Overview
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- TickerJSDA on OTC1
- IndustryBeverages1
- HeadquartersSeattle, Washington1
- Incorporated inWA2
- Business address4786 1St Avenue South, Suite 103, Seattle, Wa 981342
- Filer categoryNon-accelerated filer, Smaller reporting company2
- Legal formCorporation
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Root Beer and Lemon Lime. Rounding out the lineup are two of our most popular cane sugar flavors, Berry Lemonade and Green Apple.4 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Regions
United States brought in 89% of the revenue JONES SODA CO. broke down this way in fiscal 2025.
Regions by year
| Regions | 2024 | 2025 |
|---|---|---|
| United States | $14.7M | $22.5M |
| CA [member] | $3.1M | $2.8M |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue73¢$18.5M
- Other costs27¢$6.7M
- Interest0¢$20.0K
- Income tax0¢$8.0K
Out of $25.3M in revenue.5 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net Revenue | $25.3M | $17.8M |
| Cost of goods sold | -$18.5M | -$14.1M |
| Gross profit | $6.8M | $3.7M |
| Selling and marketing | $5.3M | $5.6M |
| General and administrative | $6.3M | $7.8M |
| Total operating expenses | -$11.5M | -$13.4M |
| Loss from operations | -$4.8M | -$9.7M |
| Interest income | $103.0K | $17.0K |
| Interest expense | -$411.0K | -$11.0K |
| Other income (expense), net | -$203.0K | $6.0K |
| Loss on sale of note receivables | -$280.0K | |
| Gain on disposition of subsidiaries | $3.9M | |
| Total other income (expense) | $3.1M | $12.0K |
| Loss before income taxes | -$1.7M | -$9.7M |
| Income tax provision | -$8.0K | -$25.0K |
| Loss from continuing operations | -$1.7M | -$9.7M |
| Loss from discontinued operations | -$91.0K | -$151.0K |
| Net loss | -$1.8M | -$9.9M |
| Loss from continuing operations, Basic | -$0 | -$0 |
| Loss from continuing operations, Diluted | -$0 | -$0 |
| Loss from discontinued operations, Basic | $0 | $0 |
| Loss from discontinued operations, Diluted | $0 | $0 |
| Earning (loss) per share, Basic | -$0.01 | -$0.09 |
| Earning (loss) per share, Diluted | -$0.01 | -$0.09 |
| Weighted average common shares outstanding , basic | 116.8M shares | 107.5M shares |
| Weighted average common shares outstanding , diluted | 116.8M shares | 107.5M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.5
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash | $3.6M | $1.3M | |
| Accounts receivable, net of allowance of $50 and $77, respectively | $3.6M | $1.9M | |
| Note receivable | $1.4M | ||
| Current licensing fees receivable | $150.0K | ||
| Inventories, net | $2.7M | $3.4M | |
| Prefunded insurance premiums from financing | $214.0K | $199.0K | |
| Prepaid expenses and other current assets | $1.2M | $614.0K | |
| Deferred financing costs | $415.0K | ||
| Current assets of discontinued operations | $1.1M | ||
| Total current assets | $13.3M | $8.4M | |
| Long-term licensing fees receivable | $1.6M | ||
| Fixed assets, net of accumulated depreciation of $583 and $422, respectively | $321.0K | $108.0K | |
| Non-current assets of discontinued operations | $35.0K | ||
| Total assets | $15.2M | $8.5M | |
| Accounts payable | $6.4M | $3.3M | |
| Accrued expenses | $4.0M | $2.5M | |
| Revolving credit facility and loans | $3.0M | $291.0K | |
| Insurance premium financing | $214.0K | $199.0K | |
| Promissory notes | $190.0K | ||
| Current liabilities of discontinued operations | $134.0K | ||
| Total current liabilities | $13.8M | $6.4M | |
| Total liabilities | $13.8M | $6.4M | |
| Common stock, no par value: Authorized 800,000,000 . Issued and outstanding shares 118,227,478 shares and 115,867,659 shares, respectively | $95.9M | $94.9M | |
| Accumulated other comprehensive income | $299.0K | $222.0K | |
| Accumulated deficit | -$94.7M | -$92.9M | |
| Total shareholders equity | $1.5M | $2.2M | $7.5M |
| Total liabilities and shareholders equity | $15.2M | $8.5M | |
| Accounts receivable, allowance | $50.0K | $77.0K | |
| Fixed assets, accumulated depreciation | $583.0K | $422.0K | |
| Common stock, no par value | $0 | $0 | |
| Common stock, shares authorized | 800.0M shares | 800.0M shares | |
| Common stock, shares issued | 118.2M shares | 115.9M shares | |
| Common stock, shares outstanding | 118.2M shares | 115.9M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash | $3.6M | $1.3M | |
| Accounts receivable, net of allowance of $50 and $77, respectively | $3.6M | $1.9M | |
| Note receivable | $1.4M | ||
| Current licensing fees receivable | $150.0K | ||
| Inventories, net | $2.7M | $3.4M | |
| Prefunded insurance premiums from financing | $214.0K | $199.0K | |
| Prepaid expenses and other current assets | $1.2M | $614.0K | |
| Deferred financing costs | $415.0K | ||
| Current assets of discontinued operations | $1.1M | ||
| Total current assets | $13.3M | $8.4M | |
| Long-term licensing fees receivable | $1.6M | ||
| Fixed assets, net of accumulated depreciation of $583 and $422, respectively | $321.0K | $108.0K | |
| Non-current assets of discontinued operations | $35.0K | ||
| Total assets | $15.2M | $8.5M | |
| Accounts payable | $6.4M | $3.3M | |
| Accrued expenses | $4.0M | $2.5M | |
| Revolving credit facility and loans | $3.0M | $291.0K | |
| Insurance premium financing | $214.0K | $199.0K | |
| Promissory notes | $190.0K | ||
| Current liabilities of discontinued operations | $134.0K | ||
| Total current liabilities | $13.8M | $6.4M | |
| Total liabilities | $13.8M | $6.4M | |
| Common stock, no par value: Authorized 800,000,000 . Issued and outstanding shares 118,227,478 shares and 115,867,659 shares, respectively | $95.9M | $94.9M | |
| Accumulated other comprehensive income | $299.0K | $222.0K | |
| Accumulated deficit | -$94.7M | -$92.9M | |
| Total shareholders equity | $1.5M | $2.2M | $7.5M |
| Total liabilities and shareholders equity | $15.2M | $8.5M | |
| Accounts receivable, allowance | $50.0K | $77.0K | |
| Fixed assets, accumulated depreciation | $583.0K | $422.0K | |
| Common stock, no par value | $0 | $0 | |
| Common stock, shares authorized | 800.0M shares | 800.0M shares | |
| Common stock, shares issued | 118.2M shares | 115.9M shares | |
| Common stock, shares outstanding | 118.2M shares | 115.9M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$1.8M | -$9.9M |
| Add: Loss from discontinued operations | $91.0K | $151.0K |
| Loss from continuing operations | -$1.7M | -$9.7M |
| Accretion of interest of note receivable | -$90.0K | |
| Finance income | -$17.0K | |
| Finance costs | $269.0K | |
| Licensing fees | -$85.0K | |
| Loss on disposal | $10.0K | |
| Loss on sale of note receivables | $280.0K | |
| Gain on disposition of subsidiaries | -$3.9M | |
| Depreciation | $221.0K | $56.0K |
| Stock-based compensation | $947.0K | $1.1M |
| Change in allowance for credit losses | -$183.0K | |
| Write-off of obsolete inventory | $1.2M | $1.2M |
| Accounts receivable | -$1.6M | -$22.0K |
| Inventories | -$487.0K | -$2.4M |
| Deferred financing costs | -$415.0K | |
| Prefunded insurance premiums from financing | $221.0K | $158.0K |
| Prepaid expenses and other current assets | -$757.0K | -$362.0K |
| Accounts payable | $3.1M | $2.8M |
| Accrued expenses | $1.5M | $1.3M |
| Net cash used in continuing operations | -$1.3M | -$6.2M |
| Disposal of a subsidiary, net of cash disposed of | $885.0K | |
| Proceeds from disposal of property, plant and equipment | $10.0K | |
| Purchase of property, plant and equipment | -$454.0K | -$27.0K |
| Net cash provided by (used in) investing activities | $441.0K | -$27.0K |
| Net Proceeds from Private Placement Offering | $3.6M | |
| Net cash from revolving credit facility | $2.6M | $291.0K |
| Proceeds on issuance of promissory notes | $450.0K | |
| Repayment of promissory notes | -$300.0K | |
| Proceeds from the exercise of Pinestar Warrants | $44.0K | |
| Proceeds from the exercise of stock options | $37.0K | |
| Payment of taxes on RSU withholding | -$150.0K | |
| Repayments on insurance financing | -$221.0K | -$158.0K |
| Net cash provided by financing activities | $2.5M | $3.7M |
| Net cash provided by operating activities of discontinued operations | $329.0K | $300.0K |
| Net cash provided by discontinued operations | $329.0K | $300.0K |
| Net change in cash | $2.0M | $2.3M |
| Effect of exchange rate changes on cash | $64.0K | -$79.0K |
| Fair value of warrants issued | $65.0K | |
| Initial recognition of note receivable | $2.6M | |
| Initial recognition of licensing fee receivable | $1.7M | |
| Reclassification of current portion of note receivable | $1.4M | |
| Reclassification of current portion of licensing fee receivable | $150.0K | |
| Prepaid insurance financed through an insurance premium financing arrangement. | $210.0K | |
| Interest | $164 |
No quarter-by-quarter statement was filed.
Corporate structure
JONES SODA CO. sits at the top of its group. 6 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
- JONES SODA CO. Seattle, Washington
- - A wholly-owned subsidiary of Mary Jones Holdings, Inc., existing under the laws of the State of Subsidiary · Michigan, United States
- - A wholly-owned subsidiary, incorporated in Subsidiary · British Columbia, Canada
- Co. (USA) Inc. - A wholly-owned subsidiary, incorporated in the State of Subsidiary · Washington, United States
- wholly-owned subsidiary, incorporated in Subsidiary · British Columbia, Canada
- – A wholly-owned subsidiary, incorporated in the State of Subsidiary · Delaware, United States
Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What JONES SODA CO. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $904.0K5 Dec 31, 2025 | $530.0K5 Dec 31, 2024 | +70.6% |
| Accumulated depreciation | $583.0K5 Dec 31, 2025 | $422.0K5 Dec 31, 2024 | +38.2% |
| Property and equipment, net | $321.0K5 Dec 31, 2025 | $108.0K5 Dec 31, 2024 | +197.2% |
Investments
Inventory
Leadership
Who has led JONES SODA CO., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chair
President
Chief financial officer
Chief operating officer
- Chief executive officerScott F. Harvey Feb 18, 2025 to now13
- Chief executive officerMark F. Murray Mar 3, 2022 to May 17, 202314
- Chief executive officerJamie Colbourne Apr 15, 2020 to Apr 15, 202015
- Chief executive officerJennifer Cue Aug 7, 2012 to Apr 9, 201816
- Chief executive officerWilliam R. Meissner Apr 14, 2010 to Mar 20, 201217
- Chief executive officerStolk Peter Van Mar 27, 2006 to Aug 8, 200718
- ChairScott Bedbury Feb 6, 2008 to Mar 31, 200819
- PresidentScott F. Harvey Feb 18, 2025 to now13
- PresidentEric Chastain Feb 17, 2023 to Feb 17, 202320
- PresidentMark F. Murray Sep 11, 2020 to May 17, 202321
- PresidentWilliam R. Meissner Apr 14, 2010 to Mar 20, 201217
- Chief financial officerBrian Meadows Feb 14, 2025 to now22
- Chief financial officerJoe Culp Feb 17, 2023 to Feb 17, 202323
- Chief financial officerMax Schroedl Mar 8, 2018 to Apr 20, 201824
- Chief financial officerJames P. Stapleton Mar 1, 2012 to Mar 9, 201225
- Chief financial officerJennifer Cue Sep 14, 2011 to Dec 15, 201126
- Chief financial officerHassan N. Natha Apr 7, 2006 to Mar 31, 200827
- Chief operating officerDarcey Jo Macken Jan 6, 2026 to now28
- Chief operating officerEric Chastain Jun 30, 2014 to Feb 17, 202329
- Chief operating officerJonathan J. Ricci Jan 30, 2008 to Apr 8, 200930
Board members and other officers (31)
- Controller, PFO,PAOJoe Culp Mar 18, 2021 to Feb 7, 202231
- Chief Marketing OfficerRobert Wesley Blair Nov 12, 2021 to Nov 12, 202132
- Acting Prin. Financial OfficerJamie Colbourne Dec 4, 2020 to Mar 3, 202233
- Vice President of FinanceMax Schroedl May 17, 2016 to Dec 12, 201634
- Vice President of FinanceMark Miyata Jun 30, 2014 to Dec 16, 201435
- Vice President of FinanceCarrie L. Traner Dec 5, 2011 to Apr 3, 201436
- Executive VP of SalesThomas Patrick Oneill Jr. Apr 9, 2008 to Mar 18, 200937
- Executive VP of SalesLars P. Nilsen Mar 30, 2006 to Mar 31, 200838
- Board memberGregg Reichman Mar 9, 2023 to now39
- Board memberRonald L. Dissinger Jun 9, 2023 to now40
- Board memberAlex Spiro Feb 28, 2022 to Jun 2, 202241
- Board memberMark F. Murray Mar 3, 2022 to now14
- Board memberJamie Colbourne Dec 4, 2020 to Feb 17, 202333
- Board memberClive M. Sirkin Aug 14, 2019 to now42
- Board memberChristopher E. Beach Apr 4, 2018 to Jan 4, 201943
- Board memberRaymond Silcock Jun 26, 2018 to Jan 4, 201944
- Board memberVanessa Walker Nov 27, 2018 to Jan 4, 201945
- Board memberJeffrey D. Anderson Aug 10, 2017 to Jan 14, 202246
- Board memberJennifer Cue Apr 13, 2012 to Jan 6, 201647
- Board memberRichard Cautero V. Dec 20, 2011 to Jan 4, 201948
- Board memberJonathan J. Ricci Feb 13, 2009 to Apr 8, 200949
- Board memberSusan A. Schreter Jun 16, 2008 to Jan 4, 201850
- Board memberMills A. Brown Dec 9, 2008 to May 10, 201751
- Board memberRon B. Anderson Mar 2, 2006 to Mar 2, 200652
- Board memberAlfred W. Rossow Jr. Mar 22, 2006 to Mar 31, 200853
- Board memberJohn J. Gallagher Jr. Mar 22, 2006 to Mar 31, 200854
- Board memberScott Bedbury Mar 22, 2006 to Nov 29, 200755
- Board memberMick Fleming Mar 23, 2006 to Jan 18, 202256
- Board memberStolk Peter Van Mar 27, 2006 to Mar 18, 200918
- Board memberMatthew Kellogg Mar 29, 2006 to Jan 4, 201857
- Board memberRichard S. Eiswirth Jr. Aug 30, 2006 to Aug 22, 201158
Named in SEC Form D filings
People the company listed in its private-offering notices.
- Chief Operating OfficerDarcey Maken named Jul 22, 202659
- President and CEODavid Knight named Aug 12, 202460
- Chief Operating OfficerEric Bittner named Aug 12, 202460
- Chief Growth OfficerJerry Goldner named Aug 12, 202460
- Chairman of the Board of DirectorsPaul Norman named Feb 23, 2022 to Jul 22, 202659
- DirectorChad Bronstein named Feb 23, 202261
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- - A wholly-owned subsidiary of Mary Jones Holdings, Inc., existing under the laws of the State of Michigan.3
- - A wholly-owned subsidiary, incorporated in British Columbia.3
- Co. (USA) Inc. - A wholly-owned subsidiary, incorporated in the State of Washington.3
- wholly-owned subsidiary, incorporated in British Columbia.3
- – A wholly-owned subsidiary, incorporated in the State of Delaware.3
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
Timeline
- Sep 10, 20268-K Shareholder vote62
- Aug 11, 20268-K Other events63
- Jul 28, 20268-K Entered a material agreement; Unregistered sale of shares; Other events64
- Jul 15, 20268-K Executive or director change; Other events65
- Jul 10, 20268-K Entered a material agreement; Unregistered sale of shares; Other events66
- Apr 2, 20268-K Executive or director change67
- Apr 1, 20268-K Results of operations68
- Jan 23, 20268-K Entered a material agreement; Ended a material agreement69
- Dec 12, 20258-K Executive or director change; Other events70
- Dec 5, 20258-K Entered a material agreement; New debt or obligation71
- Oct 10, 20258-K Change of auditor72
- Sep 12, 20258-K Executive or director change73
- Feb 18, 2025New chief executive Scott F. Harvey becomes CEO13
- Mar 3, 2022New chief executive Mark F. Murray becomes CEO14
- Apr 15, 2020New chief executive Jamie Colbourne becomes CEO15
- Aug 7, 2012New chief executive Jennifer Cue becomes CEO16
- Apr 14, 2010New chief executive William R. Meissner becomes CEO17
- Mar 27, 2006New chief executive Stolk Peter Van becomes CEO18
Calendar
When it reported results
- Apr 1, 2026Reported quarterly or annual results68
- May 16, 2025Reported quarterly or annual results74
- Apr 1, 2025Reported quarterly or annual results75
- Nov 13, 2024Reported quarterly or annual results76
- Aug 13, 2024Reported quarterly or annual results77
- May 14, 2024Reported quarterly or annual results78
- Mar 14, 2024Reported quarterly or annual results79
- Nov 9, 2023Reported quarterly or annual results80
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
299 filings to the SEC since October 2021: 8 annual reports, 15 quarterly reports, 63 major events, 121 insider forms, 3 private raises, 89 other. The latest 20:
- Sep 10, 20268-K EDGAR
- Aug 13, 202610-Q EDGAR
- Aug 12, 2026EFFECT EDGAR
- Aug 12, 2026424B3 EDGAR
- Aug 11, 20268-K EDGAR
- Aug 7, 20264 EDGAR
- Aug 6, 2026S-1 EDGAR
- Aug 4, 20264 EDGAR
- Aug 4, 20264 EDGAR
- Aug 4, 20264 EDGAR
- Aug 4, 20264 EDGAR
- Aug 3, 2026S-1/A EDGAR
- Jul 28, 20268-K/A EDGAR
- Jul 23, 2026DEFA14A EDGAR
- Jul 23, 2026DEF 14A EDGAR
- Jul 22, 2026D EDGAR
- Jul 16, 20264 EDGAR
- Jul 16, 20264 EDGAR
- Jul 16, 20264 EDGAR
- Jul 16, 20264 EDGAR
The 299 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
45 open-market trades by officers, directors and large owners since October 2021: 26 buys and 19 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Aug 6, 2026 | Meadows BrianChief Financial Officer | Buy | 303,030 | Form 4 | ||
| Jul 7, 2026 | Harvey Scott F.President and CEO | Buy | 303,030 | Form 4 | ||
| Feb 15, 2026 | SOL Global Investments Corp.10% owner | Sale | 20,000 | $0.25 | $5.0K | Form 4 |
| Mar 22, 2024 | SOL Global Investments Corp.10% owner | Sale | 23 | $0.23 | $5 | Form 4 |
| Mar 21, 2024 | SOL Global Investments Corp.10% owner | Sale | 70,000 | $0.23 | $16.1K | Form 4 |
| Mar 20, 2024 | SOL Global Investments Corp.10% owner | Sale | 47,300 | $0.23 | $10.9K | Form 4 |
| Mar 19, 2024 | SOL Global Investments Corp.10% owner | Sale | 200 | $0.23 | $46 | Form 4 |
| Mar 18, 2024 | SOL Global Investments Corp.10% owner | Sale | 76,700 | $0.23 | $17.6K | Form 4 |
| Mar 13, 2024 | SOL Global Investments Corp.10% owner | Sale | 49,300 | $0.24 | $11.8K | Form 4 |
| Mar 12, 2024 | SOL Global Investments Corp.10% owner | Sale | 42,700 | $0.24 | $10.2K | Form 4 |
| Mar 8, 2024 | SOL Global Investments Corp.10% owner | Sale | 200,000 | $0.23 | $46.0K | Form 4 |
| Mar 7, 2024 | SOL Global Investments Corp.10% owner | Sale | 61,478 | $0.23 | $14.1K | Form 4 |
| Mar 5, 2024 | SOL Global Investments Corp.10% owner | Sale | 148,769 | $0.23 | $34.2K | Form 4 |
| Feb 22, 2024 | SOL Global Investments Corp.10% owner | Sale | 63,200 | $0.28 | $17.4K | Form 4 |
| Feb 20, 2024 | SOL Global Investments Corp.10% owner | Sale | 40,000 | $0.28 | $11.0K | Form 4 |
| Feb 16, 2024 | SOL Global Investments Corp.10% owner | Sale | 90,000 | $0.26 | $23.4K | Form 4 |
| Feb 15, 2024 | SOL Global Investments Corp.10% owner | Sale | 100,000 | $0.24 | $24.0K | Form 4 |
| Feb 2, 2024 | SOL Global Investments Corp.10% owner | Sale | 200,000 | $0.14 | $28.0K | Form 4 |
| Dec 8, 2023 | Reichman GreggDirector | Buy | 50,000 | $0.14 | $7.0K | Form 4 |
| Dec 5, 2023 | Reichman GreggDirector | Buy | 100,000 | $0.15 | $15.0K | Form 4 |
All 45 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Scott HarveyChief Executive Officer | 64 | $320.8K | $1.4M81 |
| 2025 | Brian MeadowsChief Financial Officer | 61 | $236.3K | $429.7K81 |
| 2025 | Jerry GoldnerFormer Chief Growth Officer) | $250.0K | $288.1K81 | |
| 2025 | Darcey MakenChief Operating Officer | 50 | $19.4K | $280.5K81 |
| 2025 | Gabe CarimiVP Operations and General Manager Mary Jones | $102.7K | $176.8K81 | |
| 2024 | Jerry GoldnerFormer Chief Growth Officer) | $250.0K | $475.9K81 | |
| 2024 | Gabe CarimiVP Operations and General Manager Mary Jones | $168.5K81 | ||
| 2024 | Paul NormanFormer Interim Chief Executive Officer and Interim Chief Financial Officer | 61 | $80.0K81 |
Money raised
Private offerings the company reported to the SEC on Form D.
SEC filer profile
How JONES SODA CO. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARJONES SODA CO.1
- CIK0001083522
- Employer ID (EIN)52-23366024
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; a shell company4
- Incorporated inWashington4
- Fiscal year endsDecember 311
- Industry code (SIC)2080 Beverages1
- SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance1
- Business address4786 1St Avenue South, Suite 103, Seattle, WA 981341
- Phone206 624-33571
- Shares outstanding125,926,970 as of Aug 13, 202612
- Public float$31.4M as of Jun 30, 20254
- AuditorDAVIDSON & COMPANY LLP, Vancouver, Canada PCAOB ID 52; it also attests to the company’s internal control over financial reporting4
- On EDGAR sinceApr 8, 19991
- Filings1,171 in all: 4 (410), 8-K (269), 424B3 (134), 10-Q (62), 3 (45), DEF 14A (27), 10-K (20), SC 13G/A (19)1
All 45 form types
10QSB (18), 4/A (17), EFFECT (11), SC 13G (11), UPLOAD (11), CORRESP (9), S-8 (9), 425 (7), 8-K/A (7), 10-K/A (6), 424B5 (6), POS AM (6), S-4/A (6), 10KSB (5), 3/A (5), D (5), S-1 (5), SC 13D (5), 5 (4), SC 13D/A (4), CT ORDER (3), PRE 14A (3), S-3 (3), 10KSB/A (2), 10KSB40 (2), DEFA14A (2), DEFR14A (2), S-1/A (2), 10-Q/A (1), 25-NSE (1), 424B4 (1), 8-A12G (1), 8-A12G/A (1), NT 10-K (1), REGDEX (1), S-4 (1), S-8 POS (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 13, 2026
Proxy statement (DEF 14A) Jul 23, 2026
Latest 8-K (8-K) Sep 10, 2026
Risk factors and legal proceedings
The risks JONES SODA CO. names in Item 1A of its 10-K filed Mar 31, 2026: 53 risks under these headings, as written.4
- Risks Related to our Financial Condition and Capital Requirements
- We have experienced recurring losses from operations and negative cash flows from operating activities
- If we are not able to successfully execute on our future operating plans, our financial condition and results of operation may be materially adversely affected, and we may not be able to continue as a going concern.
- We may need additional financing in the future, which may not be available when needed or may be costly and dilutive.
- We compete in an industry that is brand-conscious, so brand name recognition and acceptance of our products are critical to our success.
- Our brand and image are keys to our business and any inability to maintain a positive brand image could have a material adverse effect on our results of operations.
- Competition from traditional and large, well-financed non-alcoholic beverage manufacturers may adversely affect our distribution relationships and may hinder development of our existing markets, as well as prevent us from expanding our markets.
- We compete in an industry characterized by rapid changes in consumer preferences and public perception, so our ability to continue developing new products to satisfy the changing preferences of consumers will determine our long-term success.
- We may experience a reduced demand for some of our products due to health concerns (including obesity) and legislative initiatives against sweetened beverages.
- Our reliance on distributors, retailers and brokers could affect our ability to efficiently and profitably distribute and market our products, maintain our existing markets and expand our business into other geographic markets.
- We incur significant time and expense in attracting and maintaining key distributors.
- It is difficult to predict the timing and amount of our sales because our distributors are not required to place minimum orders with us.
The other 42 risks
- We depend on a limited number of significant customers for a substantial portion of our revenue.
- If we do not adequately manage our inventory levels, our operating results could be adversely affected.
- If we fail to maintain relationships with our independent contract manufacturers, our business could be harmed.
- Our dependence on independent contract manufacturers could make management of our manufacturing and distribution efforts inefficient or unprofitable.
- Increases in costs or shortages of raw materials could harm our business and financial results.
- Increases in costs of energy and increased regulations may have an adverse impact on our gross margin.
- Disruption within our supply chain, contract manufacturing or distribution channels could have an adverse effect on our business, financial condition and results of operations.
- We rely upon our ongoing relationships with our key flavor suppliers. If we are unable to source our flavors on acceptable terms from our key suppliers, we could suffer disruptions in our business.
- If we are unable to attract and retain key personnel, our efficiency and operations would be adversely affected; in addition, management turnover causes uncertainties and could harm our business.
- If we fail to protect our trademarks and trade secrets, we may be unable to successfully market our products and compete effectively.
- We depend upon licensed intellectual property to generate some our revenues.
- If we encounter product recalls or other product quality issues, our business may suffer.
- We could be exposed to product liability claims which could materially damage our reputation and brand image and have a material adverse effect on our financial condition.
- Litigation or legal proceedings could expose us to significant liabilities and damage our reputation.
- We are subject to risks inherent in sales of products in international markets.
- Climate change may negatively affect our business.
- Our business and operations may be adversely impacted in the event of a failure or interruption of our information technology infrastructure or as a result of a cybersecurity attack.
- Our results of operations may fluctuate from quarter to quarter for many reasons, including seasonality.
- Changes in tax laws or the imposition of additional duties, quotas, tariffs, and other trade restrictions could adversely affect our business.
- Our business and periodic financial results can be affected by currency rate fluctuations, because a significant percentage of our business is in Canada.
- Changes in our effective tax rate may impact our results of operations.
- Global economic, political, social and other conditions may continue to adversely impact our business and results of operations.
- Changes in accounting standards and subjective assumptions, estimates and judgments by management related to complex accounting matters could significantly affect our financial results.
- If we are unable to maintain effective disclosure controls and procedures and internal control over financial reporting, our stock price and investor confidence could be materially and adversely affected.
- There can be no assurance that our acquisitions, investments or expansions of scope of existing relationships will have a beneficial impact on our business, financial condition and results of operations.
- Risks Relating to Regulation and Compliance
- Legislative or regulatory changes that affect our products, including new taxes, could reduce demand for products and/or increase our costs.
- Significant additional labeling or warning requirements may inhibit sales of affected products.
- Cannabis is a controlled substance in the United States and therefore subject to the Controlled Substances Act (“CSA”).
- Regulatory Uncertainty For Hemp Derived Beverage Business
- We operate in highly regulated industries where the regulatory environments are rapidly developing and we may not always succeed in complying fully with applicable regulatory requirements in all jurisdictions where we carry on business.
- We may be subject to heightened scrutiny by regulatory authorities.
- Anti-money laundering and other banking laws and regulations may limit our ability to access financing and hamper our growth.
- Our common stock is traded on the OTCQB Marketplace and the Canadian Stock Exchange, which may have an unfavorable impact on our stock price and liquidity.
- The price of our common stock may be volatile, and a shareholder’s investment in our common stock could suffer a decline in value.
- We could be subject to securities class action litigation.
- Future sales and issuances of our common stock, or securities convertible into or exercisable for our common stock, including pursuant to our equity incentive plans, could result in additional dilution of the percentage ownership of our shareholders and could cause the trading price of our common stock to decline.
- Substantial future sales of our common stock, or the perception in the public markets that these sales may occur, could cause our share price to fall.
- Unstable market and economic conditions and adverse developments with respect to financial institutions and associated liquidity risk may have serious adverse consequences on our business, financial condition and stock price.
- We do not intend to pay any cash dividends on our shares of common stock in the near future, so our shareholders will not be able to receive a return on their shares unless they sell their shares.
- Anti-takeover provisions in our charter documents and under Washington law could make an acquisition of us, which may be beneficial to our shareholders, difficult and prevent attempts by our shareholders to replace or remove our current management.
- We are a “smaller reporting company,” and the reduced disclosure requirements applicable to smaller reporting companies may make our common stock less attractive to investors.
- General Risk Factors
- If securities industry analysts do not publish research reports on us, or publish unfavorable reports on us, then the market price and market trading volume of our common stock could be negatively affected.
Legal proceedings
We are not currently involved in any material legal proceedings. We may be involved from time to time in various claims and legal actions arising in the ordinary course of business, including proceedings involving employee claims, contract disputes, product liability and other general liability claims, as well as trademark, copyright, and related claims and legal actions. In the opinion of our management, the ultimate disposition of these matters will not have a material adverse effect on our consolidated financial position, results of operations or liquidity.
The opening of Item 3, Legal Proceedings.4
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARJONES SODA CO. filings on SEC EDGAR
- 2SEC EDGARJONES SODA CO. filings on SEC EDGAR
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- 5SEC EDGARJONES SODA CO. 10-K for fiscal 2025
- 6SEC EDGARJONES SODA CO. 10-K for fiscal 2019
- 7SEC EDGARJONES SODA CO. 10-K for fiscal 2020
- 8SEC EDGARJONES SODA CO. 10-K for fiscal 2021
- 9SEC EDGARJONES SODA CO. 10-K for fiscal 2022
- 10SEC EDGARJONES SODA CO. 10-K for fiscal 2023
- 11SEC EDGARJONES SODA CO. 10-Q for fiscal 2026
- 12SEC EDGARJONES SODA CO. 10-Q for fiscal 2026
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- 19SEC EDGARScott Bedbury, Chair
- 20SEC EDGAREric Chastain, President
- 21SEC EDGARMark F. Murray, President
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- 23SEC EDGARJoe Culp, Chief financial officer
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- 31SEC EDGARJoe Culp, Controller, PFO,PAO
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- 39SEC EDGARGregg Reichman, Board member
- 40SEC EDGARRonald L. Dissinger, Board member
- 41SEC EDGARAlex Spiro, Board member
- 42SEC EDGARClive M. Sirkin, Board member
- 43SEC EDGARChristopher E. Beach, Board member
- 44SEC EDGARRaymond Silcock, Board member
- 45SEC EDGARVanessa Walker, Board member
- 46SEC EDGARJeffrey D. Anderson, Board member
- 47SEC EDGARJennifer Cue, Board member
- 48SEC EDGARRichard Cautero V., Board member
- 49SEC EDGARJonathan J. Ricci, Board member
- 50SEC EDGARSusan A. Schreter, Board member
- 51SEC EDGARMills A. Brown, Board member
- 52SEC EDGARRon B. Anderson, Board member
- 53SEC EDGARAlfred W. Rossow Jr., Board member
- 54SEC EDGARJohn J. Gallagher Jr., Board member
- 55SEC EDGARScott Bedbury, Board member
- 56SEC EDGARMick Fleming, Board member
- 57SEC EDGARMatthew Kellogg, Board member
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- 62SEC EDGARShareholder vote
- 63SEC EDGAROther events
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- 67SEC EDGARExecutive or director change
- 68SEC EDGARResults of operations
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- 72SEC EDGARChange of auditor
- 73SEC EDGARExecutive or director change
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