8-K – 2026-06-23 – eh260797101_8k.htm

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FORM 8-K

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0001418135

0001418135

2026-06-23
2026-06-23

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xbrli:shares

iso4217:USD

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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):
June 23, 2026

 

 

Keurig Dr Pepper Inc.

(Exact name of registrant as specified in its
charter)

 

Delaware
 
001-33829
 
98-0517725

(State or other jurisdiction of

incorporation)
 
(Commission File

Number)
 
(IRS Employer

Identification Number)

6425 Hall of Fame Lane , Frisco , Texas 75034

(Address of principal executive offices, including
zip code)

 

( 800 ) 527-7096

(Registrant’s telephone number including area
code)

 

Not Applicable

(Former name or former address if changed since
last report)

 

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
 
KDP
 
The
Nasdaq Stock Market LLC

 

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 7.01. Regulation FD Disclosure.

 

On June 23, 2026, Keurig Dr
Pepper Inc. (the “Company” or “KDP”) issued a press release regarding leadership updates and reaffirming its previously
announced 2026 guidance for net sales and constant currency Adjusted diluted EPS growth. A copy of the press release is furnished herewith
as Exhibit 99.1 and is incorporated by reference herein.

 

The information in this Item
7.01, 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 otherwise subject to the liabilities of that section, unless the Company specifically
states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference
into a filing under the Securities Act or the Exchange Act.

 

Item 8.01. Other Events.

 

Also on June 23, 2026, the Company announced that Rafa
Oliveira, the head of its Coffee Operating Unit, has informed the Company of his intention to depart at the end of July
2026 for an external Chief Executive Officer opportunity. Tim Cofer, the Chief Executive Officer of KDP, will continue to oversee
the coffee business, while the Company’s Board of Directors conducts a search for the future CEO of Global Coffee Co.,
the standalone entity expected to result from the previously-announced separation of the Company’s coffee and beverage businesses.

 

Forward-Looking Statements

 

This Current Report on Form
8-K contains “forward-looking statements” within the meaning of applicable securities laws and regulations. These forward-looking
statements include those preceded by, followed by or that include the words such as “outlook,” “guidance,” “anticipate,”
“enable,” “expect,” “believe,” “could,” “confident,” “estimate,”
“feel,” “continue,” “ongoing,” “forecast,” “intend,” “may,” “on
track,” “plan,” “positioned,” “potential,” “project,” “should,” “target,”
“will,” “would” and similar words, phrases, or expressions and variations or negatives of these words. Forward-looking
statements by their nature address matters that are, to different degrees, uncertain. These statements are based on the current expectations
of our management, are not predictions of actual performance, and actual results may differ materially. Forward-looking statements are
subject to a number of risks and uncertainties, including the factors disclosed in our Annual Report on Form 10-K and subsequent filings
with the Securities and Exchange Commission. Our actual financial performance could differ materially from the projections in the forward-looking
statements due to a variety of factors, including, but not limited to, (i) the inherent uncertainty of estimates, forecasts and projections,
(ii) global economic uncertainty or economic downturns, (iii) tariffs or the imposition of new tariffs, trade wars, barriers or restrictions,
sanctions, geopolitical disturbances and conflicts, or threats of such actions and related uncertainty, (iv) the risk that our financial
performance may be better or worse than anticipated, (v) risks related to the completion of the separation of our beverage and coffee
portfolios in the anticipated timeframe or at all, (vi) our ability to identify and retain key executives to lead our beverage and coffee
portfolios following the separation, (vii) our incurrence of significant debt and entry into other financings to fund the acquisition
of JDE Peet’s, which may result in dilution to our stockholders or introduce complexity to our capital structure, (viii) additional
risks associated with the acquisition of JDE Peet’s and those geographies, countries and associated governments where JDE Peet’s
currently operates, (ix) our ability to successfully integrate JDE Peet’s into our business, or that such integration may be more
difficult, time-consuming or costly than expected, (x) constraints on management’s attention to operating and growing our business
during the integration of JDE Peet’s and the separation, (xi) the potential downgrade of our credit ratings as a result of debt
incurred and/or assumed in connection with the JDE Peet’s acquisition, (xii) the possibility of negative impacts on business relationships
in connection with the acquisition of JDE Peet’s and the separation, (xiii) the risk that the acquisition of JDE Peet’s and
the separation may incur significant additional costs, (xiv) the risk of potential litigation, (xv) risks related to negative effects
of the acquisition of JDE Peet’s and the separation on our share price and (xvi) the ability to achieve the anticipated strategic
and financial benefits from the separation. We are under no obligation to update, modify or withdraw any forward-looking statements, except
as required by applicable law.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.
 
Description

 
 
 

99.1
 
Press release, dated June 23, 2026

101
 
Cover Page Interactive Data File, formatted in Inline XBRL and included as Exhibit 101

 

 

     

 

 

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: June 23, 2026
By:
/s/ Anthony Shoemaker
 

 
 
Name:
Anthony Shoemaker
 

 
 
Title:
Chief Legal Officer, General Counsel and Secretary