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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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Once Upon a Farm, PBC (Name of Issuer) |
Common Stock, par value $0.0001 (Title of Class of Securities) |
68237F108 (CUSIP Number) |
03/31/2026
(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)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP Number(s): | 68237F108 |
| 1 | Names of Reporting Persons
Foraker John M. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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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
2,762,546.00 | ||||||||
| 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)
6.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Once Upon a Farm, PBC | |
| (b) | Address of issuer's principal executive offices:
950 Gilman Street, Suite 100, Berkeley, California, 94710 | |
| Item 2. | ||
| (a) | Name of person filing:
John M. Foraker | |
| (b) | Address or principal business office or, if none, residence:
C/O Once Upon a Farm, PBC, 950 Gilman Street, Suite 100, Berkeley, California 94710 | |
| (c) | Citizenship:
United States | |
| (d) | Title of class of securities:
Common Stock, par value $0.0001 | |
| (e) | CUSIP Number(s):
68237F108 | |
| 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);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (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);
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| (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).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
As of March 31, 2026, the Reporting Person may be deemed the beneficial owner of 2,762,546 shares of Common Stock. This amount consists of (i) 600,478 shares of Common Stock held directly, (ii) 1,649,698 shares of Common Stock held in certain family trusts, and (iii) 512,370 shares of Common Stock that the Reporting Person has the right to acquire upon the exercise of options within 60 days of the date hereof. | |
| (b) | Percent of class:
As of March 31, 2026, the Reporting Person may be deemed to beneficially own approximately 6.5% of the shares of Common Stock outstanding.
The percentage set forth herein is calculated based on a total of (i) 41,881,392 shares of Common Stock outstanding as of March 6, 2026, as reported in the Issuer's annual report on Form 10-K filed with the Securities and Exchange Commission on March 16, 2026, and (ii) 512,370 shares of Common Stock that the Reporting Person has the right to acquire upon the exercise of options within 60 days of the date hereof, which have been added to the total shares of Common Stock outstanding in accordance with Rule 13d-3(d)(1)(i) under the Securities Exchange Act of 1934, as amended. | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
1,112,848 | ||
| (ii) Shared power to vote or to direct the vote:
1,649,698 | ||
| (iii) Sole power to dispose or to direct the disposition of:
1,112,848 | ||
| (iv) Shared power to dispose or to direct the disposition of:
1,649,698 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| 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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Exhibit Information
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Exhibit A: Power of Attorney (incorporated herein by reference to Exhibit 24.1 to the Form 3 filed by the Reporting Person on February 5, 2026). |