8-K
COCA COLA CO (KO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 22, 2021 (February 18,2021)
COCA
COLA CO
(Exact name of Registrant as specified in its charter)
| Delaware | 001-02217 | 58-0628465 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification<br>No.) |
| One Coca-Cola Plaza | ||
| Atlanta, Georgia | 30313 | |
| (Address of principal executive offices) | (Zip Code) |
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:
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.25 Par Value | KO | New York Stock Exchange |
| Floating Rate Notes Due 2021 | KO21C | New York Stock Exchange |
| 0.75% Notes Due 2023 | KO23B | New York Stock Exchange |
| 0.500% Notes Due 2024 | KO24 | New York Stock Exchange |
| 1.875% Notes Due 2026 | KO26 | New York Stock Exchange |
| 0.750% Notes Due 2026 | KO26C | New York Stock Exchange |
| 1.125% Notes Due 2027 | KO27 | New York Stock Exchange |
| 0.125% Notes Due 2029 | KO29A | New York Stock Exchange |
| 1.250% Notes Due 2031 | KO31 | New York Stock Exchange |
| 0.375% Notes Due 2033 | KO33 | New York Stock Exchange |
| 1.625% Notes Due 2035 | KO35 | New York Stock Exchange |
| 1.100% Notes Due 2036 | KO36 | New York Stock Exchange |
| 0.800% Notes Due 2040 | KO40B | New York Stock Exchange |
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 5.02 Departure of Directors or Certain Officers; Election of Directors;Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 18, 2021, the Talent and Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of The Coca-Cola Company (the “Company”) approved a special one-time incentive payment to senior executives, including the Named Executive Officers, equating to 30% of their annual target bonus amount that had been set in February 2020 under The Coca-Cola Company Performance Incentive Plan. The Committee determined this amount was appropriate based on collective leadership efforts that led to improved performance trends in the second half of the year, resilience of the organization in the face of the COVID-19 pandemic and successful strategic reorganization of the Company. The Committee also considered the fact that discretionary incentive payments were made to non-executive employees under a one-time broad-based program intended to reward performance during the pandemic.
| James Quincey, Chairman of the Board and Chief Executive Officer | $960,000 |
|---|---|
| John Murphy, Executive Vice President and Chief Financial Officer | $315,000 |
| Manuel Arroyo, Chief Marketing Officer | $236,250 |
| Brian J. Smith, President and Chief Operating Officer | $455,175 |
The Committee also approved an incentive payment of $236,250 for James L. Dinkins who, as previously disclosed, will retire from the Company on February 28, 2021.
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, thereunto duly authorized.
| THE COCA-COLA COMPANY (REGISTRANT) | ||
|---|---|---|
| Date: February 22, 2021 | By: | /s/ Bradley M. Gayton |
| Bradley M. Gayton <br><br>Senior Vice President and General Counsel |