What changed in this filing

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Item 9A. Controls and Procedures

2021-02-11 compared with 2020-02-12 · 145 added, 120 removed, 160 unchanged (62% of the section changed)

29 unchanged sentences

All outstanding awards shown in the table below relate to our Class B common stock.

Plan category

Number of securities to be

Plan category Number of securities to be

issued upon exercise of

outstanding options,

warrants and rights

Weighted-average

warrants and rights Weighted-average

exercise price of

outstanding options,

warrants and rights

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column A)

warrants and rights Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column A)

Equity compensation plans approved by security holders (1)

Equity compensation plans not approved by security holders

3,640,266 $66.32 2,303,746

Equity compensation plans not approved by security holders — N/A —

Total 3,640,266 $66.32 2,303,746

(1) Under the Incentive Compensation Plan, we may issue RSUs, DSUs, PSUs and stock options.

Amount in column A includes 1,169,125 RSUs and DSUs, 652,241 PSUs (assuming the target award is met) and 1,562,710 options, respectively, outstanding as of December 31, 2019 .

Amount in column A includes 1,098,748 RSUs and DSUs, 702,594 PSUs (assuming the target award is met) and 1,838,924 options outstanding as of December 31, 2020.

See Part II—Item 8 Financial Statements and Supplementary Data, Note 13, "Share-Based Payments" for further discussion.

2 unchanged sentences

Incorporated by reference to our definitive proxy statement for our 2021 annual meeting of stockholders, which will be filed no later than 120 days after December 31, 2020.

PRINCIPAL ACCOUNTING FEES AND SERVICES

PRINCIPAL ACCOUNTANT FEES AND SERVICES

Incorporated by reference to our definitive proxy statement for our 2021 annual meeting of stockholders, which will be filed no later than 120 days after December 31, 2020.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

Financial Statements, Financial Statement Schedules and Exhibits

(a) Financial Statements, Financial Statement Schedules and Exhibits

The following are filed or incorporated by reference as a part of this Annual Report on Form 10-K:

8 unchanged sentences

(2) Schedule II—Valuation and Qualifying Accounts for the years ended December 31, 2020, December 31, 2019, and December 31, 2018

Incorporated by Reference

Filed Herewith

Exhibit Number

Document Description

(3) Exhibit list

Incorporated by Reference Filed Herewith

Exhibit Number Document Description Form Exhibit Filing Date

3.1 Restated Certificate of Incorporation of Molson Coors Beverage Company, as amended to date.

10-K 3.1 February 12, 2020

3.2 Fourth Amended and Restated Bylaws of Molson Coors Beverage Company.

January 2, 2020

8-K 3.2 January 2, 2020

4.1.1 Specimen Class A Common Stock Certificate

10-K 4.1.1 February 12, 2020

4.1.2 Specimen Class B Common Stock Certificate

10-K 4.1.2 February 12, 2020

4.2.1 Indenture, dated as of May 3, 2012, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

8-K 4.1 May 3, 2012

4.2.2 First Supplemental Indenture, dated as of May 3, 2012, to the Indenture dated May 3, 2012, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

8-K 4.2 May 3, 2012

4.2.3 Second Supplemental Indenture, dated as of June 15, 2012, to the Indenture dated May 3, 2012, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

August 8, 2012

10-Q 4.8 August 8, 2012

4.2.4 Third Supplemental Indenture, dated as of May 13, 2016, to the Indenture dated May 3, 2012, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

June 28, 2016

Incorporated by Reference

Filed Herewith

Exhibit Number

Document Description

8-K 4.3 June 28, 2016

Incorporated by Reference Filed Herewith

Exhibit Number Document Description Form Exhibit Filing Date

4.2.5 Fourth Supplemental Indenture, dated as of August 19, 2016, to the Indenture dated May 3, 2012, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

November 1, 2016

10-Q 4.9 November 1, 2016

4.2.6 Fifth Supplemental Indenture, dated as of September 30, 2016, to the Indenture dated May 3, 2012, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

November 1, 2016

10-Q 4.10 November 1, 2016

4.2.7 Sixth Supplemental Indenture, dated as of October 11, 2016, to the Indenture dated May 3, 2012, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

February 14, 2017

10-K 4.2.7 February 14, 2017

4.2.8 Seventh Supplemental Indenture, dated as of January 11, 2018, to the Indenture dated May 3, 2012, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

February 14, 2018

10-K 4.1.8 February 14, 2018

4.2.8 Eighth Supplemental Indenture, dated as of August 31, 2020, to the Indenture dated May 3, 2012, by and among Molson Coors Beverage Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

10-Q 4.1 October 29, 2020

4.3 Form of 3.500% Senior Notes due 2022.

8-K 4.2 May 3, 2012

4.4 Form of 5.000% Senior Notes due 2042.

8-K 4.2 May 3, 2012

4.5 Registration Rights Agreement, dated as of February 9, 2005, by and among Adolph Coors Company, Pentland Securities (1981) Inc., 4280661 Canada Inc., Nooya Investments Ltd., Lincolnshire Holdings Limited, 4198832 Canada Inc., BAX Investments Limited, 6339522 Canada Inc., Barleycorn Investments Ltd., DJS Holdings Ltd., 6339549 Canada Inc., Hoopoe Holdings Ltd., 6339603 Canada Inc., and The Adolph Coors, Jr.

Trust dated September 12, 1969.

February 15, 2005

Indenture, dated as of September 18, 2015, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

September 18, 2015

First Supplemental Indenture, dated as of September 18, 2015, to the Indenture dated September 18, 2015, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

September 18, 2015

Second Supplemental Indenture, dated as of September 18, 2015, to the Indenture dated September 18, 2015, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

September 18, 2015

Third Supplemental Indenture, dated as of May 13, 2016, to the Indenture dated September 18, 2015, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

June 28, 2016

Fourth Supplemental Indenture, dated as of August 19, 2016, to the Indenture dated September 18, 2015, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

November 1, 2016

Fifth Supplemental Indenture, dated as of September 30, 2016, to the Indenture dated September 18, 2015, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

November 1, 2016

Incorporated by Reference

Filed Herewith

Exhibit Number

Document Description

Sixth Supplemental Indenture, dated as of October 11, 2016, to the Indenture dated September 18, 2015, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

February 14, 2017

Seventh Supplemental Indenture, dated as of January 11, 2018, to the Indenture dated September 18, 2015, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

February 14, 2018

Form of 2.75% Series 2 Notes due 2020.

September 18, 2015

8-K 99.2 February 15, 2005

4.6.1 Indenture, dated as of July 7, 2016, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

8-K 4.1 July 7, 2016

4.6.2 First Supplemental Indenture, dated as of July 7, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee and paying agent.

8-K 4.2 July 7, 2016

4.6.3 Second Supplemental Indenture, dated as of July 7, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

8-K 4.3 July 7, 2016

4.6.4 Third Supplemental Indenture, dated as of August 19, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

November 1, 2016

10-Q 4.14 November 1, 2016

4.6.5 Fourth Supplemental Indenture, dated as of September 30, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

November 1, 2016

10-Q 4.15 November 1, 2016

Incorporated by Reference Filed Herewith

Exhibit Number Document Description Form Exhibit Filing Date

4.6.6 Fifth Supplemental Indenture, dated as of October 11, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

February 14, 2017

10-K 4.5.6 February 14, 2017

4.6.7 Sixth Supplemental Indenture, dated as of January 11, 2018, to the Indenture dated July 7, 2016, by and among Molson Coors Brewing Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

February 14, 2018

10-K 4.8.7 February 14, 2018

4.6.8 Seventh Supplemental Indenture, dated as of August 31, 2020, to the Indenture dated July 7, 2016, by and among Molson Coors Beverage Company, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee.

10-Q 4.3 October 29, 2020

4.7 Form of 1.250% Senior Notes due 2024.

8-K 4.2 July 7, 2016

4.8 Form of 2.100% Senior Notes due 2021.

8-K 4.3 July 7, 2016

4.9 Form of 3.000% Senior Notes due 2026 .

8-K 4.3 July 7, 2016

4.10 Form of 4.200% Senior Notes due 2046.

8-K 4.3 July 7, 2016

4.11.1 Indenture, dated as of July 7, 2016, by and among Molson Coors International LP, Molson Coors Brewing Company, as parent, the subsidiary guarantors named therein and Computershare Trust Company of Canada, as trustee.

8-K 4.9 July 7, 2016

4.11.2 First Supplemental Indenture, dated as of July 7, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors International LP, Molson Coors Brewing Company, as parent, the subsidiary guarantors named therein and Computershare Trust Company of Canada, as trustee.

Incorporated by Reference

Filed Herewith

Exhibit Number

Document Description

8-K 4.10 July 7, 2016

4.11.3 Second Supplemental Indenture, dated as of August 19, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

November 1, 2016

10-Q 4.7 November 1, 2016

4.11.4 Third Supplemental Indenture, dated as of September 30, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

November 1, 2016

10-Q 4.8 November 1, 2016

4.11.5 Fourth Supplemental Indenture, dated as of October 11, 2016, to the Indenture dated July 7, 2016, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

February 14, 2017

10-K 4.11.5 February 14, 2017

4.11.6 Fifth Supplemental Indenture, dated as of January 11, 2018, to the Indenture dated July 7, 2016, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

February 14, 2018

Form of 2.840% Senior Notes due 2023.

10-K 4.14.6 February 14, 2018

4.11.7 Sixth Supplemental Indenture, dated as of August 31, 2020, to the Indenture dated July 7, 2016, by and among Molson Coors International LP, the guarantors named therein and Computershare Trust Company of Canada, as trustee.

10-Q 4.4 October 29, 2020

4.12 Form of 2.840% Senior Notes due 2023.

Indenture, dated as of March 15, 2017, by and among Molson Coors Brewing Company, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee.

March 15, 2017

First Supplemental Indenture, dated as of January 11, 2018, to the Indenture dated as of March 15, 2017, by and among Molson Coors Brewing Company, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee.

February 14, 2018

8-K 4.10 July 7, 2016

4.13 Form of 3.440% Senior Notes due 2026.

March 15, 2017

8-K 4.10 July 7, 2016

4.14 Description of Registrant's Securities.

10-K 4.18 February 12, 2020

10.1 * Amended and Restated Molson Coors Brewing Company Directors' Stock Plan effective May 31, 2012.

August 8, 2012

10-Q 10.7 August 8, 2012

Incorporated by Reference Filed Herewith

Exhibit Number Document Description Form Exhibit Filing Date

10.2.1 * Amended and Restated Molson Coors Brewing Company Incentive Compensation Plan.

August 6, 2015

10-Q 10.1 August 6, 2015

10.2.2 * Form of Long-Term Incentive Performance Share Unit Award Agreement pursuant to the Amended and Restated Molson Coors Brewing Company Incentive Compensation Plan.

February 14, 2017

10-K 10.2.2 February 14, 2017

10.2.3 * Form of Restricted Stock Unit Agreement pursuant to the Amended and Restated Molson Coors Brewing Company Incentive Compensation Plan.

February 14, 2017

10-K 10.2.3 February 14, 2017

10.2.4 * Form of Directors DSU Award Statement pursuant to the Amended and Restated Molson Coors Brewing Company Incentive Compensation Plan.

February 14, 2017

10-K 10.2.4 February 14, 2017

10.2.5 * Form of Directors RSU Award Statement pursuant to the Amended and Restated Molson Coors Brewing Company Incentive Compensation Plan.

November 7, 2008

10-Q 10.6 November 7, 2008

10.2.6 * Form of Stock Option pursuant to the Amended and Restated Molson Coors Brewing Company Incentive Compensation Plan.

February 12, 2015

10-K 10.7.8 February 12, 2015

10.3 * Form of Executive Continuity and Protection Program Letter Agreement .

10-Q 10.7 May 11, 2005

10.4 * Molson Coors Brewing Company Amended and Restated Change in Control Protection Program dated as of July 18, 2019.

July 24, 2019

Incorporated by Reference

Filed Herewith

Exhibit Number

Document Description

Offer Letter, dated as of September 30, 2016, by and between Peter H.

Coors and Molson Coors Brewing Company.

October 4, 2016

8-K 10.1 July 24, 2019

10.5.1 Credit Agreement, dated as of July 7, 2017, by and among Molson Coors Brewing Company, the borrowing subsidiaries party thereto, CitiBank, N.A., as administrative agent and a U.S.

5 unchanged sentences

as Co-Syndication Agents.

July 13, 2017

8-K 10.1 July 13, 2017

10.5.2 Amendment No.

1 unchanged sentence

and Molson Coors International LP, the lenders party thereto, and Citibank, N.A., as administrative agent.

July 19, 2018

8-K 10.1 July 19, 2018

10.5.3 Extension Agreement, dated as of July 7, 2019, by and among Molson Coors Brewing Company, the Lenders party thereto, and Citibank, N.A., as Administrative Agent.

8-K 10.1 July 8, 2019

10.5.4 Amendment No.

2, dated as of June 19, 2020, by and among Molson Coors Beverage Company, Molson Coors Brewing Company (UK) Limited, Molson Canada 2005, Molson Coors Canada Inc.

and Molson Coors International LP, the lenders party thereto, and Citibank, N.A., as administrative agent.

8-K 10.1 June 22, 2020

10.5.5 Subsidiary Guarantee Agreement, dated as of July 7, 2017, by and among Molson Coors Brewing Company, the subsidiaries named on Schedule I thereto, and Citibank, N.A., as administrative agent.

July 13, 2017

8-K 10.2 July 13, 2017

10.5.6 Supplement No.

1, dated as of January 11, 2018, to the Subsidiary Guarantee Agreement, dated July 7, 2017, by and among Molson Coors Brewing Company, the subsidiaries named on Schedule I thereto, and Citibank, N.A., as administrative agent.

February 14, 2018

10-K 10.8.3 February 14, 2018

Incorporated by Reference Filed Herewith

Exhibit Number Document Description Form Exhibit Filing Date

10.5 .7 Supplement No.

2, dated as of January 14, 2019, to the Subsidiary Guarantee Agreement, dated July 7, 2017, by and among Molson Coors Brewing Company, the subsidiaries named on Schedule I thereto, and Citibank, N.A., as administrative agent.

February 12, 2019

10-K 10.7.5 February 12, 2019

10.5.8 Supplement No.

3, dated as of August 31, 2020, to the Subsidiary Guarantee Agreement, dated July 7, 2017, by and among Molson Coors Beverage Company, the subsidiaries named on Schedule I thereto, and Citibank N.A., as administrative agent.

10-Q 10.1 October 29, 2020

10.6 Form of Commercial Paper Dealer Agreement .

July 13, 2017

Executive Employment Agreement, dated as of November 13, 2014, by and between Molson Coors Brewing Company and Mark R.

November 18, 2014

8-K 10.3 July 13, 2017

10.7.1 Dealer Agreement dated May 21, 2020 by and between Molson Coors Brewing Company (UK) Limited, Molson Coors Beverage Company, Lloyds Bank Corporate Markets PLC, as arranger, and Lloyds Bank Corporate Markets PLC, as dealer.

8-K 10.1 May 26, 2020

10.7.2 Deed of Guarantee dated May 21, 2020 by Molson Coors Beverage Company in favor of the holders thereunder.

8-K 10.2 May 26, 2020

10.8 * Offer Letter, dated as of November 22, 2016, by and between Molson Coors Brewing Company and Tracey Joubert.

November 25, 2016

Employment letter, dated as of November 2, 2009, by and between Molson Coors Brewing Company and Krishnan Anand.

8-K 10.1 November 25, 2016

10.9 * Molson Coors Deferred Compensation Plan, as amended and restated effective January 1, 2018.

Offer Letter, dated as of October 3, 2012, by and between Molson Coors Brewing Company and Celso White

8-K 10.1 May 25, 2018

10.10 * Directors Service Agreement, dated as of October 1, 2012, by and between Molson Coors Brewing Company (UK) Limited and Simon John Cox.

10-Q 10.1 May 1, 2019

10.11 * Secondment Letter, dated as of December 5, 2014, by and between Molson Coors Brewing Company (UK) Limited and Simon Cox.

10-Q 10.2 May 1, 2019

10.12 * Offer Letter, dated as of July 30, 2019, by and between Molson Coors Brewing Company and Gavin D.K.

July 31, 2019

Incorporated by Reference

Filed Herewith

Exhibit Number

Document Description

8-K 10.1 July 31, 2019

10.13 * Executive Employment Offer Letter, dated November 17, 2019, by and between Molson Coors Brewing Company and E.

Lee Reichert.

10-Q 10.2 April 30, 2020

10.14 * Executive Employment Offer Letter s , dated November 17, 2019 and January 12, 2019, by and between Molson Coors Brewing Company and Michelle St.

10-Q 10.3 April 30, 2020

10.15 Option Agreement, dated as of January 6, 2020, by and among MillerCoors LLC, MillerCoors USA LLC and Pabst Brewing Company, LLC.

10-Q 10.1 April 30, 2020

21 Subsidiaries of the Registrant.

22 M olson Coors Beverage Company List of Parent Issuer and Guarantor Subsidiaries.

23.1 Consent of Independent Registered Public Accounting Firm.

3 unchanged sentences

Section 1350).

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XBRL Taxonomy Extension Schema Document

XBRL Taxonomy Extension Calculation Linkbase Document

XBRL Taxonomy Extension Definition Linkbase Document

XBRL Taxonomy Extension Label Linkbase Document

XBRL Taxonomy Extension Presentation Linkbase Document

101.INS ** XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document** X

101.SCH ** XBRL Taxonomy Extension Schema Document X

101.CAL ** XBRL Taxonomy Extension Calculation Linkbase Document X

Incorporated by Reference Filed Herewith

Exhibit Number Document Description Form Exhibit Filing Date

101.DEF ** XBRL Taxonomy Extension Definition Linkbase Document X

101.LAB ** XBRL Taxonomy Extension Label Linkbase Document X

101.PRE ** XBRL Taxonomy Extension Presentation Linkbase Document X

* Represents a management contract or compensatory plan or arrangement.

2 unchanged sentences

The exhibits included in Item 15(a)(3) above are filed or incorporated by reference pursuant to the requirements of Item 601 of Regulation S-K.

Other Financial Statement Schedules

MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES

1 unchanged sentence

(IN MILLIONS)

of year Additions

expenses Deductions Foreign

impact Balance at

Allowance for doubtful accounts—trade accounts receivable

18 unchanged sentences

MOLSON COORS BEVERAGE COMPANY

/s/ GAVIN D.K.

President, Chief Executive Officer and Director

By /s/ GAVIN D.K.

HATTERSLEY President, Chief Executive Officer and Director

(Principal Executive Officer)

1 unchanged sentence

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.

/s/ GAVIN D.K.

President, Chief Executive Officer and Director (Principal Executive Officer)

/s/ TRACEY I.

Chief Financial Officer

By /s/ GAVIN D.K.

HATTERSLEY President, Chief Executive Officer and Director (Principal Executive Officer)

By /s/ TRACEY I.

JOUBERT Chief Financial Officer

(Principal Financial Officer)

Vice President and Controller

By /s/ BRIAN C.

TABOLT Vice President and Controller

(Principal Accounting Officer)

/s/ ANDREW T.

Vice Chairman

/s/ MARY LYNN FERGUSON-MCHUGH

By /s/ ANDREW T.

MOLSON Chairman

By /s/ PETER H.

COORS Vice Chairman

By /s/ DAVID S.

COORS Director

By /s/ ROGER G.

EATON Director

By /s/ MARY LYNN FERGUSON-MCHUGH Director

Mary Lynn Ferguson-McHugh

/s/ CHARLES M.

/s/ FRANKLIN W.

/s/ GEOFFREY E.

SANFORD RILEY

By /s/ CHARLES M.

HERINGTON Director

By /s/ GEOFFREY E.

MOLSON Director

By /s/ IAIN JOHN G.

NAPIER Director

By /s/ NESSA O'SULLIVAN Director

Nessa O'Sullivan

SANFORD RILEY Director

Sanford Riley

/s/ DOUGLAS D.

/s/ LOUIS VACHON

By /s/ DOUGLAS D.

TOUGH Director

By /s/ LOUIS VACHON Director

By /s/ JAMES A.

WINNEFELD, JR.

Winnefeld, Jr.

February 11, 2021

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.

What changed 10-K

Item 9A. Controls and Procedures