1 unchanged sentence
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
−Removed: As required by Rules 13a-15(b) and 15d-15(b) under the Exchange Act, management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2022, and has concluded that our disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.
+Added: As required by Rules 13a-15(b) and 15d-15(b) under the Exchange Act, management, with the participation of our CEO and chief financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2023, and has concluded that our disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is (i) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to management, including our CEO and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.
REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
1 unchanged sentence
Our internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external purposes in accordance with U.S.
−Removed: Our management, with the participation of the chief executive officer and chief financial officer, assessed the effectiveness of the Company’s internal control over financial reporting.
+Added: Our management, with the participation of the CEO and chief financial officer, assessed the effectiveness of the Company’s internal control over financial reporting.
Based on the criteria for effective internal control over financial reporting established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, management concluded that the internal control over financial reporting was effective as of December 31, 2023.
6 unchanged sentences
OTHER INFORMATION
+Added: During the fourth quarter of 2023, no directors or executive officers of the Company adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
101 unchanged sentences
Credit Agreement, dated as of March 24, 2021, among Keurig Dr Pepper Inc., the lenders party thereto, and Bank of America, N.A., as administrative agent (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (filed on March 26, 2021) and incorporated herein by reference).
−Removed: Separation and Release Agreement, dated September 24, 2021, by and between the Company and Fernando Cortes (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (filed on September 24, 2021) and incorporated herein by reference).
Suspension of Rights Agreement, dated September 10, 2021, among Keurig Dr Pepper Inc.
7 unchanged sentences
Executive Severance Plan, effective as of July 29, 2022 (filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q (filed on July 28, 2022) and incorporated herein by reference).++
−Removed: Letter Agreement by and between the Company and Sudhanshu Priyadarshi dated October 21, 2022.++
−Removed: Separation Agreement and Release by and between the Company and Tony Milikin dated October 28, 2022.++
−Removed: Keurig Dr Pepper Short-Term Incentive Plan.++
+Added: Letter Agreement by and between the Company and Sudhanshu Priyadarshi dated October 21, 2022 (filed as Exhibit 10.18 to the Company’s Annual Report on Form 10-K (filed on February 23, 2023) and incorporated herein by reference).++
+Added: Keurig Dr Pepper Short-Term Incentive Plan (filed as Exhibit 10.20 to the Company’s Annual Report on Form 10-K (filed on February 23, 2023) and incorporated herein by reference).++
+Added: Letter Agreement by and between the Company and Timothy Cofer dated September 18, 2023 (filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (filed on October 26, 2023) and incorporated herein by reference).++
+Added: Letter Agreement by and between the Company and Andrew Archambault dated October 31, 2023.++
+Added: Restricted Stock Unit Award Terms and Conditions under the Keurig Dr Pepper Omnibus Stock Incentive Plan of 2019 (award for certain of the Company’s Named Executive Officers).++
List of Subsidiaries of Keurig Dr Pepper Inc.
9 unchanged sentences
pursuant to Rule 13a-14(b) or 15d-14(b) promulgated under the Exchange Act, and Section 1350 of Chapter 63 of Title 18 of the United States Code.
+Added: Keurig Dr Pepper Inc.
+Added: Clawback Policy, As Adopted on September 18, 2023++
101* The following financial information from Keurig Dr Pepper Inc.'s Annual Report on Form 10-K for the year ended December 31, 2023, formatted in XBRL (eXtensible Business Reporting Language):
31 unchanged sentences
February 22, 2024
−Removed: /s/ Michael Call
/s/ Olivier Goudet
−Removed: Michael Call Name:
−Removed: Olivier Goudet
+Added: /s/ Peter Harf
+Added: Olivier Goudet Name:
Director Title:
1 unchanged sentence
February 22, 2024
−Removed: /s/ Peter Harf
/s/ Juliette Hickman
−Removed: Peter Harf Name:
−Removed: Juliette Hickman
+Added: Juliette Hickman Name:
Director Title:
2 unchanged sentences
/s/ Pamela Patsley
−Removed: Michaels Name:
−Removed: Pamela Patsley
+Added: /s/ Lubomira Rochet
+Added: Pamela Patsley Name:
+Added: Lubomira Rochet
Director Title:
1 unchanged sentence
February 22, 2024
−Removed: /s/ Lubomira Rochet
/s/ Debra Sandler
−Removed: Lubomira Rochet Name:
−Removed: Debra Sandler
+Added: /s/ Robert Singer
+Added: Debra Sandler Name:
+Added: Robert Singer
Director Title:
1 unchanged sentence
February 22, 2024
−Removed: /s/ Robert Singer
/s/ Larry Young
−Removed: Robert Singer Name:
−Removed: Director Title:
−Removed: February 23, 2023 Date:
February 22, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.