Form SCHEDULE 13G SUJA LIFE, INC. Filed by: QP Vive Aggregator, LLC
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Suja Life, Inc. (Name of Issuer) |
Class A common stock, par value $0.0001 per share (Title of Class of Securities) |
(CUSIP Number) |
06/30/2026 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
| Rule 13d-1(b) |
| Rule 13d-1(c) |
| Rule 13d-1(d) |
SCHEDULE 13G
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| CUSIP No. |
| 1 | Names of Reporting Persons
QP Vive Aggregator, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,199,173.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
5.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13G
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| CUSIP No. |
| 1 | Names of Reporting Persons
Non-QP Vive Aggregator, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,784,056.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
Suja Life, Inc. | |
| (b) | Address of issuer's principal executive offices:
3831 Ocean Ranch Blvd., Oceanside, CA 92056 | |
| Item 2. | ||
| (a) | Name of person filing:
This statement is filed jointly by and on behalf of each of QP Vive Aggregator, LLC and Non-QP Vive Aggregator, LLC (each a "reporting person" and together, the "reporting persons"). | |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business and principal office of each reporting person is: 400 N Camden Dr., Suite 300, Beverly Hills, CA 90210. | |
| (c) | Citizenship:
Each reporting person is organized in Delaware. | |
| (d) | Title of class of securities:
Class A common stock, par value $0.0001 per share | |
| (e) | CUSIP No.:
| |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See responses to Item 9 on each of the cover pages to this Schedule 13G. | |
| (b) | Percent of class:
See responses to Item 11 on each of the cover pages to this Schedule 13G.
The percentage set forth herein is calculated based on a total of 23,788,700 shares of Class A Common Stock outstanding as of July 31, 2026, as reported in the issuer's quarterly report on Form 10-Q filed with the Securities and Exchange Commission on August 4, 2026, as increased by an additional 14,836,312 shares of Class A Common Stock issuable in exchange for 14,836,312 Class A common units of Suja Life Holdings, L.P., together with an equal number of shares of Class V Common Stock. %
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| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
See responses to Item 5 on each of the cover pages to this Schedule 13G. | ||
| (ii) Shared power to vote or to direct the vote:
See responses to Item 6 on each of the cover pages to this Schedule 13G. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See responses to Item 7 on each of the cover pages to this Schedule 13G. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See responses to Item 8 on each of the cover pages to this Schedule 13G.
Each of QP Vive Aggregator, LLC and Non-QP Vive Aggregator, LLC (collectively, the "New Vive Partnerships") is ultimately controlled by a board of managers (the "Board of Managers"), consisting of Wyatt Taubman, Aaron Hicks, Arif Fazal, Jared Stein, and Mark Rampolla, which exercises voting and dispositive power over shares held by the New Vive Partnerships; however, no single person has voting or dispositive authority over the Class A Common Stock held by the New Vive Partnerships. Each of the individual members of the Board of Managers disclaims beneficial ownership of the Class A Common Stock held of record by the New Vive Partnerships except to the extent of his pecuniary interest therein. By virtue of the relationships described herein, the reporting persons may be deemed to beneficially own, and have voting and dispositive power over, 3,983,229 shares of the Class A Common Stock. Each of the reporting persons disclaims beneficial ownership of the securities except to the extent of its pecuniary interest therein.
The reporting persons may be deemed to be a member of a "group" within the meaning of Rule 13d-5(b) and beneficially own securities beneficially owned by the New Vive Partnerships. The filing of this Schedule 13G shall not be deemed an admission of membership in any such "group" or of beneficial ownership of the securities beneficially owned by the New Vive Partnerships, for purposes of Section 13(d) or 13(g) or for any other purpose. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
| ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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