8-K
Coca-Cola Consolidated, Inc. (COKE)
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): December 7, 2022
COCA-COLA CONSOLIDATED, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 0-9286 | 56-0950585 |
|---|---|---|
| (State or other jurisdiction<br> <br>of incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 4100 Coca-Cola Plaza<br> <br>Charlotte, NC | 28211 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (704) 557-4400
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $1.00 per share | COKE | NASDAQ Global Select Market |
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 ☐
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. ☐
| Item 8.01. | Other Events. |
|---|
On December 7, 2022, Coca-Cola Consolidated, Inc. (the “Company”) announced that the Company’s Board of Directors declared (i) a regular quarterly cash dividend of $0.50 per share on the Common Stock and the Class B Common Stock of the Company, which represented an increase of 100% compared with the previous regular quarterly cash dividend of $0.25 per share on the Common Stock and the Class B Common Stock of the Company, and (ii) a special cash dividend of $3.00 per share on the Common Stock and the Class B Common Stock of the Company, each payable on February 10, 2023 to stockholders of record of the Common Stock and the Class B Common Stock as of the close of business on January 27, 2023. A copy of the news release announcing the declaration of the dividends is filed as Exhibit 99.1 hereto and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| Exhibit<br> No. | Description | Incorporated by Reference or<br> <br>Filed/Furnished Herewith |
|---|---|---|
| 99.1 | News Release, dated December 7, 2022. | Filed herewith. |
| 104 | Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | Filed herewith. |
SIGNATURE
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.
| COCA-COLA CONSOLIDATED, INC. | ||
|---|---|---|
| Date: December 7, 2022 | By: | /s/ E. Beauregarde Fisher III |
| E. Beauregarde Fisher III | ||
| Executive Vice President, General Counsel and Secretary |
EX-99.1
Exhibit 99.1
| Media Contact:<br><br><br>Josh Gelinas<br> <br>Vice President, Communications<br><br><br>josh.gelinas@cokeconsolidated.com<br> <br>704-807-3703<br><br><br><br> <br>Investor Contact:<br><br><br>Scott Anthony<br> <br>Executive Vice President &<br><br><br>Chief Financial Officer<br> <br>scott.anthony@cokeconsolidated.com<br><br><br>704-557-4633 |
|---|
Coca-Cola Consolidated Increases Regular Quarterly Cash Dividend and Declares a Special CashDividend
| • | Board of Directors increases regular quarterly cash dividend from $0.25 per share to $0.50 per share |
|---|---|
| • | Board of Directors declares a special cash dividend of $3.00 per share |
| --- | --- |
CHARLOTTE, NC – December 7, 2022 - Coca-Cola Consolidated, Inc. (NASDAQ: COKE) today announced that its Board of Directors declared an increased regular quarterly cash dividend of $0.50 per share and a special cash dividend of $3.00 per share. Both the regular quarterly cash dividend and the special cash dividend are payable on February 10, 2023 to stockholders of record of the Company’s Common Stock and Class B Common Stock as of the close of business on January 27, 2023.
“The Board’s decision to double our regular quarterly cash dividend and to declare a special cash dividend reflects our strong financial performance and our success in strengthening our balance sheet through debt repayment,” said J. Frank Harrison, III, Chairman and Chief Executive Officer. “Our return of capital to stockholders through this
special, one-time dividend recognizes our greatly improved net debt position and demonstrates our long-term commitment to overall stockholder returns.”
About Coca-Cola Consolidated, Inc.
Coca-Cola Consolidated is the largest Coca-Cola bottler in the United States. Our Purpose is to honor God in all we do, to serve others, to pursue excellence and to grow profitably. For over 120 years, we have been deeply committed to the consumers, customers and communities we serve and passionate about the broad portfolio of beverages and services we offer. We make, sell and distribute beverages of The Coca-Cola Company and other partner companies in more than 300 brands and flavors, across 14 states and the District of Columbia, to approximately 60 million consumers.
Headquartered in Charlotte, N.C., Coca-Cola Consolidated is traded on the NASDAQ Global Select Market under the symbol “COKE.” More information about the Company is available at www.cokeconsolidated.com. Follow Coca-Cola Consolidated on Facebook, Twitter, Instagram and LinkedIn.