SEC Form 3 filed by new insider Tabor A Wellford
$WEST
Beverages (Production/Distribution)
Consumer Staples
| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 04/20/2026 | 3. Issuer Name and Ticker or Trading Symbol
Westrock Coffee Co [ WEST ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| COMMON STOCK | 79,000 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| 5% Convertible Note due 2029 | 08/15/2024(1)(2) | 02/15/2029 | Common Stock | $2,000,000(1)(2) | (1)(2) | D | |
| 5% Convertible Senior Notes due 2031 | 05/04/2026(3)(4) | 02/15/2031 | Common Stock | $2,000,000(3)(4) | (3)(4) | D | |
| Explanation of Responses: |
| 1. Holders of the Issuer's 5% convertible notes due 2029 (the "2029 convertible notes") may voluntarily convert their 2029 convertible notes in denominations of $1,000 (i) during the period commencing on August 15, 2024, and prior to the close of business on the trading day immediately preceding August 15, 2028, if the closing price of the Issuer's Common Stock for at least 20 trading days (whether or not consecutive) during the period of any 30 consecutive trading days in the immediately preceding calendar quarter is equal to or greater than 130% of the conversion price; (ii) during the period commencing on August 15, 2028, and prior to the close of business on the second scheduled trading day immediately preceding February 15, 2029, at any time; and (iii) during the 35 trading days following the effective date of certain fundamental change transactions that occur prior to the close of business on the trading day immediately preceding August 15, 2028. |
| 2. Conversions of the 2029 convertible notes will be settled, at the Issuer's election, in cash, shares of the Issuer's Common Stock or a combination thereof. The initial conversion price of the 2029 convertible notes is $12.84, which corresponds to an initial conversion rate of 77.88 shares of Issuer Common Stock per $1,000 principal amount of 2029 convertible notes. The conversion price and conversion rate are subject to customary adjustments and the Issuer may not issue more than 19.99% of the issued and outstanding Common Stock immediately prior to the issuance of the 2029 convertible notes in respect of the conversion of the 2029 convertible notes. |
| 3. Holders of the Issuer's 5% convertible senior notes due 2031 (the "2031 convertible notes") may voluntarily convert their 2031 convertible notes in denominations of $1,000 (i) during the period commencing on May 4, 2026, and prior to the close of business on the trading day immediately preceding August 15, 2030, if the closing price of the Issuer's Common Stock for at least 20 trading days (whether or not consecutive) during the period of any 30 consecutive trading days in the immediately preceding calendar quarter is equal to or greater than 130% of the conversion price; (ii) during the period commencing on August 15, 2030, and prior to the close of business on the second scheduled trading day immediately preceding February 15, 2031, at any time; and (iii) during the 35 trading days following the effective date of certain fundamental change transactions that occur prior to the close of business on the trading day immediately preceding August 15, 2030. |
| 4. Conversions of the 2031 convertible notes will be settled, at the Issuer's election, in cash, shares of the issuer's Common Stock or a combination thereof. The initial conversion price of the 2031 convertible notes is $5.25, which corresponds to an initial conversion rate of 190.48 shares of Issuer Common Stock per $1,000 principal amount of 2031 convertible notes. The conversion price and conversion rate are subject to customary adjustments and the Issuer may not issue more than 19.99% of the issued and outstanding Common Stock immediately prior to the issuance of the 2031 convertible notes in respect of the conversion of the 2031 convertible notes. |
| /s/ BY: ROBERT P. MCKINNEY AS ATTORNEY-IN-FACT FOR A. WELLFORD TABOR | 04/21/2026 | |
| ** Signature of Reporting Person | Date | |
| 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 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 3: SEC 1473 (03-26) | ||