Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Union Square Park Capital Management, LLC	2. Issuer Name and Ticker or Trading Symbol REED'S, INC. [ REED ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    __X__ 10% Owner _____ Officer (give title below)    __X__ Other (specify below) SEE REMARKS
(Last)          (First)          (Middle) 1120 AVENUE OF THE AMERICAS,, SUITE 1512	3. Date of Earliest Transaction (MM/DD/YYYY) 5/25/2023
(Street) NEW YORK,, NY 10036	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person
(City)        (State)        (Zip)	Rule 10b5-1(c) Transaction Indication ☐ Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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 (3)	5/25/2023	5/30/2023	P		193424	A	(3)	699494 (4)	I	SEE FOOTNOTES (1)(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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
Warrant (3)	$2.50	5/25/2023	5/30/2023	P		1		5/25/2023	5/25/2026	common stock	38685	(3)	1	I	SEE FOOTNOTES (1)(2)

Explanation of Responses:
(1)	The securities reported herein are held directly by Union Square Park Partners, LP (the "USPP Fund"). Union Square Park Capital Management, LLC ("USPCM") serves as the investment manager to the USPP Fund. Union Square Park GP, LLC ("USPGP") serves as general partner of the USPP Fund. Leon M. Zaltzman serves as the managing member of each of USPCM and USPGP.
(2)	The filing of this statement shall not be deemed an admission that any of the Reporting Persons are the beneficial owners of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons disclaim beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any.
(3)	Purchase in issuer's PIPE transaction at a price of $2.585 per share plus 1/5 warrant. Warrant contains 19.9% blocker which may be removed by holder upon 60 days' notice to issuer.
(4)	Includes 145,828 shares issuable upon exercise of warrants.

Remarks: The Reporting Persons may have been deemed to beneficially own more than 10% of the Common Stock as of May 31, 2023. Mr. Zaltzman was appointed to the board of directors of the Issuer on March 21, 2022. Each of the USPP Fund, USPCM and USPGP may be deemed to be a director by deputization by virtue of the fact that Mr. Zaltzman currently serves on the board of directors of the Issuer. This Form 3 is currently being filed under the CIK of Union Square Park Partners, LP, Union Square Park Capital Management, LLC, Union Square Park GP, LLC and Leon M. Zaltzman.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Union Square Park Capital Management, LLC 1120 AVENUE OF THE AMERICAS, SUITE 1512 NEW YORK,, NY 10036	X	X		SEE REMARKS
Union Square Park GP, LLC 1120 AVENUE OF THE AMERICAS 15TH FLOOR NEW YORK, NY 10036		X
Zaltzman Leon Michael 1120 AVENUE OF THE AMERICAS FLOOR 15 NEW YORK, NY 10036		X
Union Square Park Partners, LP 1120 AVENUE OF THE AMERICAS 15TH FLOOR NEW YORK, NY 10036		X

Signatures
/s/ Union Square Park Partners, LP By: /s/ Leon M.Zaltzman Name: Leon M. Zaltzman, Title: Managing Member of the General Partner		6/1/2023
**Signature of Reporting Person		Date
/s/ Union Square Park GP, LLC, By: /s/ Leon M. Zaltzman Title: Managing Member		6/1/2023
**Signature of Reporting Person		Date
/s/ Union Square Park Capital Management, LLC By: /s/ Leon M. Zaltzman Name: Leon M. Zaltzman Title: Managing Member		6/1/2023
**Signature of Reporting Person		Date
/s/ Leon M. Zaltzman		6/1/2023
**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 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).
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 control number.