Current Report Filing (8-k)
April 21 2021 - 2:01PM
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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
April 21, 2021 (April
20, 2021)
COCA
COLA CO
(Exact name of Registrant as specified
in its charter)
Delaware
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001-02217
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58-0628465
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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One Coca-Cola Plaza
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30313
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Atlanta, Georgia
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(Zip Code)
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(Address of principal executive offices)
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Registrant’s
telephone number, including area code: (404) 676-2121
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under
any of the following provisions:
o
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Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant
to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant
to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered
pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange
on which registered
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Common Stock, $0.25 Par Value
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KO
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New York Stock Exchange
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0.500% Notes Due 2024
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KO24
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New York Stock Exchange
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1.875% Notes Due 2026
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KO26
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New York Stock Exchange
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0.750% Notes Due 2026
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KO26C
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New York Stock Exchange
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1.125% Notes Due 2027
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KO27
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New York Stock Exchange
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0.125% Notes Due 2029
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KO29A
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New York Stock Exchange
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0.125% Notes Due 2029
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KO29B
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New York Stock Exchange
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1.250% Notes Due 2031
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KO31
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New York Stock Exchange
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0.375% Notes Due 2033
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KO33
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New York Stock Exchange
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0.500% Notes Due 2033
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KO33A
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New York Stock Exchange
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1.625% Notes Due 2035
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KO35
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New York Stock Exchange
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1.100% Notes Due 2036
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KO36
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New York Stock Exchange
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0.800% Notes Due 2040
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KO40B
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New York Stock Exchange
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1.000% Notes Due 2041
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KO41
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New York Stock Exchange
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Indicate
by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging
growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.
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On April 21, 2021, The Coca-Cola Company (the “Company”)
announced that on April 20, 2021, Bradley M. Gayton, Senior Vice President and Global General Counsel, has been appointed to serve as
Strategic Consultant to the Chairman and Chief Executive Officer of the Company, effective as of April 20, 2021 and ending April 30,
2022. In connection with the foregoing, Mr. Gayton has resigned his employment with the Company and entered into a consulting agreement
with the Company. Under the consulting agreement, Mr. Gayton will receive (i) a lump sum sign-on make-whole payment in the amount of
$4,000,000 upon signing of the consulting agreement, (ii) a waiver of the repayment obligations of certain benefits paid to Mr. Gayton
under his original employment letter agreement dated July 15, 2020, and (iii) a consulting fee of $666,666.67, paid monthly beginning
May 2021 through April 2022, in each case subject to Mr. Gayton’s continued compliance with certain restrictive covenants contained
in the consulting agreement that are similar to those to which he was bound as an employee under the Company’s equity incentive
award agreements. The foregoing description is qualified in its entirety by the Consulting Agreement for Mr. Gayton, a copy of which
is attached hereto as Exhibit 10.1 and incorporated herein by reference.
The Company’s April 21, 2021 press release announcing the resignation
and consultancy of Mr. Gayton is attached hereto as Exhibit 99.1. The information contained in Exhibit 99.1 is intended to be furnished
and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange
Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933 or the Exchange Act.
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Item 9.01.
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Financial Statements and Exhibits
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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THE COCA-COLA COMPANY
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(REGISTRANT)
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Date: April 21,
2021
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By:
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/s/ John Murphy
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John Murphy
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Executive Vice President and Chief Financial Officer
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