Item 1. Security and Issuer.
This statement relates to the common stock, par value $0.01 per share (the Common Stock), of Keurig Dr Pepper Inc., a Delaware corporation
(the Company). The principal executive offices of the Company are located at 53 South Avenue, Burlington, Massachusetts 01803.
Item 2. Identity and Background.
(a) This
statement is being filed jointly by (i) BDT Oak Acquisition, B.V., a Dutch besloten vennootschap (Investor), (ii) BDT Oak Acquisition Vehicle, L.P., a Cayman Islands exempted limited partnership that owns indirectly all of
the equity of Investor (BDT Oak LP), (iii) BDTCP GP I, LLC, a Delaware limited liability company that is the general partner of BDT Oak LP (BDTCP GP I), (iv) BDT Capital Partners, LLC, a Delaware limited
liability company that is the manager of BDTCP GP I (BDT CP), (v) BDTP GP, LLC, a Delaware limited liability company that is the manager of BDT CP (BDTP), and (vi) Byron D. Trott, who is the sole member of
BDTP. The executive officers and directors of Investor are Genevieve E. Hovde, San W. Orr, III, and Daniel R. Stock, each serving as a Director A, and Veronica Claudia Guntherde Vriend, Liselotte Francina Maria Heine, and Intertrust
(Netherlands) B.V., each serving as a Director B (together, Investor Directors).
(b) The principal office of each of Investor,
Ms. Guntherde Vriend, Ms. Heine, and Intertrust (Netherlands) B.V. is Prins Bernhardplein 200, 1097 JB Amsterdam, the Netherlands. The principal office of each of the other Reporting Persons and Mr. Orr is 401 North Michigan
Avenue, Suite 3100, Chicago, Illinois 60611. The principal office of Ms. Hovde and Mr. Stock is 287-289, Route dArlon, L-1150 Luxembourg.
(c) The principal occupation of Mr. Trott is Founder, Chairman and CEO of BDT CP. The principal occupation of Ms. Hovde is Partner of BDT CP
and Manager and Investment Director of BDT Oak Luxembourg 2 S.àr.l. The principal occupation of Mr. Orr is President of BDT CP. The principal occupation of Mr. Stock is Managing Director of Finance of BDT CP and Manager and
Financial Director of BDT Oak Luxembourg 2 S.àr.l. The principal occupation of each of Ms. Guntherde Vriend and Ms. Heine is Director of Intertrust (Netherlands) B.V. The principal business of Intertrust (Netherlands) B.V. is
providing corporate, fund, and capital markets services. The principal business of each of the other Reporting Persons is investing.
(d) None of
the Reporting Persons or Investor Directors has during the last five years been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors).
(e) None of the Reporting Persons or Investor Directors has during the last five years been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) Mr. Trott, Ms. Hovde, Mr. Orr, and Mr. Stock are citizens of the
United States of America. Ms. Guntherde Vriend and Ms. Heine are citizens of the Netherlands. Intertrust (Netherlands) B.V. is a Dutch besloten vennootschap.
Item 3. Source and Amount of Funds or Other Consideration.
To exercise the Warrants (as defined in Item 4) through which Investor received the shares in Acorn (as defined in Item 4) that were redeemed for shares of
Common Stock, Investor paid 52,544.78 in cash to Acorn. This cash was drawn from Investors existing capital. For a further description of the redemption, see Item 4 below.
Item 4. Purpose of Transaction.
On June 11,
2020, Investor entered into an agreement (the Redemption Agreement) with Acorn Holdings B.V. (Acorn) and Maple Holdings B.V. (Maple), pursuant to which Acorn distributed 85,814,985 shares of
Common Stock (the Shares) to Investor in redemption of 85,814,985 ordinary shares of Acorn (the Acorn Shares), a portion of which were acquired by Investor upon exercise of certain warrants to purchase Acorn
Shares (the Warrants), which occurred immediately prior to the redemption and distribution. Investor is generally subject to lock-up provisions on 50% of the Shares until November 16,
2020 and on the remaining 50% of the Shares until June 11, 2021. The foregoing description of the Redemption Agreement does not purport to be complete and is qualified in its entirety by reference to the form of such agreement, which is filed
as Exhibit 1 hereto and is incorporated herein by reference.