News & Events

Results of Operations and Financial Condition. The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such a filing. On April 23, 2026 , Keurig Dr Pepper Inc. (the "Co…

The issuance and sale of the Convertible Preferred Stock was made in reliance upon an exemption from the registration requirements of Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The Convertible Preferred Stock issued pursuant to the Investment Agreement and the Common Stock issuable upon conversion of the Convertible Preferred Stock may not be re-offered or sold in the United States absent an effective registration statement or an exemption from the regis…

Completion of Acquisition or Disposition of Assets. As previously disclosed by the Company, on August 24, 2025, the Company and JDE Peet’s entered into a merger protocol (the “Merger Protocol”), pursuant to which, on January 15, 2026, the Company’s wholly-owned subsidiary Kodiak BidCo B.V. (“Kodiak BidCo”) commenced an offer to acquire all of the issued and outstanding ordinary shares of JDE Peet’s (the “Shares”), excluding treasury shares of JDE Peet’s, for €31.85 per share in cash, without…

Termination of a Material Definitive Agreement. As previously reported, on August 24, 2025, KDP entered into a 364-Day Bridge Credit Agreement (as amended by that certain Amendment No. 1 dated as of December 18, 2025, the “Bridge Credit Agreement”), with the lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent. In connection with the receipt of the proceeds from the Convertible Preferred Stock investment and the Pod Manufacturing JV investment as further desc…

of each of the Company’s Current Reports on Form 8-K filed with the SEC on October 30, 2025 and February 23, 2026. Registration Rights Agreement In connection with the issuance of Convertible Preferred Stock, on March 30, 2026, the Company entered into a Registration Rights Agreement, by and among the Company and the Preferred Investors, pursuant to which the Preferred Investors will have certain customary registration rights with respect to the Convertible Preferred Stock and the Company’s c…

Entry into a Material Definitive Agreement On March 26, 2026, Keurig Dr Pepper Inc. (the “Company”) announced that Maple Parent Holdings Corp. (the “Issuer”), a wholly-owned subsidiary of the Company, completed its previously announced private offerings of €3.0 billion euro denominated notes (the “Euro Notes”) and $2.55 billion USD denominated notes (the “USD Notes” and, together with the Euro Notes, the “Notes”). The Euro Notes consist of €600 million aggregate principal amount of 3.495% not…

by reference insofar as it relates to the creation of a direct financial obligation. Forward-Looking Statements Certain statements in this report may be considered “forward-looking statements,” such as statements relating to the Notes, the JDE Peet’s Acquisition or the Separation. Forward-looking statements include those preceded by, followed by or that include the words “anticipate,” “expect,” “believe,” “could,” “continue,” “ongoing,” “forecast,” “estimate,” “intend,” “may,” “plan,” “potent…

Other Events On March 12, 2026, Keurig Dr Pepper Inc. (the “Company”) announced that it has priced the private offerings of an aggregate principal amount of $2.55 billion USD denominated notes (the “USD Notes”) and an aggregate principal amount of €3.0 billion euro denominated notes (the “Euro Notes”, and together with the USD Notes, the “Notes”). The USD Notes consist of $550 million aggregate principal amount of 4.750% notes due 2029, $600 million aggregate principal amount of 5.050% notes…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information in

Entry into a Material Definitive Agreement Amendment to Term Loan Agreement On March 6, 2026, Keurig Dr Pepper Inc. (“KDP” or the “Company”) entered into an amendment (the “Amendment No. 1”) to its Term Loan Agreement, dated as of December 18, 2025 (the “Term Loan Agreement”, as amended by Amendment No. 1, the “Amended Term Loan Agreement”), with Maple Parent Holdings Corp., a Delaware corporation and a wholly-owned subsidiary of the Company (“Maple” or the “Issuer”), the guarantors party the…

Results of Operations and Financial Condition. The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such a filing. On February 24, 2026 , Keurig Dr Pepper Inc. (the…

The issuance and offering of the Convertible Preferred Stock will be undertaken in reliance upon an exemption from the registration requirements of Section 4(a)(2) of the Securities Act of 1933, as amended (the “ Securities Act ”). The Convertible Preferred Stock issued pursuant to the Preferred Investment Agreement and the common stock, par value $0.01 per share, of KDP issuable upon conversion of the Convertible Preferred Stock may not be re-offered or sold in the United States absent an ef…

Entry into a Material Definitive Agreement. Pod Manufacturing Joint Venture Investment In connection with the previously announced JV Commitment Letter (as described in the Current Report on Form 8-K of Keurig Dr Pepper Inc. (“ KDP ” or the “ Company ”) filed with the Securities and Exchange Commission on October 30, 2025 (the “ Prior Form 8-K ”)), on February 23, 2026, KDP entered into a Transaction Agreement (the “ Transaction Agreement ”) by and among the Company, Keurig JV, LP, a Delaware…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 12, 2026, the Board of Directors (the "Board") of Keurig Dr Pepper Inc. (the “Company”) increased the size of the Board to eleven directors and appointed William Newlands and Amie Thuener as independent members of the Board, with all such changes to be effective as of March 2, 2026. Each of Mr. Newlands and Ms. Thuener will serve until…

Other Events. On February 3, 2026 , Keurig Dr Pepper Inc. (the “Company”) issued a press release announcing that its Board of Directors has declared a regular quarterly dividend of $0.23 per share, payable in U.S. dollars, on the Company’s common stock. The regular quarterly dividend will be paid on April 10, 2026, to shareholders of record on March 27, 2026.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information in

Entry into a Material Definitive Agreement Term Loan Agreement On December 18, 2025, Keurig Dr Pepper Inc. (“ KDP ” or the “ Company ”) entered into a Term Loan Agreement (the “ Term Loan Agreement ”), with the lenders party thereto and Morgan Stanley Senior Funding, Inc. (“ MSSF ”), as administrative agent, pursuant to which each lender has committed, subject to satisfaction of certain conditions set forth in the Term Loan Agreement, to provide KDP with financing under a 364-day term loan fa…

Other Events. On December 9, 2025 , Keurig Dr Pepper Inc. (the “Company”) issued a press release announcing that its Board of Directors has declared a regular quarterly dividend of $0.23 per share, payable in U.S. dollars on the Company’s common stock. The regular quarterly dividend will be paid on January 16, 2026, to shareholders of record on January 2, 2026.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 25, 2025, Keurig Dr Pepper Inc. (the “Company”) announced the appointment of Anthony DiSilvestro as Chief Financial Officer of the Company, effective as of November 25, 2025. Sudhanshu Priyadarshi, the Company’s previous Chief Financial Officer and President, International, is no longer serving in these roles as of the same date and wil…

Other Events. The court overseeing In re: Keurig Green Mountain Single-Serve Coffee Antitrust Litigation (the “Multidistrict Antitrust Litigation”), currently pending in the U.S. District Court for the Southern District of New York (“SDNY”), has denied the direct purchaser plaintiffs’ motion for class certification, finding that the plaintiffs did not meet the federal requirements to pursue their case on a classwide basis. The direct purchaser plaintiffs had claimed more than $3 billion of cl…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On April 21, 2025, the Board of Directors ("Board") of Keurig Dr Pepper Inc. (the "Company") approved Robert Gamgort's transition from the role of Executive Chairman to non-employee Chairman of the Board, effective April 24, 2025. In his capacity as non-employee Chairman of the Board, Mr. Gamgort will receive the compensation described in the Compa…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Andrew Archambault, the President, U.S. Refreshment Beverages of Keurig Dr Pepper Inc. (the “Company”) and a named executive officer in the Company’s 2024 Proxy Statement, resigned from his position effective January 13, 2025. Mr. Archambault will support the transition to his successor until he departs the Company on January 31, 2025, to pursue an…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 28, 2024, Lubomira Rochet notified the Executive Chairman of the Board of Directors (the “Board”) of Keurig Dr Pepper Inc. (the “Company”) of her immediate resignation from the Board. Ms. Rochet's resignation did not result from any disagreement with the Company or the Board. Also on October 28, 2024, the Board appointed Frank Engelen, M…

Entry into a Material Definitive Agreement. On October 25, 2024, Keurig Dr Pepper Inc. (the “Company”) entered into a new term loan agreement (the “Term Loan Agreement”) among the Company, the lenders party thereto and Bank of America, N.A., as administrative agent. The Term Loan Agreement provides for a delayed draw term loan facility in an aggregate principal amount of $1.25 billion, available in a first tranche of $1 billion and second tranche of $250 million. The proceeds of the Term Loan…

by reference. 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, hereunto duly authorized. KEURIG DR PEPPER INC. Dated: October 25, 2024 By: /s/ Anthony Shoemaker Name: Anthony Shoemaker Title: Chief Legal Officer, General Counsel and Secretary