CAVU Venture Partners II, LP 4
4 · Once Upon a Farm, PBC · Filed Feb 9, 2026
Research Summary
AI-generated summary of this filing
Once Upon a Farm (OFRM) 10% Owner Converts Preferred to Common
What Happened
CAVU Venture Partners II, L.P. (a reported 10% owner) converted multiple derivative securities (preferred stock) into a total of 9,793,470 shares of Once Upon a Farm, PBC common stock as of the company’s IPO closing on February 9, 2026. The conversion was automatic and occurred for no additional consideration (price $0.00), per the filer’s footnote.
Key Details
- Transaction date: February 9, 2026 (conversion tied to IPO closing).
- Conversion specifics reported as several derivative conversions totaling 9,793,470 shares; reported consideration: $0.00 (automatic conversion).
- Shares owned after transaction: not specified in the Form 4; the reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest (see footnote).
- Reporting persons and relationships: CAVU Venture Partners II, LP (10% owner); related GP entities and Brett Thomas noted in footnotes.
- Filing timeliness: reported with the same transaction date (no late filing indicated).
Context
This was a conversion of preferred securities into common stock at the company’s IPO — a routine, non-cash corporate event rather than an open-market purchase or sale by an insider. Because CAVU is a 10% institutional holder (not an individual executive trading on personal views), the filing documents an ownership/structure change resulting from the IPO rather than a market-timing trade.
Insider Transaction Report
- Conversion
Common Stock
[F1][F2][F3]2026-02-09+7,411,502→ 7,411,502 total(indirect: By CAVU Venture Partners II L.P.) - Conversion
Common Stock
[F1][F2][F3]2026-02-09+107,749→ 646,478 total(indirect: By TNG Investors LP) - Conversion
Common Stock
[F1][F2][F3]2026-02-09+2,274,219→ 2,274,219 total(indirect: By CAVU Venture Partners III L.P.) - Conversion
Series A-2 Preferred Stock
[F1][F2][F3]2026-02-09−107,749→ 0 total(indirect: By TNG Investors LP)→ Common Stock (107,749 underlying) - Conversion
Series B-1 Preferred Stock
[F1][F2][F3]2026-02-09−4,804,965→ 0 total(indirect: By CAVU Venture Partners II L.P.)→ Common Stock (4,804,965 underlying) - Conversion
Series B-2 Preferred Stock
[F1][F2][F3]2026-02-09−914,243→ 0 total(indirect: By CAVU Venture Partners II L.P.)→ Common Stock (914,243 underlying) - Conversion
Series C-1 Preferred Stock
[F1][F2][F3]2026-02-09−874,954→ 0 total(indirect: By CAVU Venture Partners II L.P.)→ Common Stock (874,954 underlying) - Conversion
Series D Preferred Stock
[F1][F2][F3]2026-02-09−817,340→ 0 total(indirect: By CAVU Venture Partners II L.P.)→ Common Stock (817,340 underlying) - Conversion
Series D Preferred Stock
[F1][F2][F3]2026-02-09−2,274,219→ 0 total(indirect: By CAVU Venture Partners III L.P.)→ Common Stock (2,274,219 underlying)
- 731,396(indirect: By CAVU Venture Partners IV L.P.)
Common Stock
[F2][F3]
Footnotes (3)
- [F1]The preferred stock automatically converted, for no additional consideration, into shares of common stock of Once Upon a Farm, PBC (the "Issuer"), as of the closing of the Issuer's initial public offering on February 9, 2026.
- [F2]CAVU Venture Partners GP II, LLC ("Fund II GP LLC") is the general partner of CAVU Venture Partners GP II, LP ("Fund II GP"), which is the general partner of CAVU Venture Partners II L.P. CAVU Venture Partners GP III, LLC ("Fund III GP LLC") is the general partner of CAVU Venture Partners GP III, LP ("Fund III GP"), which is the general partner of CAVU Venture Partners III L.P. CAVU Venture Partners GP IV, LLC ("Fund IV GP LLC") is the general partner of CAVU Venture Partners GP IV, LP ("Fund IV GP"), which is the general partner of CAVU Venture Partners IV L.P. and TNG Investors LP. Brett Thomas is a Manager of the Fund II GP LLC, Fund III GP LLC and Fund IV GP LLC.
- [F3](continued from footnote 1) Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.