SEC FORM 3

SEC Form 3

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^*

Smith Seth Aaron

(Last)

(First)

(Middle)

1223 TAUS CIRCLE

(Street)

YORKVILLE

60560

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/02/2024

3. Issuer Name and Ticker or Trading Symbol
YERBAE BRANDS CORP. [ YERBF ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President of Sales

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	268,191	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Performance Share Units	⁽¹⁾	⁽¹⁾	Common	116,666	⁽¹⁾	D
Performance Share Units	04/01/2025⁽¹⁾	⁽¹⁾	Common	133,000	⁽¹⁾	D
Options	02/08/2023⁽²⁾	07/10/2028	Common	159,496	$0.627	D
Options	02/08/2023⁽²⁾	03/25/2030	Common	79,748	$0.627	D
Options	06/10/2024⁽³⁾	03/10/2030	Common	217,391	$1.16	D
Options	04/01/2026⁽³⁾	01/01/2031	Common	218,750	$0.96	D

Explanation of Responses:

1. All PSUs vest contingent upon and at the time the Company reaches US$18,500,000 in net sale and raises at least US$10,000,000 in funds to support working capital needs and at least 12 months have elapsed from the date of grant.

2. The Options vest on the date of grant.

3. All Options vest as to: (i) 25% 15 months following the date of grant; (ii) 25% 18 months following the date of grant, (iii) 25% 21 months following the date of grant; and (iv) 25% 24 months following the date of grant.

	/s/ Seth Aaron Smith	03/11/2024
	** 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.