Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Raptor/Harbor Reeds SPV LLC
   2. Issuer Name and Ticker or Trading Symbol
REED'S, INC. [REED] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
280 CONGRESS STREET, 12TH FLOOR		 3. Date of Earliest Transaction (Month/Day/Year)
12/27/2017
(Street)

BOSTON, MA 02210		 4. If Amendment, Date 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
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/27/2017   P(1)   2,666,667 A $ 1.5 (1) 3,433,334 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Promissory Note $ 1.5 12/27/2017   J(2)   1,133,334   12/27/2017 04/21/2021 Common Stock 2,266,667 (2) 2,266,667 D  
Warrant $ 2.025 12/27/2017   P(1)   1,333,333   12/27/2017 12/27/2020 Common Stock 1,333,333 (1) 1,333,333 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Raptor/Harbor Reeds SPV LLC
280 CONGRESS STREET, 12TH FLOOR
BOSTON, MA 02210		     X    

Signatures

 /s/ Raptor/Harbor Reeds SPV LLC, by Daniel P. Hart, General Counsel of Manager   12/28/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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).
(1) In the Issuer's rights offering to its shareholders, the Reporting Person purchased 2,666,667 Units (with each Unit consisting of (i) 1 share of Common Stock and (ii) a Warrant to purchase 1/2 share of Common Stock) at a purchase price of $1.50 per unit. The purchase of the shares is reported on Table I and the purchase of the Warrant is reported on the second line of Table II.
(2) In connection with the Reporting Person's backstop commitment agreement to purchase Units in the Issuer's rights offering, the Reporting Person agreed to extend the Maturity Date of the previously-outstanding Convertible Promissory Note in the principal amount of $3,400,000 from April 21, 2019 to April 21, 2021, and the Issuer agreed to reduce the conversion price from $3.00 per share to $1.50 per share.

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