2026

This proxy statement is dated April 29, 2026 and is first being made available to stockholders on April 29, 2026.

You are cordially invited to attend the Annual Meeting via live webcast at www.virtualshareholdermeeting.com/reed2026. Whether or not you expect to attend the Annual Meeting, please complete, date, sign and return the proxy mailed to you, or vote over the telephone or via the internet as instructed in these materials, as promptly as possible in order to ensure your vote is counted at the Annual Meeting. Please note that if your shares are held of record by a broker, bank or other nominee and you wish to vote at the Annual Meeting, you must obtain a proxy issued in your name from that record holder.

TABLE OF CONTENTS

	Page
QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS AND VOTING	2
PROPOSAL NO. 1 ELECTION OF DIRECTORS	9
CORPORATE GOVERNANCE AND BOARD MATTERS	11
PROPOSAL NO. 2 RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	19
PROPOSAL 3: APPROVAL OF THE COMPANY’S 2026 EQUITY INCENTIVE PLAN	20
PROPOSAL NO. 4 ADVISORY VOTE ON EXECUTIVE COMPENSATION	30
PROPOSAL NO. 5 ADVISORY VOTE ON THE FREQUENCY OF SOLICITATION OF ADVISORY STOCKHOLDER APPROVAL OF EXECUTIVE COMPENSATION	31
EXECUTIVE OFFICERS	32
EXECUTIVE COMPENSATION	33
DIRECTOR COMPENSATION	39
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS	40
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT	41
DELINQUENT SECTION 16(A) REPORTS	42
Transactions with Related Persons and Indemnification	43
HOUSEHOLDING OF PROXY MATERIALS	47
ADDITIONAL FILINGS	47
OTHER MATTERS	47
APPENDIX A REED’S, INC. 2026 EQUITY INCENTIVE PLAN	A-1

The information on, or otherwise accessible through, our website does not constitute a part of this proxy statement.

REED’S, INC.

501 Merritt 7 PH, Norwalk, CT 06851

PROXY STATEMENT

FOR THE 2026 ANNUAL MEETING OF STOCKHOLDERS

JUNE 10, 2026

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.