UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 49)*
Coca-Cola
Consolidated, Inc.
(Name of Issuer)
Common
Stock, Par Value $1.00 Per Share
(Title and Class of
Securities)
191098102
(CUSIP Number)
Moncia
Howard Douglas
Executive
Vice President and Global General Counsel
The
Coca-Cola Company
One
Coca-Cola Plaza
Atlanta,
Georgia 30313
(404)
676-2121
(Name, Address and Telephone
Number of Person
Authorized to Receive
Notices and Communications)
May
6, 2024
(Date of Event Which
Requires Filing of this Statement)
If the filing person
has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7
for other parties to whom copies are to be sent.
* The remainder
of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required
on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange
Act of 1934 (“Act”) or otherwise subject to the liabilities
of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(continued on following
pages)
SCHEDULE
13D/A
CUSIP
No. - 191098102
|
|
|
|
|
1 |
NAME OF REPORTING PERSON |
THE COCA-COLA COMPANY |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
(a) o |
|
|
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS* |
|
OO |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
State of Delaware |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
0 |
8 |
SHARED VOTING POWER
2,482,165 |
9 |
SOLE DISPOSITIVE POWER
0 |
10 |
SHARED DISPOSITIVE POWER
2,482,165 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,482,165 |
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES |
o |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
29.7% |
14 |
TYPE OF REPORTING PERSON*
CO |
*SEE
INSTRUCTIONS BEFORE FILLING OUT
SCHEDULE
13D/A
CUSIP
No. - 191098102
|
|
|
|
|
1 |
NAME OF REPORTING PERSON |
THE COCA-COLA TRADING COMPANY LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
(a) o |
|
|
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS* |
|
OO |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
State of Delaware |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
0 |
8 |
SHARED VOTING POWER
2,482,165 |
9 |
SOLE DISPOSITIVE POWER
0 |
10 |
SHARED DISPOSITIVE POWER
2,482,165 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,482,165 |
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES |
o |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
29.7% |
14 |
TYPE OF REPORTING PERSON*
OO |
*SEE
INSTRUCTIONS BEFORE FILLING OUT
SCHEDULE
13D/A
CUSIP
No. - 191098102
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|
|
|
|
1 |
NAME OF REPORTING PERSON |
COCA-COLA OASIS LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
(a) o |
|
|
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS* |
|
OO |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
State of Delaware |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
0 |
8 |
SHARED VOTING POWER
2,482,165 |
9 |
SOLE DISPOSITIVE POWER
0 |
10 |
SHARED DISPOSITIVE POWER
2,482,165 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,482,165 |
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES |
o |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
29.7% |
14 |
TYPE OF REPORTING PERSON*
OO |
*SEE
INSTRUCTIONS BEFORE FILLING OUT
SCHEDULE
13D/A
CUSIP
No. - 191098102
|
|
|
|
|
1 |
NAME OF REPORTING PERSON |
CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
(a) o |
|
|
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS* |
|
OO |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
State of Delaware |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
0 |
8 |
SHARED VOTING POWER
2,482,165 |
9 |
SOLE DISPOSITIVE POWER
0 |
10 |
SHARED DISPOSITIVE POWER
2,482,165 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,482,165 |
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES |
o |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
29.7% |
14 |
TYPE OF REPORTING PERSON*
CO |
*SEE
INSTRUCTIONS BEFORE FILLING OUT
This Amendment No. 49 amends and supplements
the original Schedule 13D filed on May 18, 1987 by The Coca-Cola Company (“TCCC”),
as amended by Amendments 1 through 48 (the “Schedule 13D”).
Terms used herein and not otherwise defined shall have the meanings given such terms in the Schedule 13D.
Item
4. Purpose of the Transaction
Item 4 is hereby amended and supplemented
as follows:
On May 6, 2024,
Coca-Cola Consolidated, Inc., a Delaware corporation (“Coke
Consolidated”), announced that it was conducting a “Dutch auction” self-tender offer to
purchase for cash shares of Common Stock for an aggregate purchase price of not more than $2,000,000,000, subject to the terms and
conditions thereof (the “Tender
Offer”).
On May 6, 2024,
prior to Coke Consolidated’s announcement of the Tender Offer, Carolina Coca-Cola Bottling Investments, Inc., a Delaware
corporation and an indirect wholly owned subsidiary of TCCC (“Seller”),
and Coke Consolidated entered into a purchase agreement (the “2024
Purchase Agreement”), pursuant to which Coke Consolidated agreed to purchase shares of Common Stock from Seller.
Under the terms of the 2024 Purchase Agreement, Coke Consolidated agreed to purchase from Seller a number of shares of Common Stock
(the “Seller Shares”) that will cause Seller to
beneficially own 21.5% of the issued and outstanding shares of Common Stock (calculated assuming all issued and outstanding shares
of Class B Common Stock are converted into Common Stock) immediately following the Closing (as defined in the 2024 Purchase
Agreement) (the “Seller Shares”). During the
pendency of the 2024 Purchase Agreement, Seller has agreed that it will not, and will cause its affiliates not to, purchase or
sell any shares of Common Stock (including any sale of shares in the Tender Offer), except pursuant to the 2024 Purchase
Agreement. The Closing under the 2024 Purchase Agreement is subject to certain conditions, including the closing of the Tender Offer
and, in the case of Seller’s obligation to close, the purchase price per share in the Tender Offer not being less than $925,
and will occur on the eleventh business day following the expiration date of the Tender Offer.
In connection with the
2024 Purchase Agreement, TCCC, Seller (together with TCCC, the “Shareholder”),
Coke Consolidated and J. Frank Harrison, III entered into the First Amendment to Amended and Restated Stock Rights and Restrictions Agreement,
dated as of May 6, 2024 (the “Stock Rights Agreement Amendment”).
Pursuant to the terms of the Stock Rights Agreement Amendment, TCCC will retain its right to nominate a person to sit on the Coke Consolidated
board of directors, for so long as Shareholder holds, directly or indirectly, an aggregate number of shares of Common Stock at least
equal to the Post Closing Seller Shares. The “Post Closing Seller Shares”
shall be calculated as the number of shares of Common Stock held by Seller immediately after the Closing, as such number may be adjusted
as set forth in the Stock Rights Agreement Amendment (the “Minimum
Amount”). In addition, as long as Shareholder beneficially owns, directly or indirectly, the Minimum Amount, Coke Consolidated
has agreed to provide Shareholder certain preemptive rights under which, in the event that Coke Consolidated proposes to issue shares
of Common Stock or Class B Common Stock (other than pursuant to equity incentive plans or similar executive compensation arrangements of
Coke Consolidated) and such sale or issuance would cause Shareholder to beneficially own less than 21.5% of the aggregate issued and
outstanding shares of Common Stock (calculated assuming all issued and outstanding shares of Class B Common Stock are converted into
Common Stock), Shareholder will be afforded the opportunity to purchase or otherwise acquire from Coke Consolidated, for the same price
and on the same terms as such shares of Common Stock or Class B Common Stock are offered (provided, however, that if the shares of Common
Stock or Class B Common Stock are being sold or issued in exchange for anything other than cash, the Board of Directors of Coke Consolidated
shall make a good faith determination of the equivalent cash purchase price to be paid by Shareholder), the number of shares of Common
Stock that would result in Shareholder beneficially owning 21.5% of the aggregate issued and outstanding shares of Common Stock (calculated
assuming all issued and outstanding shares of Class B Common Stock are converted into Common Stock) immediately after the closing of
such transaction.
The foregoing
descriptions of the 2024 Purchase Agreement and Stock Rights Agreement Amendment are only a summary and are qualified in their entirety
by reference to the full text of such agreements, copies of which are filed as Exhibits 99.2 and 99.3 to this Amendment No. 49 to the
Schedule 13D and incorporated herein by reference.
Item
5. Interest in Securities of the Issuer
Item 5 is hereby amended and restated as
follows:
As
of the date of this report, each Reporting Person may be deemed to have beneficial ownership (within the meaning of Rule 13d-3 under
the Act) and shared power to vote or direct the vote of the amounts of Common Stock, par value $1.00, of Coke Consolidated (the “Common
Stock”) listed below and may be deemed to constitute a “group” under Section 13(d) of the Act.
Number of shares of Common Stock as to which
TCCC has:
(i) |
sole
power to vote or direct the vote: 0 |
(ii) |
shared
power to vote or to direct the vote: 2,482,165 |
(iii) |
the
sole power to dispose of or to direct the disposition of: 0 |
(iv) |
shared
power to dispose of or to direct the disposition of: 2,482,165 |
Number of shares of Common Stock as to which
The Coca-Cola Trading Company LLC has:
(i) |
sole
power to vote or direct the vote: 0 |
(ii) |
shared
power to vote or to direct the vote: 2,482,165 |
(iii) |
sole
power to dispose of or to direct the disposition of: 0 |
(iv) |
shared
power to dispose of or to direct the disposition of: 2,482,165 |
|
Number of shares of Common Stock as to which
Coca-Cola Oasis LLC has:
(i) |
sole
power to vote or direct the vote: 0 |
(ii) |
shared
power to vote or to direct the vote: 2,482,165 |
(iii) |
sole
power to dispose of or to direct the disposition of: 0 |
(iv) |
shared
power to dispose of or to direct the disposition of: 2,482,165 |
Number of shares as to which Carolina Coca-Cola
Bottling Investments, Inc. has:
(i) |
sole
power to vote or direct the vote: 0 |
(ii) |
shared
power to vote or to direct the vote: 2,482,165 |
(iii) |
sole
power to dispose of or to direct the disposition of: 0 |
(iv) |
shared
power to dispose of or to direct the disposition of: 2,482,165 |
The Reporting Persons beneficially
own 29.7% of the outstanding shares of Common Stock based upon 8,368,993 shares of Common Stock outstanding on March 18, 2024.
Item
7. Material to be Filed as Exhibits
|
|
|
|
Incorporated By |
Exhibit |
|
Name |
|
Reference To |
|
|
|
|
|
Exhibit 99.1 |
|
Directors, Officers and Managers of the Reporting Persons |
|
Filed herewith |
|
|
|
|
|
Exhibit 99.2 |
|
Purchase Agreement, dated as of May 6, 2024, by and between Coca-Cola Consolidated, Inc. and Carolina Coca-Cola Bottling Investments, Inc. |
|
Exhibit 10.1 of Coca-Cola Consolidated, Inc.’s Current Report on Form 8-K filed on May 6, 2024. |
|
|
|
|
|
Exhibit 99.3 |
|
First Amendment to Amended and Restated Stock Rights and Restrictions Agreement, dated as of May 6, 2024, by and among The Coca-Cola Company, Carolina Coca-Cola Bottling Investments, Inc., Coca-Cola Consolidated, Inc. and J. Frank Harrison, III |
|
Exhibit 10.2 of Coca-Cola Consolidated, Inc.’s Current Report on Form 8-K filed on May 6, 2024. |
SIGNATURES
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.
|
|
|
|
THE
COCA-COLA COMPANY |
|
|
|
|
By: |
/s/
John Murphy |
Date:
May 6, 2024 |
Name: John Murphy
Title: President and Chief Financial
Officer |
|
|
|
THE
COCA-COLA TRADING COMPANY LLC |
|
|
|
By: |
/s/
Mark D. Harris |
Date:
May 6, 2024 |
Name: Mark D. Harris
Title: Vice President |
|
|
|
COCA-COLA
OASIS LLC |
|
|
|
By: |
/s/
Mark D. Harris |
Date:
May 6, 2024 |
Name: Mark D. Harris
Title: Vice President |
|
|
|
CAROLINA
COCA-COLA BOTTLING INVESTMENTS, INC. |
|
|
|
By: |
/s/
Mark D. Harris |
Date:
May 6, 2024 |
Name: Mark D. Harris
Title: Vice President |
Exhibit
Index
|
|
|
|
Incorporated By |
Exhibit |
|
Name |
|
Reference To |
|
|
|
|
|
Exhibit 99.1 |
|
Directors, Officers and Managers of the Reporting Persons |
|
Filed herewith |
|
|
|
|
|
Exhibit 99.2 |
|
Purchase Agreement, dated as of May 6, 2024, by and between Coca-Cola Consolidated, Inc. and Carolina Coca-Cola Bottling Investments, Inc. |
|
Exhibit 10.1 of Coca-Cola Consolidated, Inc.’s Current Report on Form 8-K filed on May 6, 2024. |
|
|
|
|
|
Exhibit 99.3 |
|
First Amendment to Amended and Restated Stock Rights and Restrictions Agreement, dated as of May 6, 2024, by and among The Coca-Cola Company, Carolina Coca-Cola Bottling Investments, Inc., Coca-Cola Consolidated, Inc. and J. Frank Harrison, III |
|
Exhibit 10.2 of Coca-Cola Consolidated, Inc.’s Current Report on Form 8-K filed on May 6, 2024. |
EXHIBIT
99.1
DIRECTORS
AND EXECUTIVE OFFICERS OF THE COCA-COLA COMPANY
Set forth below
is the name, business address and present occupation or employment of each director and executive officer of The Coca-Cola Company. Except
as indicated below, each such person is a citizen of the United States. None of the directors or executive officers named below beneficially
owns any Common Stock or Class B Common Stock of Coca-Cola Consolidated, Inc. Directors of The Coca-Cola Company who are also executive
officers of The Coca-Cola Company are indicated by an asterisk. Except as indicated below, the business address of each executive officer
and director of The Coca-Cola Company is One Coca-Cola Plaza, Atlanta, Georgia 30313.
DIRECTORS
OF THE COCA-COLA COMPANY
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
James
Quincey* |
|
Chief Executive Officer and Chairman
of the Board of Directors of The Coca-Cola Company
Mr. Quincey is a citizen of the
United Kingdom |
|
|
|
|
|
|
|
Herbert
A. Allen, III |
|
President
of Allen & Company LLC, a private investment banking firm |
|
Allen & Company LLC
711 Fifth Avenue
New York, NY 10022 |
|
|
|
|
|
Marc
Bolland |
|
Senior Advisor, Blackstone Group International
Partners LLP (Blackstone Europe)
Mr. Bolland is a citizen of the
Netherlands |
|
Blackstone Group
International Partners LLP
40 Berkeley Square
London
W1J 5AL - UK |
|
|
|
|
|
Ana
Botín |
|
Executive Chair of Banco Santander,
S.A., a leading retail and commercial bank with a global presence based in Spain
Ms. Botín is a citizen of
Spain |
|
Banco
Santander, S.A.
Avda. Cantabria, s/n
Edif. Pereda
28660, Bocadilla del Monte
(Madrid)
Spain |
|
|
|
|
|
Christopher
C. Davis |
|
Chairman
of Davis Selected Advisers, L.P., an independent investment management firm |
|
Davis
Selected Advisers,
L.P.
620 5th Avenue 3rd Floor
New York, NY 10020 |
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
Barry
Diller |
|
Chairman
and Senior Executive of IAC Inc., a leading media and internet company, and Expedia Group, Inc., an online travel company |
|
IAC
Inc.
555 West 18th Street
New York, New York
10011 |
|
|
|
|
|
Carolyn Everson
|
|
Senior Advisor, Permira, a global investment
firm
|
|
|
|
|
|
|
|
Helene
D. Gayle |
|
President,
Spelman College, a leading liberal arts college |
|
Spelman College
350 Spelman Lane S.W.
Atlanta, GA 30314-4339 |
|
|
|
|
|
Thomas S. Gayner
|
|
Chief Executive Officer, Markel Group
Inc., a holding company comprised of diverse businesses
|
|
Markel Group Inc.
4521 Highwoods Parkway
Glen Allen, VA 23060 |
|
|
|
|
|
Alexis
M. Herman |
|
Chair
and Chief Executive Officer of New Ventures, LLC, a risk management consulting firm |
|
New
Ventures, LLC
633 Pennsylvania
Avenue NW
3rd Floor
Washington, D.C. 20004 |
|
|
|
|
|
Maria
Elena Lagomasino |
|
Chief
Executive Officer and Managing Partner of WE Family Offices, a global family office serving high net worth families |
|
WE Family Offices
Rockefeller Center
1270 Avenue of the
Americas
Suite 2108
New York, NY 10020 |
|
|
|
|
|
Amity Millhiser
|
|
Former
Partner and Vice Chair of PricewaterhouseCoopers LLP, an international professional services firm |
|
|
|
|
|
|
|
Caroline
Tsay |
|
Technology
Company Advisor/Limited Partner of Venture Capital Funds |
|
|
|
|
|
|
|
David
B. Weinberg |
|
Chairman
and Chief Executive Officer of Judd Enterprises, Inc., a private investment management office |
|
Judd Enterprises, Inc.
401 N. Michigan Ave
Suite 3050
Chicago, IL 60611 |
EXECUTIVE
OFFICERS OF THE COCA-COLA COMPANY
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
James
Quincey |
|
Chairman and Chief Executive Officer
of The Coca-Cola Company
Mr. Quincey is a citizen of the
United Kingdom |
|
|
|
|
|
|
|
Manolo
Arroyo |
|
Executive Vice President and Global
Chief Marketing Officer of The Coca-Cola Company
Mr. Arroyo is a citizen of Spain |
|
|
|
|
|
|
|
Henrique
Braun |
|
Executive Vice President and President,
International Development of The Coca-Cola Company
Mr. Braun is a citizen of Brazil
and the United States |
|
|
|
|
|
|
|
Lisa
Chang |
|
Executive
Vice President and Global Chief People Officer of The Coca-Cola Company |
|
|
|
|
|
|
|
Monica
Howard Douglas |
|
Executive
Vice President and Global General Counsel of The Coca-Cola Company |
|
|
|
|
|
|
|
Nikos
Koumettis |
|
President, Europe operating unit of
The Coca-Cola Company
Mr. Koumettis is a citizen of
Cyprus |
|
|
|
|
|
|
|
Jennifer
K. Mann |
|
Executive
Vice President and President, North America operating unit of The Coca-Cola Company |
|
|
|
|
|
|
|
John
Murphy |
|
President and Chief Financial Officer
of The Coca-Cola Company
Mr. Murphy is a citizen of Ireland |
|
|
|
|
|
|
|
Beatriz
Perez |
|
Executive
Vice President and Global Chief Communications, Sustainability and Strategic Partnerships Officer of The Coca-Cola Company |
|
|
|
|
|
|
|
Bruno Pietracci
|
|
President, Latin America operating unit
Mr. Pietracci is a citizen of Brazil
and Italy |
|
|
|
|
|
|
|
Nancy
Quan |
|
Executive
Vice President and Global Chief Technical and Innovation Officer of The Coca-Cola Company |
|
|
MANAGERS
AND EXECUTIVE OFFICERS
OF
THE COCA-COLA TRADING COMPANY LLC
Set forth below is the
name, business address and present occupation or employment of each manager and executive officer of The Coca-Cola Trading Company LLC.
Except as indicated below, each such person is a citizen of the United States. None of the managers and executive officers named below
beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Consolidated, Inc. Managers of The Coca-Cola Trading Company
LLC who are also executive officers of The Coca-Cola Trading Company LLC are indicated by an asterisk. Except as indicated below, the
business address of each manager and executive officer of The Coca-Cola Trading Company LLC is One Coca-Cola Plaza, Atlanta, Georgia
30313.
MANAGERS
OF THE COCA-COLA TRADING COMPANY LLC
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
Stacy
L. Apter* |
|
Senior
Vice President and Treasurer, Head of Corporate Finance of The Coca-Cola Company |
|
|
|
|
|
|
|
Mark
D. Harris* |
|
Senior
Vice President, General Tax Counsel and Assistant Treasurer of The Coca-Cola Company |
|
|
|
|
|
|
|
Erin
L. May* |
|
Senior
Vice President and Controller of The Coca-Cola Company |
|
|
EXECUTIVE
OFFICERS OF THE COCA-COLA TRADING COMPANY LLC
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
Stacy
L. Apter |
|
Senior
Vice President and Treasurer, Head of Corporate Finance of The Coca-Cola Company; Vice President and Treasurer of The Coca-Cola Trading
Company LLC |
|
|
|
|
|
|
|
Madison
J. Barnett |
|
Vice
President and Senior Tax Counsel – North America of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company
LLC |
|
|
|
|
|
|
|
Daniel
Coe |
|
President,
Chief Procurement Officer of The Coca-Cola Company; Vice President of
The Coca-Cola Trading Company LLC |
|
|
|
|
|
|
|
Monica
Howard Douglas |
|
Executive
Vice President and Global General Counsel of The Coca-Cola Company; Vice President and General Counsel of The Coca-Cola Trading Company
LLC |
|
|
|
|
|
|
|
Mark
D. Harris |
|
Senior
Vice President, General Tax Counsel and Assistant Treasurer of The Coca-Cola Company; Vice President and General Tax Counsel of The
Coca-Cola Trading Company LLC |
|
|
|
|
|
|
|
Stephen
A. Kremer |
|
Senior
Vice President, Deputy General Tax Counsel of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company LLC |
|
|
|
|
|
|
|
Erin
L. May |
|
Senior
Vice President and Controller of The Coca-Cola Company; Vice President and Controller of The Coca-Cola Trading Company LLC |
|
|
|
|
|
|
|
John
Murphy |
|
President and Chief Financial Officer
of The Coca-Cola Company; Vice President and Chief Financial Officer of The Coca-Cola Trading Company LLC
Mr. Murphy is a citizen of Ireland |
|
|
|
|
|
|
|
Nancy
Quan |
|
Executive
Vice President and Global Chief Technical & Innovation Officer of The Coca-Cola Company; President of The Coca-Cola Trading Company
LLC |
|
|
|
|
|
|
|
Robert
A. Smith |
|
Senior
Director, Income Tax of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company LLC |
|
|
|
|
|
|
|
David
W. Stowe |
|
Senior
Director, Financial Risk Management of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company LLC |
|
|
|
|
|
|
|
Mark
Westfall |
|
Senior
Vice President and Chief Services Officer of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company LLC |
|
|
MANAGERS
AND EXECUTIVE OFFICERS OF COCA-COLA OASIS LLC
Set forth below is the
name, business address, present occupation or employment of each manager and executive officer of Coca-Cola Oasis LLC. Except as indicated
below, each such person is a citizen of the United States. None of the managers and executive officers named below beneficially owns
any Common Stock or Class B Common Stock of Coca-Cola Consolidated, Inc. Managers of Coca-Cola Oasis LLC who are also executive officers
of Coca-Cola Oasis LLC are indicated by an asterisk. Except as indicated below, the business address of each manager and executive officer
of Coca-Cola Oasis LLC is One Coca-Cola Plaza, Atlanta, Georgia 30313.
MANAGERS
OF COCA-COLA OASIS LLC
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
Stacy
L. Apter* |
|
Senior
Vice President and Treasurer, Head of Corporate Finance of The Coca-Cola Company |
|
|
|
|
|
|
|
Mark
D. Harris* |
|
Senior
Vice President, General Tax Counsel and Assistant Treasurer of The Coca-Cola Company |
|
|
|
|
|
|
|
Erin
L. May* |
|
Senior
Vice President and Controller of The Coca-Cola Company |
|
|
EXECUTIVE
OFFICERS OF COCA-COLA OASIS LLC
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
Stacy
L. Apter |
|
Senior
Vice President and Treasurer, Head of Corporate Finance of The Coca-Cola Company; President, Chief Executive Officer, and Treasurer
of Coca-Cola Oasis LLC |
|
|
|
|
|
|
|
Madison
J. Barnett |
|
Vice
President and Senior Tax Counsel – North America of The Coca-Cola Company; Vice President of Coca-Cola Oasis LLC |
|
|
|
|
|
|
|
Monica
Howard Douglas |
|
Executive
Vice President and Global General Counsel of The Coca-Cola Company; Vice President and General Counsel of Coca-Cola Oasis LLC |
|
|
|
|
|
|
|
Mark
D. Harris |
|
Senior
Vice President, General Tax Counsel and Assistant Treasurer of The Coca-Cola Company; Vice President and General Tax Counsel of Coca-Cola
Oasis LLC |
|
|
|
|
|
|
|
Stephen
A. Kremer |
|
Senior
Vice President, Deputy General Tax Counsel of The Coca-Cola Company; Vice President of Coca-Cola Oasis LLC |
|
|
|
|
|
|
|
Erin
L. May |
|
Senior
Vice President and Controller of The Coca-Cola Company; Vice President and Controller of Coca-Cola Oasis LLC |
|
|
|
|
|
|
|
Michelle
Moorehead |
|
Vice
President, Licensing & Retail of The Coca-Cola Company; Vice President of Coca-Cola Oasis LLC |
|
|
|
|
|
|
|
John
Murphy |
|
President and Chief Financial Officer
of The Coca-Cola Company; Vice President and Chief Financial Officer of Coca-Cola Oasis LLC
Mr. Murphy is a citizen of Ireland |
|
|
|
|
|
|
|
Robert
A. Smith |
|
Senior
Director, Income Tax of The Coca-Cola Company; Vice President of Coca-Cola Oasis LLC |
|
|
DIRECTORS
AND EXECUTIVE OFFICERS OF CAROLINA COCA-COLA
BOTTLING INVESTMENTS, INC.
Set forth below is the
name, business address, present occupation or employment of each director and executive officer of Carolina Coca-Cola Bottling Investments,
Inc. Except as indicated below, each such person is a citizen of the United States. None of the directors and executive officers named
below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Consolidated, Inc. Directors of Carolina Coca-Cola Bottling
Investments, Inc. who are also executive officers of Carolina Coca-Cola Bottling Investments, Inc. are indicated by an asterisk. Except
as indicated below, the business address of each director and executive officer of Carolina Coca-Cola Bottling Investments, Inc. is One
Coca-Cola Plaza, Atlanta, Georgia 30313.
DIRECTORS
OF CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC.
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
Stacy
L. Apter* |
|
Senior
Vice President and Treasurer, Head of Corporate Finance of The Coca-Cola Company |
|
|
|
|
|
|
|
Mark
D. Harris* |
|
Senior
Vice President, General Tax Counsel and Assistant Treasurer of The Coca-Cola Company |
|
|
|
|
|
|
|
Erin
L. May* |
|
Senior
Vice President and Controller of The Coca-Cola Company |
|
|
EXECUTIVE
OFFICERS OF CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC.
NAME |
|
PRINCIPAL
OCCUPATION
OR EMPLOYMENT |
|
ADDRESS |
|
|
|
|
|
Stacy
L. Apter |
|
Senior
Vice President and Treasurer, Head of Corporate Finance of The Coca-Cola Company; Vice President, Treasurer and Assistant Secretary
of Carolina Coca-Cola Bottling Investments, Inc. |
|
|
|
|
|
|
|
Madison
J. Barnett |
|
Vice
President and Senior Tax Counsel – North America of The Coca-Cola Company; Vice President of Carolina Coca-Cola Bottling Investments,
Inc. |
|
|
|
|
|
|
|
Monica
Howard Douglas |
|
Executive
Vice President and Global General Counsel of The Coca-Cola Company; Vice President and General Counsel of Carolina Coca-Cola Bottling
Investments, Inc. |
|
|
|
|
|
|
|
Mark
D. Harris |
|
Senior
Vice President, General Tax Counsel and Assistant Treasurer of The Coca-Cola Company; Vice President and General Tax Counsel of Carolina
Coca-Cola Bottling Investments, Inc. |
|
|
|
|
|
|
|
Stephen
A. Kremer |
|
Senior
Vice President, Deputy General Tax Counsel of The Coca-Cola Company; Vice President of Carolina Coca-Cola Bottling Investments, Inc. |
|
|
|
|
|
|
|
Erin
L. May |
|
Senior
Vice President and Controller of The Coca-Cola Company; Vice President and Controller of Carolina Coca-Cola Bottling Investments,
Inc. |
|
|
|
|
|
|
|
John
Murphy |
|
President and Chief Financial Officer
of The Coca-Cola Company; President and Chief Executive Officer of Carolina Coca-Cola Bottling Investments, Inc.
Mr. Murphy is a citizen of Ireland |
|
|
|
|
|
|
|
Robert
A. Smith |
|
Senior
Director, Income Tax of The Coca-Cola Company; Vice President of Carolina Coca-Cola Bottling Investments, Inc. |
|
|
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