Keurig Dr Pepper (KDP) 10-K risk factor changes: FY2022 vs FY2021

[removed: - Significant] [added: We have been, and may continue to be, adversely impacted by significant] reductions in demand or significant volatility in demand for one or more of our products, as a result of, among other things: the temporary inability of consumers to purchase our products due to illness, quarantine or other restrictions, store closures, or financial hardship, shifts in demand away from one or more of our higher priced products to lower priced products, or stockpiling or similar activity, reduced options for marketing and promotion of products or other restrictions in connection with [added: widespread illness such as] the COVID-19 pandemic; such impacts could further increase the difficulty of operating our business during the pandemic, including accurately planning and forecasting customer [removed: demand;][added: demand.]

The [removed: ongoing COVID-19 pandemic and its] resulting impacts on the global [removed: economy, particularly supply chain constraints and labor shortages,] [added: economy] have led to [added: supply chain disruptions and significant] inflation in input costs, logistics, manufacturing and labor [removed: costs.][added: costs, which have impacted our results of operations in the current year and may continue to do so in the future.]

[removed: Speculative trading] [added: Ongoing speculation] in [added: global trading of] commodities, such as coffee, has and may continue to influence prices.

The failure of our suppliers to meet our needs could occur for many reasons, including fires, natural disasters, weather, manufacturing problems, disease, [added: widespread illness (such as the COVID-19 pandemic),] crop failure, strikes, transportation disruption, government regulation, political instability, cybersecurity attacks and terrorism.

[removed: Product safety and quality concerns] [added: Concerns about the safety, quality, or health effects of our products] could negatively affect our business.

The success of our business depends in part on our ability to maintain consumer confidence in the safety and quality of all of our products, including beverage [removed: products] [added: products, their ingredients] and [added: packaging, and] our brewers.

The demand for CSDs has therefore decreased as consumers have shifted towards NCBs, such as water, [removed: ready-to-drink] [added: RTD] coffee and teas, and sports drinks.

From time to time, we [removed: expect to] acquire businesses or brands, invest in emerging companies and/or form joint ventures, and enter into various licensing and distribution agreements to expand our product portfolio.

In evaluating such endeavors, we [removed: will be] [added: are] required to make difficult judgments regarding the value of business strategies, opportunities, technologies and other assets, and the risks and cost of potential liabilities.

We also regularly pursue productivity initiatives, which are focused on [removed: strategic opportunities in procurement, manufacturing, and logistics, as well as] cost savings and tax [removed: initiatives.][added: strategies in procurement, manufacturing, and logistics.]

Any acquisitions, investments or ventures may also [added: disrupt ongoing business activity or] result in the diversion of management attention and resources from other initiatives and operations.

We have [added: ongoing] programs to invest and upgrade our manufacturing, distribution and other facilities, including expansive investments in manufacturing facilities in Spartanburg, South Carolina; Newbridge, Ireland; and Allentown, Pennsylvania.

[removed: In 2020 and 2021, as] [added: As] a result of the COVID-19 [removed: pandemic,] [added: pandemic and other business disruptions,] we have experienced delays in the construction of [added: certain of] our new facilities and the production equipment contained within, and we may continue to experience such delays.

We [removed: may] continue to incur significant costs to upgrade or keep up-to-date various facilities and equipment or restructure our operations, including closing existing facilities or opening new ones.

The disruption could occur for many reasons, including fire, natural disasters, weather, water scarcity, manufacturing problems, disease, [removed: epidemics,] [added: widespread illness (such as the COVID-19 pandemic),] strikes, labor shortages, transportation or supply interruption, contractual dispute, government regulation, cybersecurity attacks or terrorism.

Our intellectual property rights could be infringed or we could infringe the intellectual property rights of others, and adverse events regarding licensed intellectual property, including [added: a third party’s] termination of distribution [removed: rights,] [added: rights licensed to us,] could harm our business.

As of December 31, [removed: 2021,] [added: 2022,] we had [removed: $50,598] [added: $51,837] million of total assets, of which [removed: $20,182] [added: $20,072] million were goodwill and [removed: $23,856] [added: $23,183] million were other intangible assets.

An impairment [added: was recently recorded and] could be recorded [added: again] as a result of changes in assumptions, estimates or circumstances, some of which are beyond our control.

Factors which could result in an impairment include, but are not limited to: (i) reduced demand for our products and/or the product category resulting in diminished long-term revenue growth; (ii) higher commodity or transportation prices; (iii) lower prices for our products or increased marketing as a result of increased competition; (iv) not achieving forecasted productivities; (v) significant disruptions to our operations as a result of both internal and external [removed: events, such as the ongoing COVID-19 pandemic;] [added: events;] and (vi) changes in our discount rates, which could change due to factors such as movement in risk free interest rates, changes in general market interest rates and market beta volatility and changes to management's view of forecasted risk, among others.

The agreements that govern [removed: the] [added: our] indebtedness contain various covenants that impose restrictions on us and may affect our ability to operate our business.

[removed: Labor] [added: Failure to recruit and retain qualified personnel, or failure to effectively manage changes in our workforce such as labor] shortages, employee turnover, and increases in [removed: wages] [added: wages,] could significantly impact our operations.

[removed: The ongoing COVID-19 pandemic and its resulting impacts on] [added: Disruption in] the global economy [removed: have] [added: has] exacerbated employee turnover and led to [added: continued] labor shortages, particularly in the market for frontline employees in the production and distribution environments.

A prolonged labor shortage or inflation in labor costs could have a significant impact on our [removed: results of operations.][added: business and financial performance.]

Approximately [removed: 8,000] [added: 8,800] of our employees worldwide are covered by collective bargaining agreements.

In addition, some of the [added: finished] products we manufacture are distributed by third parties.

We may need to increase support for our brands in [removed: their] [added: certain] territories to [removed: protect] [added: maintain] our route to market and may not be able to pass price increases through to them.

A small number of [removed: companies] [added: companies, located primarily in Asia,] manufacture the vast majority of our brewers, with a majority of the brewers we sell procured from one third-party brewer manufacturer.

If these manufacturers are not able to [added: perform, whether as a result of natural disaster, information technology failure, commercial or international trade dispute, or otherwise, or are not able to] scale their manufacturing operations to match increasing consumer demand for our brewers at competitive costs, our overall results will be negatively affected.

Changes in economic and financial conditions in the U.S., Canada, [removed: Mexico, the Caribbean] [added: Mexico] or other geographies where we do business may negatively impact consumer confidence and consumer spending, which could result in a reduction in our sales volume and/or switching to lower price offerings.

Unseasonable or unusual weather, natural disasters or long-term climate changes [removed: are expected to] [added: could] add volatility to commodity prices and have the potential to disrupt the availability of raw materials, energy and fuel, our ability to produce [added: our products] and [added: may result in reduced] demand for our [removed: products.][added: products, which may have a negative effect on our business and financial performance.]

Global climate change poses a [removed: serious] threat to communities, businesses, farmers and ecosystems across the world.

Other laws and regulations that may impact our business relate to [added: competition,] the environment, relations with distributors and retailers, employment, privacy, health and trade practices.

For example, changes in [removed: packaging] laws [added: related to packaging materials] or [added: the use or disposal of plastics or] special taxes on soft drinks or ingredients could increase our costs.

Changes in bottle deposit and recycling laws, including requiring manufacturers of K-Cup pods to pay responsible producer or other fees to either governmental or non-governmental entities in connection with the collection, recycling, or disposition of K-Cup pods, [removed: which] may support our corporate responsibility objectives and goals, but could increase our costs.

An offshore shared service center managed by third parties provides lower cost services to conduct our business, including a number of accounting, tax, [added: IT programming] and [added: monitoring services, and] computing functions.

Global shared service centers managed by third parties provide an increasing amount of services to conduct our business, including a number of accounting, internal control, [added: information technology,] human resources and computing functions.

We have been, and in the future may be, a party to various litigation claims and legal proceedings that may include employment, tort, real estate, antitrust, environmental, recycling/sustainability, intellectual property, commercial, securities, false advertising, packaging, product labeling, consumer [removed: protection] [added: protection, discriminatory pricing] and other claims.

We have been, and may continue to be, affected by supply chain constraints and labor shortages driven by overall macroeconomic and geopolitical uncertainty, largely caused by the COVID-19 pandemic and the Russian invasion of Ukraine.

An increase in the price, disruption of supply, or shortage in fuel and other energy sources could also increase our suppliers’ operating costs and indirectly impact our results of operations.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

In addition, adverse public opinion, third-party studies or other allegations, whether or not valid, regarding the perceived or potential negative health effects of ingredients in our beverage products, or substances in our packaging materials may lead to additional government regulation, new or increased taxes on our products, actual or threatened legal action against us, and a negative consumer perception of our products, any of which could result in decreased demand for our products or reformulations of existing products to remove such ingredients or substances, which may be costly and reduce their appeal.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

Our facilities and operations will require substantial investment and upgrading, and those investments may not achieve the intended financial benefits of such investment.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

We negotiate with our suppliers to extend our payment terms to decrease our cash conversion cycle and manage our working capital, and If suppliers are unwilling to meet our customary payment terms, it may limit the pool of potential suppliers.

Further, if a reduction in our payment terms with our suppliers occurs, our liquidity may be adversely affected.

As part of ongoing efforts to decrease our cash conversion cycle and maximize our working capital, we negotiate with our suppliers to optimize our terms and conditions, which includes the consideration of payment terms.

As part of this process, we strive to seek 360 day payment terms in commercial negotiations with potential suppliers.

Excluding our suppliers who require cash at date of purchase or sale, our current payment terms with our suppliers generally range from 10 to 360 days.

If a potential supplier is unwilling to accept 360 day payment terms as a part of the commercial negotiation, we may remove them from consideration, which could limit the overall pool of potential suppliers for selection.

If, during the procurement process, suppliers are either replaced or a supplier’s contract is renegotiated, our payment terms may be reduced.

If our payment terms are reduced, our ability to maintain our cash conversion cycle to maximize our working capital, as well as our liquidity, may be adversely affected.

Additionally, due to these replacements or renegotiations, we may need to utilize various financing arrangements for short-term liquidity.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

Additionally, significant changes in laws or regulations, including the Inflation Reduction Act of 2022, effective August 16, 2022, which imposes a 1% excise tax on share repurchases that occur after December 31, 2022, may reduce our ability to take advantage of our share repurchase program.

The labor force has been and may continue to be impacted by a number of factors related to macroeconomic and geopolitical uncertainty.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

We license rights to third parties to bottle and distribute our products.

In some cases, the license agreements include buy-out rights that allow us to exit for a fee, and we may have additional limited termination rights.

The termination of any material license arrangement could adversely affect our business and financial performance, and any disputes could be costly and divert management attention.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

Although we have no operations in Russia or Ukraine, we have experienced supply chain constraints and inflation in input costs, logistics, manufacturing and labor costs due to the impact of the conflict on the global economy.

If continued, the conflict between Russia and Ukraine could result in additional supply chain disruptions, volatility in fuel and commodity prices, and significant fluctuations in foreign exchange rates and interest rates, any of which could adversely impact our results of operations.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

Widespread health developments and economic uncertainty resulting from the ongoing COVID-19 pandemic could materially and adversely affect our business, financial condition and results of operations.

Our business has been, and may continue to be, adversely impacted by the response to the ongoing COVID-19 pandemic in countries where we operate or our customers and suppliers are located, due to recommendations or mandates from governmental and local authorities to require vaccinations, close businesses, limit travel, avoid large gatherings or self-quarantine, as well as temporary closures or decreased operations of the facilities of our customers, distributors or suppliers.

These impacts include, but are not limited to:

- Inability to meet our consumers' and customers’ needs and achieve cost targets due to disruptions in our manufacturing and supply arrangements such as the loss or disruption of essential raw materials or purchased finished goods, disruption of logistics, reduction or loss of workforce due to the insufficiency or failure of our safety protocols, or disruption of other manufacturing and distribution capability;

- Failure of third parties, including those located in international locations, on which we rely, including our suppliers, bottlers, distributors, contract manufacturers, third-party service providers, contractors, commercial banks and external business partners, to meet their obligations to us or to timely meet those obligations, or significant disruptions in their ability to do so, which may be caused by their own financial or operational difficulties; or

- Significant changes in the conditions in markets in which we manufacture, sell or distribute our products, including quarantines, governmental or regulatory actions, closures or other restrictions that limit or close our operating and manufacturing facilities, restrict our employees’ ability to perform necessary business functions, restrict or prevent consumers from having access to our products, or otherwise prevent our third-party bottlers, distributors, partners, suppliers, or customers from sufficiently staffing operations, including operations necessary for the production, distribution, sale, and support of our products.

All of these impacts could place limitations on our ability to execute on our business plan and materially and adversely affect our business, financial condition and results of operations.

We continue to monitor the situation, have actively implemented policies and procedures to address the situation, and as the pandemic continues to further unfold, we may adjust our current policies and procedures as regulations or governmental orders are implemented or more information and guidance become available.

The impact of COVID-19 may also exacerbate other risks discussed herein, any of which could have a material effect on us.

As this situation continues to evolve, new risks or uncertainties may arise that we are not aware of currently.

We have experienced supply chain disruptions and significant inflation, which have impacted our results of operations in the current year and may continue to do so in the future.

Our facilities and operations may require substantial investment and upgrading.

We could lose key personnel or may be unable to recruit and retain qualified personnel.

The labor force has been and may continue to be impacted by a number of factors related to the ongoing COVID-19 pandemic, including government actions, such as vaccination mandates, unemployment benefits and subsidies, and laws and regulations related to employee health and safety.

We may continue to hedge a small portion of our exposure to foreign currency fluctuations by utilizing derivative instruments for certain transactions.

However, we are not protected against most foreign currency fluctuations.

We continue to be exposed to foreign currency exchange rate risk that we may not be able to manage through derivative instruments and may incur material losses from such transactions utilizing derivative instruments.

Unusually cool weather during the summer months or unusually warm weather during the winter months may result in reduced demand for our products and have a negative effect on our business and financial performance.

*This section of this Annual Report on Form 10-K generally discusses the years ended December 31, [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] and year-over-year comparisons between the years ended December 31, [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]

Discussions of the periods prior to the year ended December 31, [removed: 2020] [added: 2021] that are not included in this Annual Report on Form 10-K are found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, [removed: 2020] [added: 2021] and the discussion therein for the year ended December 31, [removed: 2020] [added: 2021] compared to the year ended December 31, [removed: 2019] [added: 2020] is incorporated by reference into this Annual Report.*

KDP is a leading beverage company in North America, with a diverse portfolio of flavored [removed: (non-cola)] CSDs, NCBs, including water (enhanced and flavored), [removed: ready-to-drink] [added: RTD] tea and coffee, juice, juice drinks, mixers and specialty coffee, and is a leading producer of innovative single serve brewers.

With a wide range of hot and cold beverages that meet virtually any consumer need, KDP key brands include Keurig, Dr Pepper, Canada Dry, Snapple, [removed: Bai,] Mott's, [added: Clamato,] Core, Green Mountain [added: Coffee Roasters] and The Original Donut Shop.

As of December 31, [removed: 2021,] [added: 2022,] our reportable segments were as follows:

- The Coffee Systems segment reflects sales in the U.S. and Canada of the manufacture and distribution of finished goods relating to [removed: the Company's] [added: our] single-serve brewers, K-Cup pods and other coffee products.

- The Packaged Beverages segment reflects sales in the U.S. and Canada from the manufacture and distribution of finished beverages and other products, including sales of [removed: the Company's] [added: our] own brands and third-party brands, through [removed: our] [added: both the] DSD and WD systems.

- The Beverage Concentrates segment reflects sales [removed: of] [added: primarily in] the [removed: Company's] [added: U.S. and Canada of our] branded concentrates [removed: and syrup] to third-party [removed: bottlers, primarily in the U.S.] [added: bottlers] and [removed: Canada.][added: our syrup to fountain foodservice customers.]

Most of the brands in this segment are [removed: CSDs.][added: carbonated soft drink brands.]

- The Latin America Beverages segment reflects sales [added: primarily] in [removed: Mexico, the Caribbean,] [added: Mexico] and [removed: other international markets] [added: the Caribbean] from the manufacture and distribution of concentrates, syrup and finished beverages.

[removed: ][added: ]

[removed:  ][added:  ]

Refer to Note [removed: 14] [added: 3] of the Notes to our Consolidated Financial Statements for further [removed: information about the transaction.][added: information.]

[removed: In the fourth quarter of 2021, we announced that our] [added: Our] Board [removed: of Directors] authorized a [added: four-year] share repurchase program of up to $4 billion of our outstanding common [removed: stock, beginning on January 1, 2022,] [added: stock] potentially enabling us to return value to shareholders.

Some of these items, such as the ongoing COVID-19 pandemic and [removed: its] [added: the invasion of Ukraine by Russia, and the] resulting impacts on the global economy, including supply chain [removed: challenges] [added: constraints] and labor shortages, have led to [removed: broad-based] inflation in input costs, logistics, manufacturing and labor [removed: costs.][added: costs, which has further led to fluctuation in interest rates.]

During the year ended December 31, [removed: 2021,] [added: 2022,] we have experienced supply chain disruptions and a significant inflationary impact compared to the prior year.

These impacts have created headwinds for our [removed: products] [added: industry] that we expect to continue into [removed: 2022.][added: 2023.]

[removed: These] [added: Consequently, we may incur a reduction of volume or net sales, which, combined with the] inflationary [removed: pressures] [added: pressures,] could impact our margins and operating results.

Refer to Note [removed: 6] [added: 5] of the Notes to our Consolidated Financial Statements and Item 7A, [removed: *Quantitative] [added: Quantitative] and Qualitative Disclosures About Market [removed: Risk*] [added: Risk] for management's discussion of how we manage our exposure to commodity risk.

| (in millions) | | | Employee Compensation Expense(2) | | | | | | Employee Protection Costs(3) | | | | | | Allowances for Expected Credit Losses(4) | | | | | | [removed: Inventory Write-Downs(5)] | | | | | | Total | | |

| Coffee Systems | | | $ | [removed: 4] [added: 1] | | | | | $ | [removed: 16] [added: 5] | | | | | $ | [removed: (2)] [added: —] | | | | | [removed: $] | [removed: —] | | | | | $ | [removed: 18] [added: 6] | |

| Packaged Beverages | | | [removed: 8] [added: 4] | | | | | | [removed: 7] [added: 3] | | | | | | [removed: (8)] [added: —] | | | | | | [removed: —] | | | | | | 7 | | |

| Beverage Concentrates | | | — | | | | | | — | | | | | | [removed: (3)] [added: —] | | | | | | [removed: —] | | | | | | [removed: (3)] [added: —] | | |

| Latin America Beverages | | | — | | | | | | [removed: 2] [added: 1] | | | | | | — | | | | | | [removed: —] | | | | | | [removed: 2] [added: 1] | | |

| Total | | | $ | [removed: 12] [added: 5] | | | | | $ | [removed: 25] [added: 9] | | | | | $ | [removed: (13)] [added: —] | | | | | [removed: $] | [removed: —] | | | | | $ | [removed: 24] [added: 14] | |

| For the year ended December 31, [removed: 2020] [added: 2022] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Coffee Systems | | | $ | [removed: 15] [added: 4] | | | | | $ | [removed: 10] [added: 16] | | | | | $ | [removed: 2] [added: (2)] | | | | | [removed: $] | [removed: 8] | | | | | $ | [removed: 35] [added: 18] | |

| Packaged Beverages | | | [removed: 76] [added: 8] | | | | | | [removed: 25] [added: 7] | | | | | | [removed: 8] [added: (8)] | | | | | | [removed: —] | | | | | | [removed: 109] [added: 7] | | |

| Beverage Concentrates | | | — | | | | | | — | | | | | | [removed: 4] [added: (3)] | | | | | | [removed: —] | | | | | | [removed: 4] [added: (3)] | | |

| Latin America Beverages | | | — | | | | | | 2 | | | | | | — | | | | | | [removed: —] | | | | | | 2 | | |

| Total | | | $ | [removed: 91] [added: 12] | | | | | $ | [removed: 37] [added: 25] | | | | | $ | [removed: 14] [added: (13)] | | | | | [removed: $] | [removed: 8] | | | | | $ | [removed: 150] [added: 24] | |

[removed: (2)In 2021, amounts] [added: (2)Amounts] primarily included incremental benefits provided to frontline workers such as extended sick leave, in order to maintain essential operations during the COVID-19 pandemic.

The following table sets forth our consolidated results of operations for the years ended December 31, [removed: 2021] [added: 2022] and [removed: 2020:][added: 2021:]

| [added: (in millions)] | | | For the Year Ended December [removed: 31, | | | | | | | | | | | | Dollar | | | | | | Percentage] [added: 31, 2022] | | |

| (in millions, except per share amounts) | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | Change | | | | | | Change | | |

| Net sales | | | $ | [removed: 12,683 | | | | | $ | 11,618] [added: 14,057] | | | | | $ | [removed: 1,065 | | | | | 9.2 |] [added: 12,683] | [removed: %] |

| Selling, general and administrative expenses | | | [removed: 4,153] [added: 4,645] | | | | | | [removed: 3,978] [added: 4,153] | | | | | | [removed: 175] [added: 492] | | | | | | [removed: 4.4] [added: 11.8] | | |

| Impairment of intangible assets | | | [removed: —] [added: 477] | | | | | | [removed: 67] [added: —] | | | | | | [removed: (67)] [added: 477] | | | | | | NM | | |

| Other [removed: operating (income) expense,] [added: expense (income),] net | | | [removed: (70)] [added: 14] | | | | | | [removed: (39)] [added: (2)] | | | | | | [removed: (31)] [added: 16] | | | | | | NM | | |

| Income from operations | | | [removed: 2,894 | | | | | | 2,480 | | | | | | 414] [added: $] | [added: 2,605] | | | | | [removed: 16.7] [added: $] | [added: 2,894] | |

On October 6, 2022, we announced a strategic partnership with Red Bull, the iconic global energy brand, to sell and distribute Red Bull Energy Drink products in Mexico, which began in the fourth quarter of 2022.

On November 9, 2022, we invested $51 million, inclusive of incremental third-party costs, in exchange for equity interests in Athletic Brewing, a leading non-alcoholic craft beer maker in the U.S.

On December 8, 2022, we announced a strategic partnership with Nutrabolt, a global active health and wellness company, to sell and distribute C4 Energy RTD beverages in the vast majority of our company-owned DSD territories.

We invested $871 million, inclusive of incremental third-party costs, in exchange for an approximately 30% ownership interest in the company and expect to begin distributing C4 Energy RTD beverages in early 2023.

As a result of our quarterly triggering events assessment and our annual impairment assessment, we recorded non-cash impairment charges of $472 million on indefinite-lived brands during the year ended December 31, 2022, led by Bai and Schweppes.

As a result of these inflationary pressures, we have increased the pricing on a number of our products across our portfolio.

(4)Reflects reversal of allowances initially recorded in 2020 specifically related to the COVID-19 pandemic, driven by improving economic conditions during 2021.

| Net sales | | | $ | 14,057 | | | | | $ | 12,683 | | | | | $ | 1,374 | | | | | 10.8 | | % |

| Cost of sales | | | 6,734 | | | | | | 5,706 | | | | | | 1,028 | | | | | | 18.0 | | |

| Gross profit | | | 7,323 | | | | | | 6,977 | | | | | | 346 | | | | | | 5.0 | | |

| Gain on litigation settlement | | | (299) | | | | | | — | | | | | | (299) | | | | | | NM | | |

| Income from operations | | | 2,605 | | | | | | 2,894 | | | | | | (289) | | | | | | (10.0) | | |

| Interest expense | | | 693 | | | | | | 500 | | | | | | 193 | | | | | | 38.6 | | |

| Basic | | | $ | 1.01 | | | | | $ | 1.52 | | | | | $ | (0.51) | | | | | (33.6) | | % |

| Diluted | | | 1.01 | | | | | | 1.50 | | | | | | (0.49) | | | | | | (32.7) | | % |

These benefits were slightly offset by unfavorable FX translation of 0.3%.

The increase reflected higher logistics costs, driven by both inflation and volume/mix impacts, increases in labor and other operating expenses, and an unfavorable comparison of unrealized mark-to-market losses of $55 million on commodity contracts.

Impairment of Intangible Assets. Impairment of intangible assets reflected non-cash impairment charges of $477 million primarily driven by Bai and Schweppes.

Gain on litigation settlement.

Gain on litigation settlement reflects the portion of the settlement payment from BodyArmor which was allocated to the gain on the full settlement of the existing claims against BodyArmor in the first quarter of 2022.

Refer to Note 12 of the Notes to our Consolidated Financial Statements for further information.

Other Operating Income, Net. Other operating income, net increased $35 million for the year ended December 31, 2022 compared to the prior year, primarily driven by the portion of the settlement payment from BodyArmor which was allocated to the recovery of legal fees incurred during the litigation process and a business interruption insurance recovery.

Income from Operations. Income from operations decreased $289 million, or 10.0%, to $2,605 million for the year ended December 31, 2022 compared to $2,894 million in the prior year, primarily driven by the non-cash impairment charges of $477 million, which was partially offset by the gain on the litigation settlement.

Other factors include higher SG&A expenses, partially offset by increased gross profit.

This change was primarily driven by the unfavorable comparison of unrealized mark-to-market losses of $255 million on interest rate contracts, which was partially offset by reduced interest expense on our senior unsecured notes as a result of our strategic refinancing initiatives.

Gain on sale of equity method investment.

For the years ended December 31, 2022 and 2021 we recorded $50 million and $524 million, respectively, for the sale of our equity method investment in BodyArmor.

The amount recorded in 2022 represents the portion of the settlement payment from BodyArmor that was allocated to the satisfaction of the holdback amount owed to us.

Refer to Note 12 of the Notes to our Consolidated Financial Statements for further information.

Refer to Note 12 of the Notes to our Consolidated Financial Statements for further information.

Effective Tax Rate. The effective tax rate decreased 680 bps to 16.5% for the year ended December 31, 2022, compared to 23.3% in the prior year, primarily driven by the revaluation of state deferred tax liabilities due to legislative changes and the favorable mix of our incremental income in low tax jurisdictions in the year.

| (in millions) | | | 2022 | | | | | | 2021 | | |

| Coffee Systems | | | $ | 1,316 | | | | | $ | 1,446 | |

| Packaged Beverages | | | 1,014 | | | | | | 1,023 | | |

| Beverage Concentrates | | | 1,061 | | | | | | 1,047 | | |

| Net sales | | | $ | 4,982 | | | | | $ | 4,716 | | | | | $ | 266 | | | | | 5.6 | | % |

| Income from operations | | | 1,316 | | | | | | 1,446 | | | | | | (130) | | | | | | (9.0) | | % |

| Operating margin | | | 26.4 | | % | | | | 30.7 | | % | | | | | | | | | | (430) bps | | |

Sales Volume. Inclusive of the impact of the 53rd week, K-Cup pod volume increased 1.4% for the year ended December 31, 2022, which reflected the segment’s coffee recovery program to increase pod manufacturing output and rebuild finished goods inventories to satisfy consumer demand and restore customer service levels.

Brewer volume decreased 5.2% in the year ended December 31, 2022, driven by the unfavorable comparison to brewer shipment growth of 10.0% in the prior year as appliance household penetration growth rates returned to expected long-term trends.

Effective January 1, 2021, we modified our internal reporting and operating segments to reflect changes in the executive leadership team to further enhance speed-to-market and decision effectiveness.

These modifications did not change our reportable segments.

DSD and WD have both been identified as operating segments that the Company aggregated into Packaged Beverages due to similar economic characteristics and similarities in the nature of finished goods sales and route-to-markets.

Our FFS operating segment is aggregated with our Branded Concentrates operating segment into our Beverage Concentrates reportable segment due to similar economic characteristics and similarities in the nature of the product sold.

See *Non-GAAP Financial Measures* for more information, including reconciliations to the corresponding U.S. GAAP measures.

During the years ended December 31, 2021 and 2020, we made net repayments of our Notes, our commercial paper and our other credit agreements of $1,721 million and $951 million, respectively.

On November 1, 2021, Coca-Cola announced that it had acquired full ownership of BodyArmor.

On December 15, 2021, we received $576 million of cash proceeds, net of holdback liabilities, from the sale of our equity interests in BodyArmor to Coca-Cola.

As a result, we recorded an estimated gain on the sale of approximately $524 million during the fourth quarter of 2021.

These challenges intensified during the later part of the year due to the surge in cases resulting from the Omicron variant.

We, along with our competitors, have increased the pricing on a number of products in response to widespread inflation.

These pricing increases may result in future reductions in volume.

In 2020, amounts primarily reflected temporary incremental frontline incentive pay and benefits, as well as pay for temporary employees, including the associated taxes.

Impacts both cost of sales and SG&A expenses.

(4)In 2020, allowances reflected the expected impact of the economic uncertainty caused by COVID-19, leveraging estimates of credit worthiness, default and recovery rates for certain of our customers.

In 2021, reversals of those previously recorded allowances reflect improving economic conditions.

Impacts SG&A expenses.

(5)Impacts cost of sales.

Non-GAAP financial measures are provided in addition to U.S. GAAP measures.

Such non-GAAP financial measures are excluded from the *Results of Operations by Segment* when there is no difference between the non-GAAP and the corresponding U.S. GAAP measure.

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Cost of sales | | | 5,706 | | | | | | 5,132 | | | | | | 574 | | | | | | 11.2 | | |

| Gross profit | | | 6,977 | | | | | | 6,486 | | | | | | 491 | | | | | | 7.6 | | |

| Interest expense | | | 500 | | | | | | 604 | | | | | | (104) | | | | | | (17.2) | | |

| Basic | | | $ | 1.52 | | | | | $ | 0.94 | | | | | $ | 0.58 | | | | | 61.7 | | % |

| Diluted | | | 1.50 | | | | | | 0.93 | | | | | | 0.57 | | | | | | 61.3 | | % |

These benefits were partially offset by higher input and manufacturing costs, driven by both volume/mix growth and inflation, and unfavorable FX effects on our cost of sales.

The increase was driven by increases in logistics, driven by both inflation and higher volumes, higher marketing expense, and unfavorable FX effects.

These increases were partially offset by reduced expenses of $100 million related to the COVID-19 pandemic and productivity and merger synergies.

Impairment of Intangible Assets. Impairment of intangible assets had a favorable change of $67 million for the year ended December 31, 2021 compared to the prior year, as a result of a non-cash impairment charge recorded for the Bai brand in the prior year as a result of our annual impairment analysis.

Other Operating Income, Net. Other operating income, net had a favorable change of $31 million for the year ended December 31, 2021 compared to the prior year, largely driven by the increased gain of $28 million year-over-year on asset sale-leaseback transactions related to our strategic asset investment program.

The increase in gross profit and the favorable change in impairment of intangible assets and other operating income, net, were partially offset by the increase in SG&A expenses.

This change was primarily the result of lower interest rates resulting from our strategic refinancing initiatives, as well as our continued deleveraging and favorable unrealized mark-to-market activity on interest rate contracts.

Gain on Sale of Equity Method Investment. Gain on sale of investment reflects the gain recognized on the sale of our equity interests in BodyArmor during the year ended December 31, 2021.

In the prior year, Impairment on investments and note receivable reflected a non-cash impairment charge of $102 million associated with the Bedford and LifeFuels investments.

Effective Tax Rate. The effective tax rate decreased 110 bps to 23.3% for the year ended December 31, 2021, compared to 24.4% in the prior year, primarily driven by the release of our valuation allowance against our U.S. foreign tax credit carryforwards, the tax benefit received from excess tax deductions that were generated from the vesting of RSUs, and the benefit received from the deferred rate change on the deferred tax liability related to our indefinite-lived intangible assets during the year ended December 31, 2021.

These benefits were partially offset by an increase in our valuation allowance related to a deferred tax asset on our historical investment in Bedford.

| Adjusted income from operations | | | $ | 3,421 | | | | | $ | 3,191 | | | | | $ | 230 | | | | | 7.2 | | % |

| Adjusted interest expense | | | 480 | | | | | | 542 | | | | | | (62) | | | | | | (11.4) | | |

[removed: From time to time, we may] [added: We regularly] enter into derivatives or other financial instruments to hedge or mitigate commercial risks.

Refer to Note [removed: 6] [added: 5] of the Notes to our Consolidated Financial Statements for further information about our derivative instruments.

Exchange rate gains or losses related to foreign currency transactions are recognized as transaction gains or losses in [removed: our income statement] [added: earnings] as incurred.

As of December 31, [removed: 2021,] [added: 2022,] we had derivative contracts outstanding with notional values of [removed: $848] [added: $1,001] million maturing at various dates through [removed: September 25,] [added: October] 2024.

As of December 31, [removed: 2021,] [added: 2022,] the carrying value of our fixed-rate debt, excluding lease obligations, was [removed: $11,733] [added: $11,568] million and our variable-rate debt was [removed: $149] [added: $399] million, comprised entirely of commercial paper.

Additionally, as of December 31, [removed: 2021,] [added: 2022,] the total notional value of receive-fixed, pay-variable interest rate swaps was [removed: $400] [added: $1,900] million.

Our variable-rate [added: derivative] instruments are generally based on [removed: LIBOR] [added: SOFR] and a credit spread.

We estimate that the potential impact to our interest rate expense associated with variable rate debt and derivative instruments resulting from a hypothetical interest rate change of 1%, based on variable-rate debt and derivative instrument levels as of December 31, [removed: 2021,] [added: 2022,] would be an increase [removed: of approximately $5 million] or decrease of approximately [removed: $1] [added: $23] million.

Our estimate of the annual impact to interest expense reflects our assumption that [removed: LIBOR] [added: SOFR] will not fall below 0%.

As of December 31, [removed: 2021,] [added: 2022,] we had derivative contracts outstanding with a notional value of [removed: $529] [added: $754] million maturing at various dates through [removed: November 28, 2023.][added: April 2024.]

The fair market value of these contracts as of December 31, [removed: 2021] [added: 2022] was a net [removed: asset] [added: liability] of [removed: $106] [added: $45] million.

As of December 31, [removed: 2021,] [added: 2022,] the impact of a 10% change (up or down) in market prices for these commodities where the risk of movements has not been hedged is estimated to have a [removed: $40] [added: $42] million impact to our income from operations for the year ended December 31, [removed: 2022.][added: 2023.]

The fair value of foreign currency derivatives that qualify for hedge accounting resulted in a net unrealized gain of $19 million as of December 31, 2022, and the impact of a 10% change (up or down) in exchange rates is estimated to increase or decrease the fair value by approximately $50 million.

The fair value of foreign currency derivatives that do not qualify for hedge accounting resulted in a net unrealized gain of $16 million as of December 31, 2022, and the impact of a 10% change (up or down) in exchange rates is estimated to increase or decrease the fair value by approximately $50 million.

Any increase or decrease in the value of the foreign currency derivatives would have an approximately offsetting change in the underlying hedged risk.

As of December 31, 2021, the impact to our income from operations of a 10% swing (up or down) in exchange rates is estimated to be an increase or decrease of approximately $48 million on an annual basis.

Keurig Dr Pepper Inc. is a leading beverage company in North America, with a diverse portfolio of flavored [removed: (non-cola)] CSDs, NCBs, including water (enhanced and flavored), [removed: ready-to-drink] [added: RTD] tea and coffee, juice, juice drinks, mixers and specialty coffee, and is a leading producer of innovative single serve brewing systems.

With a wide range of hot and cold beverages that meet virtually any consumer need, KDP key brands include Keurig, Dr Pepper, Canada Dry, Snapple, [removed: Bai,] Mott's, [added: Clamato,] Core, Green Mountain [added: Coffee Roasters] and The Original Donut Shop.

We actively manage transportation of our products using our fleet (owned and leased) of approximately [removed: 6,300] [added: 6,700] vehicles in the U.S. and [removed: 1,700] [added: 1,600] in Mexico, as well as third party logistics providers.

This [removed: includes the only point-of-sale consumption data available in the consumer packaged goods industry] [added: go-to market system is strengthened] through [added: sophisticated data and technology, which includes] our [removed: panel] [added: line] of connected brewers, predictive ordering powered by artificial intelligence for our frontline sales team within our DSD system, and best in class revenue growth management tools.

The following presents highlights of our major owned and licensed brands as of December 31, [removed: 2021:][added: 2022:]

| NCBs | | | Snapple | | | #2 premium shelf stable [removed: ready-to-drink] [added: RTD] tea in the U.S. | | |

| Single Serve Coffee | | | Green Mountain [added: Coffee Roasters] | | | #2 K-cup pod brand in the U.S. | | |

All information regarding our brand market positions in the U.S. is based on retail market dollars in [removed: 2021.][added: 2022.]

According to IRi, we had a 24.2% share of the U.S. CSD market in [removed: 2021] [added: 2022] (measured by retail [removed: sales), an increase of 40 bps versus 2020.][added: sales).]

In the NCB market segment in the U.S., we participate primarily in the premium water category, including enhanced and flavored water, [removed: ready-to-drink] [added: RTD] tea, juice, juice drinks, and mixer categories.

We manufacture most of our NCBs as [removed: ready-to-drink] [added: RTD] beverages and distribute them through our own distribution network and through third parties or direct to our customers' warehouses.

We [removed: have] also [removed: begun to] distribute certain products in other international jurisdictions through various third party bottlers and distributors.

We create value by developing and selling our Keurig single serve brewers and by expanding Keurig brewer household adoption, which [removed: increased approximately 9%] [added: grew to nearly 38 million U.S. households] for the year ended December 31, [removed: 2021 to nearly 36] [added: 2022, an increase of approximately 2] million U.S. [removed: households,] [added: households from the prior year,] based on third party survey data and our own estimates.

As of December 31, [removed: 2021,] [added: 2022,] our operating structure consists of four reportable segments: Coffee Systems, Packaged Beverages, Beverage Concentrates, and Latin America Beverages.

Segment financial data, including financial information about foreign and domestic operations, is included in Note [removed: 9] [added: 7] of the Notes to our Consolidated Financial Statements.

We manufacture and sell 100% of the K-Cup pods of the following brands to retailers, away from home channel participants and end-use consumers: Green Mountain Coffee Roasters, The Original Donut Shop, McCafé, [removed: Laughing Man, REVV, and] Van [removed: Houtte.][added: Houtte, and REVV.]

We manufacture and sell K-Cup pods for the following brands to our partners, who in turn sell them to retailers: Starbucks, Dunkin', Folgers, [added: Tim Hortons,] Peet's, [added: Maxwell House, Eight O’Clock,] Newman’s Own Organics, Caribou Coffee, [removed: Eight O’Clock, Maxwell House,] [added: Community Coffee, Intelligensia,] and [removed: Tim Hortons,] [added: BLK & Bold,] as well as private label arrangements.

We also have agreements for manufacturing, distributing, and selling K-Cup pods for tea under brands such as Celestial Seasonings, Lipton and [removed: Tazo in addition to K-Cup pods of our own brand, Snapple.][added: Tazo.]

We offer high-quality, responsibly sourced [removed: coffee] [added: coffee,] including certified single-origin, organic, flavored, limited edition and proprietary blends.

We engineer and design most of our single serve [removed: brewers, where we then] [added: brewers and] utilize third-party contract manufacturers located in various countries in Asia for brewer appliance manufacturing.

In [removed: 2021,] [added: 2022,] Walmart and Costco were the Coffee Systems segment's largest customers.

Our Beverage Concentrates segment is principally a brand ownership business where we manufacture [removed: and sell] beverage concentrates and syrups in [added: our manufacturing facilities in St. Louis, Missouri, and Newbridge, Ireland, and sell them throughout] the U.S. and Canada.

Key brands include Dr Pepper, Canada Dry, Schweppes, Crush, [removed: Sunkist,] A&W, [removed: SunDrop,] [added: Sunkist,] 7UP, [added: SunDrop,] Squirt, Big Red, Hawaiian Punch and RC Cola.

Our Packaged Beverages segment is a manufacturing and distribution business of both NCBs and [removed: CSDs, as well as a brand ownership business, focused primarily on NCB brands.][added: CSDs.]

The larger NCB brands in this segment include [removed: Snapple,] Mott's, [added: Snapple,] Bai, [added: Clamato, Core,] Hawaiian Punch, [removed: Clamato,] Yoo-Hoo, [removed: Core, ReaLemon,] evian, [added: ReaLemon,] Vita Coco and Mr and Mrs T mixers.

We also recognize net sales in this segment from the distribution of our partner brands such as evian, Vita Coco, Polar Beverages seltzer water, A Shoc energy drinks, [added: and] Peet's RTD [removed: coffee and Runa energy drinks.][added: coffee.]

In [removed: 2021,] [added: 2022,] Walmart was the Packaged Beverages segment's largest customer.

In [removed: 2021,] [added: 2022,] Walmart was the Latin America Beverages segment's largest customer.

In [removed: 2021,] [added: 2022,] our largest retailer was Walmart, representing approximately 16% of our consolidated net sales.

In the U.S. and Canada, we generally grant [removed: perpetual, exclusive] licenses for CSD brands and packages to bottlers for specific geographic [removed: areas.][added: areas that are exclusive and long-term, and they have historically been perpetual in many cases.]

As of December 31, [removed: 2021,] [added: 2022,] our partner brands included, but were not limited to, Starbucks, Kirkland Signature, Dunkin', Great Value, Peet's, Caribou Coffee, Eight O’Clock, Folgers, Newman’s Own Organics, [removed: McCafé,] [added: Tim Hortons,] Maxwell House, Kroger, Krispy Kreme, [added: Community Coffee, Intelligensia, BLK & Bold,] Celestial Seasonings, Lipton, [removed: Tazo, Panera,] and [removed: Tim Hortons.][added: Tazo.]

| Coca-Cola | | | CSDs, NCBs, [added: RTD] Coffee | | |

| PepsiCo | | | CSDs, NCBs, [added: RTD] Coffee | | |

The principal raw materials we use in our business, which we commonly refer to as ingredients and materials, [removed: approximate 59%] [added: represent approximately 55%] of our cost of sales and include green coffee, PET bottles and caps, including both virgin and rPET, aluminum cans and ends, sweeteners, paper products, K-Cup pod packaging materials, fruit, glass bottles and enclosures, juices, teas, water, [added: CO2,] and other ingredients.

*Energy [added: and transportation] costs.* In addition to ingredients and packaging costs, we are significantly impacted by changes in fuel costs, which can also fluctuate substantially, due to the large truck fleet we operate in our distribution operations and the energy costs consumed in the production process.

As of December 31, [removed: 2021,] [added: 2022,] our portfolio of partner brands included, but was not limited to, [removed: Vita Coco coconut water,] evian water, Polar Beverages seltzer water, [added: Vita Coco coconut water,] A Shoc energy drinks, [added: and] Peet's RTD [removed: Coffee, Runa energy drinks, and Don't Quit nutrition shakes.][added: Coffee.]

We have nearly [removed: 27,500] [added: 28,000] employees, primarily located in North America.

In the U.S., we have approximately [removed: 21,500] [added: 22,100] employees, of which approximately [removed: 4,500] [added: 5,300] employees are covered by union collective bargaining agreements.

In Canada, we have approximately [removed: 1,500] [added: 1,400] employees, with approximately 500 covered by union collective bargaining agreements.

As part of this process, we established executive-level governance, including participation by our Chairman and CEO, as well as a Diversity and Inclusion leadership team, comprised of committed leaders from across KDP to help set priorities and lead two-way dialogue throughout the organization, and launched [removed: eight] [added: our] Employee Resource Groups, among other initiatives.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

During 2022, we launched our K-Café SMART single-serve coffee, latte and cappuccino maker, which combines our BrewID technology platform with a built-in milk frother to create a full range of hot, iced, and specialty coffee drinks.

The K-Café SMART also connects to our mobile app, which provides more than 80 easy-to-follow coffeehouse drink recipes.

We also launched Keurig iQ, a proprietary database providing insights on K-Cup pod consumption and shopping behaviors that we believe will enhance our consumer experience.

We additionally entered into new partnerships with BLK & Bold Specialty Beverages and Intelligensia Coffee to provide these premium brands in K-cup pod format.

In our NCB portfolio, we launched Snapple Elements, a line of teas and juice drinks in three flavors: Rain (agave cactus juice drink), Fire (dragon fruit juice drink) and Air (prickly pear and peach white tea).

We acquired the global rights to Atypique in 2022, which provides a range of RTD non-alcoholic cocktails, such as margaritas, gin & tonic and mojitos.

We also invested in Nutrabolt, a global active health and wellness company with a portfolio of brands, including C4 Energy, a RTD performance energy drink; Tractor, which offers certified organic, non-GMO beverage solutions in the fountain foodservice business; and Athletic Brewing Company, a leading non-alcoholic craft beer maker.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

Our Packaged Beverages segment also includes a brand ownership business, primarily focusing on our NCB brands.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

We are also significantly impacted by changes in other transportation costs, such as ocean freight and tariffs.

Transportation costs associated with the transportation and import of certain raw materials and finished goods to our manufacturing and distribution facilities are reflected within cost of sales.

In December 2022, we also added Nutrabolt’s C4 line of energy drinks to our portfolio, with distribution expected in early 2023.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

We contribute to the circular economy via our public goals to convert our packaging to be recyclable or compostable and to use more post-consumer recycled content across our packaging portfolio, including plastics.

We are committed to responsibly sourcing coffee, cocoa, and other priority crops, relying on third-party certifications and verification programs to foster social, environmental and economic protections.

We aim to responsibly source manufactured products by prioritizing and engaging key suppliers to implement and maintain effective social and environmental management systems in their own operations.

In 2022, we launched our updated KDP Product Facts website, found at www.kdpproductfacts.com, which contains important nutrition, certification, and allergen information to empower consumers to make informed decisions and find products that meet their needs.

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

This go-to market system is strengthened through sophisticated data and technology.

During 2021, we launched our Keurig Supreme Plus Smart brewer, which incorporates our new BrewID technology platform.

BrewID creates value through consumer connectivity in our brewers by recognizing the specific K-cup pod brand and roast to automatically customize brew settings, tracking K-cup pod usage to enable automatic reordering, and recommending future purchases and trials based on consumer preferences.

Additionally, the Keurig mobile app provides enhanced control over temperature, strength, and beverage size.

We also designed and launched easy-peel K-Cup pod lids with a tab to make it simpler to recycle.

Within our NCB portfolio, in 2021, we completed the transition of our Core brand and select packaging sizes of our Snapple and Aguafiel brands to bottles made with 100% rPET.

We expanded our Bai portfolio to include Bai Boost, a line of beverages with plant-based energy providing 110 mg of caffeine, in three flavors: Buka Black Raspberry, Togo Tangerine Citrus, and Watamu Strawberry Watermelon.

We also launched the Mott’s Mighty collection in both the juice and applesauce categories.

Mott’s Mighty juices are made with vitamins A, C and E to help support a healthy immune system and 50% less sugar, and Mott’s Mighty applesauces are made with no added sugars and added fiber to help support healthy digestive systems.

In our CSD portfolio, we expanded our Zero Sugar collection to include 7UP, Sunkist and A&W.

During 2021, nearly 100% of our delivered purchases of green coffee were responsibly sourced through third party sourcing programs, with the remaining purchased as conventional coffee due to increased demand and COVID-19-related impacts.

Responsibly sourced means the coffee we purchase is grown and sold in adherence to a credible sourcing program that aligns with our Supplier Code of Conduct.

Due to the ongoing impacts of COVID-19 on the global economy and workforce, we have been experiencing higher employee turnover than in the past, particularly in our frontline workforce.

Based on our work thus far, in 2021 we set two new goals for KDP in the area of diversity and inclusion.

Our first goal is to increase female representation in positions at and above the “director” management level, also known as “Director +”, by 25% by 2025; in 2020, our baseline year, women represented 26% of our Director + workforce.

Our second goal is to increase people of color representation in our Director + workforce by 25% by 2025; in 2020, people of color represented 17% of our Director + workforce.

During 2021, we rolled out an extensive diversity and inclusion training program across all employees except for frontline hourly employees, which provides weekly engagement in an online content platform and regular opportunities to apply, practice and reinforce the learnings from the program over the course of several months.

In 2022, the concepts from the program will be shared through trainings and meetings designed to embed these concepts in the culture of our hourly frontline employees.

Our Response to COVID-19

During the ongoing COVID-19 pandemic, we have taken extraordinary measures to protect the safety and well-being of our employees.

These measures include enhanced and comprehensive sanitation, physical distancing, and health protocols; directing most of our office employees to work from home, leveraging technology and collaboration tools; providing enhanced paid sick time, along with back-up childcare assistance, as needed; and provided temporary financial incentives to our frontline employees, who are working selflessly to manufacture, distribute and stock store shelves with the essential goods our communities need.

In 2021, Newsweek named us to their 2022 America’s Most Responsible Companies list, and we were the top beverage company in their rankings.

Additionally, in 2021, we were awarded the 2021 Reuters Responsible Business award in the Social and Human Capital category.

Select highlights from the report are discussed below.

We have set a goal to make 100% of our packaging from recyclable or compostable material by 2025.

We also want to further contribute to the circular economy with our commitment to use an average of 30% recycled material across our packaging portfolio by 2025.

In 2021, we completed the transition of our Core brand and select packaging sizes of our Snapple and Aguafiel brands to bottles made with 100% rPET, and we are in the process of transitioning additional products to rPET.

Already, the majority of our packaging is made from materials that can be recycled, and we are ensuring that our packaging materials are optimally designed to be among the highest value possible for recycled plastic buyers, which will increasingly include us.

To reduce contamination in the recycling stream, we are continuing to replace dark-colored PET with PET that is preferred for recycling systems, making our bottles, labels and caps compatible with widely-used bottle recycling processes, and supporting consumer education campaigns on how to "recycle right".

We have also partnered with the American Beverage Association and other beverage industry leaders on the *Every Bottle Back* initiative*,* a breakthrough effort to help facilitate our objectives to reduce our industry’s use of new plastic and increase the recycling and reuse of our PET bottles.

The initiative includes a $100 million industry-backed fund to invest in improved sorting, processing and collection efforts to directly support the increase in quality and availability of recycled plastic across the country.

In 2020, we achieved our goal of making all of our K-Cup pods sold in the U.S. and Canada from recyclable materials.

The K-Cup pods are made of polypropylene #5 plastic, and we continue to engage with municipalities and recycling facilities to advance the quantity and quality of recycled polypropylene.

To that end, KDP is a cofounder and the largest funder of the Polypropylene Recycling Coalition, an effort led by The Recycling Partnership to advance polypropylene recycling in the U.S. KDP invested $10 million in the coalition and is joined by leading brands, recyclers, retailers, converters and producers of polypropylene, all of whom have also provided funding to the coalition.

Sustainable Facilities

As we invest in infrastructure, we have focused on sustainably built facilities.

Our new K-cup pod manufacturing site in Spartanburg, South Carolina, is the largest industrial manufacturing facility certified under the LEEDv4 BD+C rating system in North America, and it includes a separation room that moves all waste from production to be recycled, reused, repurposed or converted to energy.

Additionally, our new high-speed cold beverage production facility in Allentown, Pennsylvania, incorporates sustainability focused design, including a central room with magnetic bearing chillers that provide cooling for air conditioning as well as chilled water for production processes, a highly energy-efficient approach.

Our new Frisco, Texas headquarters location is LEED v4 ID+C Gold certified, and our Newbridge, Ireland manufacturing facility is focused on renewable energy sources, with 100% of its energy provided by wind in 2021.

In 2019, we laid the groundwork for important climate targets to reduce greenhouse gas emissions from a 2018 baseline.

[removed: On March 6,] [added: In] 2019, ABC, a subsidiary of KDP, filed suit against BodyArmor and Mike Repole in the Superior Court for the State of Delaware.

The complaint asserted [removed: claims for] breach of contract and [removed: promissory estoppel against BodyArmor and asserted a claim for tortious interference against Mr. Repole, in each case] [added: other related claims] in connection with [removed: BodyArmor's] [added: BodyArmor’s] attempted early termination of the distribution contract between BodyArmor and ABC.

In January 2022, KDP agreed to a $350 million payment from BodyArmor [removed: for a] [added: as] full settlement of all [removed: of the] claims under the [removed: existing] litigation against BodyArmor and [removed: in complete] satisfaction of the holdback amount owed to ABC in association with the sale of ABC’s equity interest in BodyArmor in 2021.

The complaint sought monetary damages relating to lost distribution revenues, disgorgement of profits, liquidated and punitive damages, attorneys' fees and costs.

ABC filed an amended complaint which added Coca-Cola as a defendant to the suit and asserted a claim for tortious interference against Coca-Cola.

In December 2020, the court dismissed the individual claim against Mr. Repole, but ABC's claims against BodyArmor and Coca-Cola continued.

In December 2021, the Court granted summary judgment to ABC on its breach of contract claim against BodyArmor, finding, as a matter of law, that BodyArmor’s termination constituted a breach of the distribution agreement.

ABC received the settlement payment in January 2022 and the lawsuit has been dismissed.

Refer to Note 21 of the Notes to our Consolidated Financial Statements for further information.

FOR THE FISCAL YEAR ENDED December 31, [removed: 2021][added: 2022]

[removed: ][added: ]

As of June 30, [removed: 2021, the last business day of the registrant's most recently completed second fiscal quarter,] [added: 2022,] the aggregate market value of the registrant's common equity held by non-affiliates of the registrant [removed: (treating directors, executive officers and beneficial owners of 10% or more of the registrant’s common stock outstanding as of that date, for this purpose, as affiliates)] was approximately [removed: $29.5] [added: $30.1] billion (based on the closing sales price of the registrant's common stock on that date).

As of February [removed: 22, 2022,] [added: 21, 2023,] there were [removed: 1,418,158,363] [added: 1,406,447,151] shares of the registrant's common stock, par value $0.01 per share, outstanding.

FOR THE YEAR ENDED DECEMBER 31, [removed: 2021][added: 2022]

| [Item [removed: 1](#i4234b33cecc54255affb64b031a587a2_16)] [added: 1](#i34cbdfb200994b3282a1df38c3186a8f_16)] | | | [removed: [Business](#i4234b33cecc54255affb64b031a587a2_16)] [added: [Business](#i34cbdfb200994b3282a1df38c3186a8f_16)] | | | [removed: [1](#i4234b33cecc54255affb64b031a587a2_16)] [added: [1](#i34cbdfb200994b3282a1df38c3186a8f_16)] | | |

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| [Item [removed: 2](#i4234b33cecc54255affb64b031a587a2_28)] [added: 2](#i34cbdfb200994b3282a1df38c3186a8f_28)] | | | [removed: [Properties](#i4234b33cecc54255affb64b031a587a2_28)] [added: [Properties](#i34cbdfb200994b3282a1df38c3186a8f_28)] | | | [removed: [23](#i4234b33cecc54255affb64b031a587a2_28)] [added: [22](#i34cbdfb200994b3282a1df38c3186a8f_28)] | | |

| [Item [removed: 3](#i4234b33cecc54255affb64b031a587a2_31)] [added: 3](#i34cbdfb200994b3282a1df38c3186a8f_31)] | | | [Legal [removed: Proceedings](#i4234b33cecc54255affb64b031a587a2_31)] [added: Proceedings](#i34cbdfb200994b3282a1df38c3186a8f_31)] | | | [removed: [23](#i4234b33cecc54255affb64b031a587a2_31)] [added: [22](#i34cbdfb200994b3282a1df38c3186a8f_31)] | | |

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| [Item [removed: 7](#i4234b33cecc54255affb64b031a587a2_46)] [added: 7](#i34cbdfb200994b3282a1df38c3186a8f_46)] | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i4234b33cecc54255affb64b031a587a2_46)] [added: Operations](#i34cbdfb200994b3282a1df38c3186a8f_46)] | | | [removed: [25](#i4234b33cecc54255affb64b031a587a2_46)] [added: [25](#i34cbdfb200994b3282a1df38c3186a8f_46)] | | |

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| [Item [removed: 9A](#i4234b33cecc54255affb64b031a587a2_235)] [added: 9A](#i34cbdfb200994b3282a1df38c3186a8f_232)] | | | [Controls and [removed: Procedures](#i4234b33cecc54255affb64b031a587a2_235)] [added: Procedures](#i34cbdfb200994b3282a1df38c3186a8f_232)] | | | [removed: [104](#i4234b33cecc54255affb64b031a587a2_235)] [added: [102](#i34cbdfb200994b3282a1df38c3186a8f_232)] | | |

| [Item [removed: 9C](#i4234b33cecc54255affb64b031a587a2_2341)] [added: 9C](#i34cbdfb200994b3282a1df38c3186a8f_238)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i4234b33cecc54255affb64b031a587a2_2341)] [added: Inspections](#i34cbdfb200994b3282a1df38c3186a8f_238)] | | | [removed: [104](#i4234b33cecc54255affb64b031a587a2_2341)] [added: [102](#i34cbdfb200994b3282a1df38c3186a8f_238)] | | |

| | | | [PART [removed: III](#i4234b33cecc54255affb64b031a587a2_241)] [added: III](#i34cbdfb200994b3282a1df38c3186a8f_241)] | | | | | |

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| [Item [removed: 11](#i4234b33cecc54255affb64b031a587a2_241)] [added: 11](#i34cbdfb200994b3282a1df38c3186a8f_241)] | | | [Executive [removed: Compensation](#i4234b33cecc54255affb64b031a587a2_241)] [added: Compensation](#i34cbdfb200994b3282a1df38c3186a8f_241)] | | | [removed: [105](#i4234b33cecc54255affb64b031a587a2_241)] [added: [103](#i34cbdfb200994b3282a1df38c3186a8f_241)] | | |

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| [Item [removed: 14](#i4234b33cecc54255affb64b031a587a2_241)] [added: 14](#i34cbdfb200994b3282a1df38c3186a8f_241)] | | | [Principal Accountant Fees and [removed: Services](#i4234b33cecc54255affb64b031a587a2_241)] [added: Services](#i34cbdfb200994b3282a1df38c3186a8f_241)] | | | [removed: [105](#i4234b33cecc54255affb64b031a587a2_241)] [added: [103](#i34cbdfb200994b3282a1df38c3186a8f_241)] | | |

| | | | [PART [removed: IV](#i4234b33cecc54255affb64b031a587a2_244)] [added: IV](#i34cbdfb200994b3282a1df38c3186a8f_244)] | | | | | |

| [Item [removed: 15](#i4234b33cecc54255affb64b031a587a2_247)] [added: 15](#i34cbdfb200994b3282a1df38c3186a8f_247)] | | | [Exhibits and Financial Statement [removed: Schedules](#i4234b33cecc54255affb64b031a587a2_247)] [added: Schedules](#i34cbdfb200994b3282a1df38c3186a8f_247)] | | | [removed: [106](#i4234b33cecc54255affb64b031a587a2_247)] [added: [104](#i34cbdfb200994b3282a1df38c3186a8f_247)] | | |

| KDP Credit [removed: Agreements] [added: Agreement] | | | | | | Collectively, the KDP Revolver, the 364-day credit agreements, and the 2019 KDP Term Loan | | |

| Proxy Statement | | | | | | The definitive proxy statement for the Annual Meeting of Stockholders to be filed with the SEC within 120 days of December 31, [removed: 2021,] [added: 2022,] pursuant to Regulation 14A under the Exchange Act | | |

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b).

| | | | [PART I](#i34cbdfb200994b3282a1df38c3186a8f_13) | | | | | |

| | | | [PART II](#i34cbdfb200994b3282a1df38c3186a8f_37) | | | | | |

| [Item 9B](#i34cbdfb200994b3282a1df38c3186a8f_235) | | | [Other Information](#i34cbdfb200994b3282a1df38c3186a8f_235) | | | [102](#i34cbdfb200994b3282a1df38c3186a8f_235) | | |

| [Item 16](#i34cbdfb200994b3282a1df38c3186a8f_250) | | | [Form 10-K Summary](#i34cbdfb200994b3282a1df38c3186a8f_250) | | | [106](#i34cbdfb200994b3282a1df38c3186a8f_250) | | |

| | | | [Signatures](#i34cbdfb200994b3282a1df38c3186a8f_253) | | | [107](#i34cbdfb200994b3282a1df38c3186a8f_253) | | |

FOR THE YEAR ENDED DECEMBER 31, 2022

| 2022 Strategic Refinancing | | | | | | A series of transactions in April 2022, whereby KDP issued the 2029 Notes, the 2032 Notes, and the 2052 Notes, and voluntarily prepaid and retired the remaining 2023 Merger Notes and tendered portions of the 2025 Merger Notes, the 2028 Merger Notes, the 2038 Merger Notes and the 2048 Merger Notes | | |

| Athletic Brewing | | | | | | Athletic Brewing Holding Company, LLC, an equity method investment of KDP | | |

| CARES Act | | | | | | U.S. Coronavirus Aid, Relief and Economic Security Act | | |

| IT | | | | | | Information technology | | |

FOR THE YEAR ENDED DECEMBER 31, 2022

| Term | | | | | | Definition | | |

| Nutrabolt | | | | | | Woodbolt Holdings LLC, d/b/a Nutrabolt, an equity method investment of KDP | | |

| SOFR | | | | | | Secured Overnight Financing Rate | | |

| Tractor | | | | | | Tractor Beverages, Inc., an equity method investment of KDP | | |

| Vita Coco | | | | | | The Vita Coco Company, Inc. | | |

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

| | | | [PART I](#i4234b33cecc54255affb64b031a587a2_13) | | | | | |

| | | | [PART II](#i4234b33cecc54255affb64b031a587a2_37) | | | | | |

| [Item 9B](#i4234b33cecc54255affb64b031a587a2_238) | | | [Other Information](#i4234b33cecc54255affb64b031a587a2_238) | | | [104](#i4234b33cecc54255affb64b031a587a2_238) | | |

| [Item 16](#i4234b33cecc54255affb64b031a587a2_2385) | | | [Form 10-K Summary](#i4234b33cecc54255affb64b031a587a2_2385) | | | [108](#i4234b33cecc54255affb64b031a587a2_2385) | | |

| | | | [Signatures](#i4234b33cecc54255affb64b031a587a2_2357) | | | [109](#i4234b33cecc54255affb64b031a587a2_2357) | | |

[Table](#i34cbdfb200994b3282a1df38c3186a8f_7) [of Contents](#i34cbdfb200994b3282a1df38c3186a8f_7)

We have two [added: global] corporate headquarters, located in Burlington, Massachusetts and Frisco, Texas, both of which are leased.

The following table summarizes our principal manufacturing plants and principal warehouse and distribution facilities by geography and reportable segment as of December 31, [removed: 2021:][added: 2022:]

| Production facilities | | | 1 | | | | | | — | | | | | | [removed: 6] [added: 5] | | | | | | [removed: 11] [added: 12] | | | | | | — | | | | | | — | | | | | | [removed: 2] [added: 1] | | | | | | [removed: 4] [added: 5] | | | | | | [removed: 9] [added: 7] | | | | | | [removed: 15] [added: 17] | | |

| Warehouse and distribution facilities | | | — | | | | | | — | | | | | | [removed: 27] [added: 28] | | | | | | [removed: 56] [added: 60] | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 5] [added: 8] | | | | | | [removed: 27] [added: 28] | | | | | | [removed: 61] [added: 68] | | |

| Production facilities | | | 1 | | | | | | — | | | | | | — | | | | | | — | | | | | | 3 | | | | | | — | | | | | | [removed: 1] [added: —] | | | | | | [removed: 1] [added: 2] | | | | | | [removed: 5] [added: 4] | | | | | | [removed: 1] [added: 2] | | |

| Warehouse and distribution facilities | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 5 | | | | | | [removed: 30] [added: 31] | | | | | | — | | | | | | [removed: 34] [added: 33] | | | | | | 5 | | | | | | 64 | | |

| Total | | | 2 | | | | | | — | | | | | | 33 | | | | | | 72 | | | | | | 8 | | | | | | 31 | | | | | | 1 | | | | | | 48 | | | | | | 44 | | | | | | 151 | | |

| Total | | | 2 | | | | | | — | | | | | | 33 | | | | | | 67 | | | | | | 8 | | | | | | 30 | | | | | | 3 | | | | | | 44 | | | | | | 46 | | | | | | 141 | | |

As of December 31, [removed: 2021,] [added: 2022,] there were [removed: 9,769] [added: 9,059] stockholders of record of our common stock.

There were no share repurchase programs in effect during the years ended December 31, [removed: 2021, 2020] [added: 2021] and [removed: 2019.][added: 2020.]

The following performance graph compares the cumulative total returns of DPS through July 9, 2018 and KDP from July 10, 2018 through December 31, [removed: 2021] [added: 2022] with the cumulative total returns of the S&P 500 Index and the S&P Food and Beverage Select Industry Index.

The graph assumes that $100 was invested on December 31, [removed: 2016,] [added: 2017,] with dividends reinvested quarterly.

[removed: ][added: ]

The following table summarizes shares repurchased by us under this program during the fourth quarter of 2022:

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Period | | | | | | Total Number of Shares Purchased | | | | | | Average Price Paid per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Program | | | | | | Maximum Amount of Dollars that May Yet be Used to Purchase Shares Under the Program (in millions) | | |

| October 1 to October 31 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 3,912 | |

| November 1 to November 30 | | | | | | — | | | | | | — | | | | | | — | | | | | | 3,912 | | |

| December 1 to December 31 | | | | | | 8,018,696 | | | | | | 36.31 | | | | | | 8,018,696 | | | | | | 3,621 | | |

| Total | | | | | | 8,018,696 | | | | | | $ | 36.31 | | | | | 8,018,696 | | | | | | $ | 3,621 | |

| [Reports of Independent Registered Accounting [removed: Firm](#i4234b33cecc54255affb64b031a587a2_139)] [added: Firm](#i34cbdfb200994b3282a1df38c3186a8f_142)] (PCAOB ID No. 34) | | | | | | [removed: [50](#i4234b33cecc54255affb64b031a587a2_139)] [added: [50](#i34cbdfb200994b3282a1df38c3186a8f_142)] | | |

| [Consolidated Statements of [removed: Income](#i4234b33cecc54255affb64b031a587a2_142)] [added: Income](#i34cbdfb200994b3282a1df38c3186a8f_145)] | | | | | | [removed: [53](#i4234b33cecc54255affb64b031a587a2_142)] [added: [53](#i34cbdfb200994b3282a1df38c3186a8f_145)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i4234b33cecc54255affb64b031a587a2_145)] [added: Income](#i34cbdfb200994b3282a1df38c3186a8f_148)] | | | | | | [removed: [54](#i4234b33cecc54255affb64b031a587a2_145)] [added: [54](#i34cbdfb200994b3282a1df38c3186a8f_148)] | | |

| [Consolidated Balance [removed: Sheets](#i4234b33cecc54255affb64b031a587a2_148)] [added: Sheets](#i34cbdfb200994b3282a1df38c3186a8f_151)] | | | | | | [removed: [55](#i4234b33cecc54255affb64b031a587a2_148)] [added: [55](#i34cbdfb200994b3282a1df38c3186a8f_151)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i4234b33cecc54255affb64b031a587a2_151)] [added: Flows](#i34cbdfb200994b3282a1df38c3186a8f_154)] | | | | | | [removed: [56](#i4234b33cecc54255affb64b031a587a2_151)] [added: [56](#i34cbdfb200994b3282a1df38c3186a8f_154)] | | |

| [Consolidated Statements of Changes in Stockholders' [removed: Equity](#i4234b33cecc54255affb64b031a587a2_154)] [added: Equity](#i34cbdfb200994b3282a1df38c3186a8f_157)] | | | | | | [removed: [58](#i4234b33cecc54255affb64b031a587a2_154)] [added: [58](#i34cbdfb200994b3282a1df38c3186a8f_157)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i4234b33cecc54255affb64b031a587a2_157)] [added: Statements](#i34cbdfb200994b3282a1df38c3186a8f_160)] | | | | | | [removed: [59](#i4234b33cecc54255affb64b031a587a2_157)] [added: [59](#i34cbdfb200994b3282a1df38c3186a8f_160)] | | |

| [1. Business and Basis of [removed: Presentation](#i4234b33cecc54255affb64b031a587a2_160)] [added: Presentation](#i34cbdfb200994b3282a1df38c3186a8f_163)] | | | | | | [removed: [59](#i4234b33cecc54255affb64b031a587a2_160)] [added: [59](#i34cbdfb200994b3282a1df38c3186a8f_163)] | | |

| [2. Significant Accounting [removed: Policies](#i4234b33cecc54255affb64b031a587a2_163)] [added: Policies](#i34cbdfb200994b3282a1df38c3186a8f_166)] | | | | | | [removed: [60](#i4234b33cecc54255affb64b031a587a2_163)] [added: [60](#i34cbdfb200994b3282a1df38c3186a8f_166)] | | |

| [removed: [3.] [added: [4.] Long-Term Obligations and Borrowing [removed: Arrangements](#i4234b33cecc54255affb64b031a587a2_166)] [added: Arrangements](#i34cbdfb200994b3282a1df38c3186a8f_169)] | | | | | | [removed: [68](#i4234b33cecc54255affb64b031a587a2_166)] [added: [71](#i34cbdfb200994b3282a1df38c3186a8f_169)] | | |

| [removed: [4.] [added: [3.] Goodwill and Other Intangible [removed: Assets](#i4234b33cecc54255affb64b031a587a2_172)] [added: Assets](#i34cbdfb200994b3282a1df38c3186a8f_172)] | | | | | | [removed: [72](#i4234b33cecc54255affb64b031a587a2_172)] [added: [69](#i34cbdfb200994b3282a1df38c3186a8f_172)] | | |

| [removed: [5.] [added: [14.] Restructuring and Integration [removed: Costs](#i4234b33cecc54255affb64b031a587a2_178)] [added: Costs](#i34cbdfb200994b3282a1df38c3186a8f_175)] | | | | | | [removed: [74](#i4234b33cecc54255affb64b031a587a2_178)] [added: [94](#i34cbdfb200994b3282a1df38c3186a8f_175)] | | |

| [11. Stock-Based [removed: Compensation](#i4234b33cecc54255affb64b031a587a2_196)] [added: Compensation](#i34cbdfb200994b3282a1df38c3186a8f_193)] | | | | | | [removed: [87](#i4234b33cecc54255affb64b031a587a2_196)] [added: [88](#i34cbdfb200994b3282a1df38c3186a8f_193)] | | |

| [13. Income [removed: Taxes](#i4234b33cecc54255affb64b031a587a2_181)] [added: Taxes](#i34cbdfb200994b3282a1df38c3186a8f_199)] | | | | | | [removed: [91](#i4234b33cecc54255affb64b031a587a2_181)] [added: [91](#i34cbdfb200994b3282a1df38c3186a8f_199)] | | |

| [15. Accumulated Other Comprehensive Income [removed: (Loss)](#i4234b33cecc54255affb64b031a587a2_199)] [added: (Loss)](#i34cbdfb200994b3282a1df38c3186a8f_205)] | | | | | | [removed: [95](#i4234b33cecc54255affb64b031a587a2_199)] [added: [95](#i34cbdfb200994b3282a1df38c3186a8f_205)] | | |

| [16. Property, Plant and [removed: Equipment](#i4234b33cecc54255affb64b031a587a2_202)] [added: Equipment](#i34cbdfb200994b3282a1df38c3186a8f_208)] | | | | | | [removed: [96](#i4234b33cecc54255affb64b031a587a2_202)] [added: [95](#i34cbdfb200994b3282a1df38c3186a8f_208)] | | |

| [17. Other Financial [removed: Information](#i4234b33cecc54255affb64b031a587a2_205)] [added: Information](#i34cbdfb200994b3282a1df38c3186a8f_211)] | | | | | | [removed: [96](#i4234b33cecc54255affb64b031a587a2_205)] [added: [96](#i34cbdfb200994b3282a1df38c3186a8f_211)] | | |

| [18. Commitments and [removed: Contingencies](#i4234b33cecc54255affb64b031a587a2_208)] [added: Contingencies](#i34cbdfb200994b3282a1df38c3186a8f_214)] | | | | | | [removed: [99](#i4234b33cecc54255affb64b031a587a2_208)] [added: [98](#i34cbdfb200994b3282a1df38c3186a8f_214)] | | |

| [19. Transactions with Variable Interest [removed: Entities](#i4234b33cecc54255affb64b031a587a2_2285)] [added: Entities](#i34cbdfb200994b3282a1df38c3186a8f_220)] | | | | | | [removed: [101](#i4234b33cecc54255affb64b031a587a2_2285)] [added: [100](#i34cbdfb200994b3282a1df38c3186a8f_220)] | | |

To the stockholders and the Board of Directors of [added: Keurig Dr Pepper Inc.]

We have audited the accompanying consolidated balance sheets of Keurig Dr Pepper Inc. and subsidiaries (the "Company") as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash [removed: flows] [added: flows,] for each of the three years [added: in the period] ended December 31, [removed: 2021, 2020 and 2019,] [added: 2022,] and the related notes (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February [removed: 24, 2022,] [added: 23, 2023,] expressed an unqualified opinion on the Company's internal control over financial reporting.

Indefinite-Lived Intangible Assets Valuation - Certain Brand Assets - Refer to Notes 2 and [removed: 4] [added: 3] to the financial statements

As discussed in Notes 2 and [removed: 4,] [added: 3,] the Company has indefinite-lived brand intangible assets (“brand [removed: assets”).][added: assets”) with a balance of $19,291 million as of December 31, 2022.]

The Company’s evaluation of the brand assets for impairment is performed annually as of October 1, [added: or more frequently if events or circumstances indicate the carrying amount may not be recoverable] and involves the comparison of the fair value of each brand asset to its carrying value.

The fair value determination of these assets requires management to make significant estimates and assumptions related to revenue growth projections, [removed: discount rates, and] operating [removed: margins.][added: margins, and discount rates.]

Given the significant judgments made by management to estimate the fair value of certain brand assets, a high degree of auditor judgment and an increased extent of effort were required to perform audit procedures that evaluated the [added: timing and] reasonableness of management’s estimates and assumptions.

Our audit procedures [removed: related to] [added: consisted of risk assessment and testing] the [added: timing of management’s impairment assessment and the] underlying business and valuation assumptions for certain brand [removed: assets included the following, among others:][added: assets.]

- We tested the effectiveness of controls over the Company’s indefinite-lived brand intangible asset impairment review [removed: process.][added: process, including annual and interim controls when circumstances indicated that the carrying amount may not be recoverable.]

- We [removed: performed risk assessment procedures and for certain brand assets with a higher risk of impairment, we] evaluated the reasonableness of management’s ability to forecast revenue growth and operating margins by comparing the forecasts to:

- We considered the impact of changes in management's forecast from the October 1, [removed: 2021] [added: 2022] annual assessment date to December 31, [removed: 2021.][added: 2022.]

We have audited the internal control over financial reporting of Keurig Dr Pepper Inc. and subsidiaries (the "Company") as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, [removed: 2021] [added: 2022,] of the Company and our report dated February [removed: 24, 2022] [added: 23, 2023,] expressed an unqualified opinion on those financial statements.

| (in millions, except per share data) | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Net sales | | | $ | [removed: 12,683] [added: 14,057] | | | | | $ | [removed: 11,618] [added: 12,683] | | | | | $ | [removed: 11,120] [added: 11,618] | |

| Cost of sales | | | [removed: 5,706] [added: 6,734] | | | | | | [removed: 5,132] [added: 5,706] | | | | | | [removed: 4,778] [added: 5,132] | | |

| Gross profit | | | [removed: 6,977] [added: 7,323] | | | | | | [removed: 6,486] [added: 6,977] | | | | | | [removed: 6,342] [added: 6,486] | | |

| Selling, general and administrative expenses | | | [removed: 4,153] [added: 4,645] | | | | | | [removed: 3,978] [added: 4,153] | | | | | | [removed: 3,962] [added: 3,978] | | |

| [5. Derivatives](#i34cbdfb200994b3282a1df38c3186a8f_178) | | | | | | [74](#i34cbdfb200994b3282a1df38c3186a8f_178) | | |

| [6. Leases](#i34cbdfb200994b3282a1df38c3186a8f_181) | | | | | | [78](#i34cbdfb200994b3282a1df38c3186a8f_181) | | |

| [7. Segments](#i34cbdfb200994b3282a1df38c3186a8f_187) | | | | | | [80](#i34cbdfb200994b3282a1df38c3186a8f_187) | | |

| [8. Revenue Recognition](#i34cbdfb200994b3282a1df38c3186a8f_196) | | | | | | [82](#i34cbdfb200994b3282a1df38c3186a8f_196) | | |

| [9. Earnings per Share](#i34cbdfb200994b3282a1df38c3186a8f_190) | | | | | | [82](#i34cbdfb200994b3282a1df38c3186a8f_190) | | |

| [10. Employee Benefit Plans](#i34cbdfb200994b3282a1df38c3186a8f_184) | | | | | | [83](#i34cbdfb200994b3282a1df38c3186a8f_184) | | |

| [12. Investments and Acquisitions](#i34cbdfb200994b3282a1df38c3186a8f_202) | | | | | | [90](#i34cbdfb200994b3282a1df38c3186a8f_202) | | |

| [20. Related Parties](#i34cbdfb200994b3282a1df38c3186a8f_223) | | | | | | [101](#i34cbdfb200994b3282a1df38c3186a8f_223) | | |

Management recognized non-cash impairment losses of $472 million for the year ended December 31, 2022.

Those procedures included, but were not limited to, the following:

Dallas, Texas

To the stockholders and the Board of Directors of Keurig Dr Pepper Inc.

Dallas, Texas

February 23, 2023

| Gain on litigation settlement | | | (299) | | | | | | — | | | | | | — | | |

| Other operating income, net | | | (105) | | | | | | (70) | | | | | | (39) | | |

| Loss on early extinguishment of debt | | | 217 | | | | | | 105 | | | | | | 4 | | |

| Gain on sale of equity method investment | | | (50) | | | | | | (524) | | | | | | — | | |

| Settlements of interest rate contracts | | | 125 | | | | | | — | | | | | | — | | |

| Impairment of intangible assets | | | 477 | | | | | | — | | | | | | 67 | | |

| Repurchases of common stock | | | (379) | | | | | | — | | | | | | — | | |

| Transaction costs included in accounts payable and accrued expenses | | | 8 | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 1,436 | | | | | | — | | | | | | 1,436 | | | | | | (1) | | | | | | 1,435 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchases of common stock | | | (10.6) | | | | | | — | | | | | | (379) | | | | | | — | | | | | | — | | | | | | (379) | | | | | | — | | | | | | (379) | | |

| Tax withholdings related to net share settlements | | | — | | | | | | — | | | | | | (15) | | | | | | — | | | | | | — | | | | | | (15) | | | | | | — | | | | | | (15) | | |

| Balance as of December 31, 2022 | | | 1,408.4 | | | | | | $ | 14 | | | | | $ | 21,444 | | | | | $ | 3,539 | | | | | $ | 129 | | | | | $ | 25,126 | | | | | $ | (1) | | | | | $ | 25,125 | |

The fiscal year for Maple Parent Holdings Corp. includes 53 weeks for the year ended December 31, 2022 and 52 weeks for the years ended December 31, 2021 and 2020.

Factors considered include risk and reward sharing, voting rights, involvement in day-to-day capital and operating decisions, representation on a VIE’s governance structure, existence of unilateral kick-out rights exclusive of protective rights or voting rights, and level of economic disproportionality between the Company and the VIE’s other partner(s).

UNALLOCATED CORPORATE COST ALIGNMENT

Effective January 1, 2022, the Company updated its presentation of certain of KDP's unallocated corporate costs, primarily related to IT, to be aligned among the Company's segments and to more consistently reflect controllable costs at the segment level.

Refer to Note 7 for current year presentation.

The following table summarizes the revised and prior presentations of income from operations at the segment level:

| Segment Results – Income from operations | | | | | | Current Presentation | | | | | | Prior Presentation | | | | | | Current Presentation | | | | | | Prior Presentation | | |

The Company evaluates the facts and circumstances of each acquisition to determine whether the transaction should be accounted for as an asset acquisition or a business combination.

Asset Acquisitions

When substantially all of the fair value of the assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, the transaction is accounted for as an asset acquisition.

| [6. Derivatives](#i4234b33cecc54255affb64b031a587a2_184) | | | | | | [75](#i4234b33cecc54255affb64b031a587a2_184) | | |

| [7. Leases](#i4234b33cecc54255affb64b031a587a2_187) | | | | | | [78](#i4234b33cecc54255affb64b031a587a2_187) | | |

| [8. Employee Benefit Plans](#i4234b33cecc54255affb64b031a587a2_190) | | | | | | [81](#i4234b33cecc54255affb64b031a587a2_190) | | |

| [9. Segments](#i4234b33cecc54255affb64b031a587a2_220) | | | | | | [85](#i4234b33cecc54255affb64b031a587a2_220) | | |

| [10. Earnings per Share](#i4234b33cecc54255affb64b031a587a2_193) | | | | | | [87](#i4234b33cecc54255affb64b031a587a2_193) | | |

| [12. Revenue Recognition](#i4234b33cecc54255affb64b031a587a2_223) | | | | | | [90](#i4234b33cecc54255affb64b031a587a2_223) | | |

| [14. Acquisitions and Investments in Unconsolidated Subsidiaries](#i4234b33cecc54255affb64b031a587a2_175) | | | | | | [93](#i4234b33cecc54255affb64b031a587a2_175) | | |

| [20. Related Parties](#i4234b33cecc54255affb64b031a587a2_217) | | | | | | [102](#i4234b33cecc54255affb64b031a587a2_217) | | |

| [21. Subsequent Events](#i4234b33cecc54255affb64b031a587a2_229) | | | | | | [102](#i4234b33cecc54255affb64b031a587a2_229) | | |

Keurig Dr Pepper Inc.

Burlington, Massachusetts

This included controls over management’s review of the revenue growth rates, operating margins, and discount rates used in the valuation models.

Boston, Massachusetts

February 24, 2022

KEURIG DR PEPPER INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(continued)

| Proceeds from term loan | | | — | | | | | | — | | | | | | 2,000 | | |

| Measurement period adjustment of Core purchase price | | | — | | | | | | — | | | | | | (11) | | |

| Balance as of December 31, 2018 | | | 1,405.9 | | | | | | $ | 14 | | | | | $ | 21,471 | | | | | $ | 1,178 | | | | | $ | (130) | | | | | $ | 22,533 | | | | | $ | — | | | | | $ | 22,533 | |

| Adoption of new accounting standards | | | — | | | | | | — | | | | | | — | | | | | | (5) | | | | | | — | | | | | | (5) | | | | | | — | | | | | | (5) | | |

| Measurement period adjustment for acquisition of Core | | | — | | | | | | — | | | | | | 11 | | | | | | — | | | | | | — | | | | | | 11 | | | | | | — | | | | | | 11 | | |

| Net income (loss) | | | — | | | | | | — | | | | | | — | | | | | | 2,146 | | | | | | — | | | | | | 2,146 | | | | | | (1) | | | | | | 2,145 | | |

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

RECLASSIFICATIONS

For the year ended December 31, 2021, the Company made certain reclassifications in the prior period presentations of the Consolidated Statements of Cash Flows to conform to the current year presentation.

The following table presents the reclassifications made to the Consolidated Statements of Cash Flows:

| (in millions) | | | | | | Prior Presentation | | | | | | 2020 | | | | | | 2019 | | |

| Net cash used in financing activities: | | | | | | | | | | | | | | | | | | | | |

| Proceeds from commercial paper | | | | | | Net (repayment) issuance of commercial paper | | | | | | $ | 7,288 | | | | | $ | 16,197 | |

| Repayments of commercial paper | | | | | | Net (repayment) issuance of commercial paper | | | | | | (8,534) | | | | | | (16,030) | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Forfeitures are recognized as incurred.

In November 2021, the FASB issued ASU 2021-10, *Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance*.

The objective of ASU 2021-10 is to require business entities to disclose information about certain government assistance they receive.

RECENTLY ADOPTED PROVISIONS OF U.S. GAAP

As of January 1, 2021, the Company adopted ASU 2020-01, *Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323),and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815*.

The objective of ASU 2020-01 is to clarify the interaction of the accounting for equity securities, investments accounted for under the equity method of accounting and the accounting for certain forward contracts and purchased options accounted for under different topics in U.S. GAAP.

The adoption of the standard did not impact KDP’s consolidated financial statements.

As required by Rules 13a-15(b) and 15d-15(b) under the Exchange Act, management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, [removed: 2021,] [added: 2022,] and has concluded that our disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

Based on the criteria for effective internal control over financial reporting established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, management concluded that the internal control over financial reporting was effective as of December 31, [removed: 2021.][added: 2022.]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2021] [added: 2022] has been audited by Deloitte & Touche LLP, our independent registered public accounting firm, as stated in their attestation report, which is included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

As of December 31, [removed: 2021,] [added: 2022,] management has concluded that there have been no changes in our internal control over financial reporting that occurred during our fourth quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

- Consolidated Statements of Income for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019.][added: 2020.]

- Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019.][added: 2020.]

- Consolidated Balance Sheets as of December 31, [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]

- Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019.][added: 2020.]

- Consolidated Statements of Changes in Stockholders' Equity for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019.][added: 2020.]

- Notes to Consolidated Financial Statements for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019] [added: 2020] and as of December 31, [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]

| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/1418135/000095012308005005/y56861exv4w1.htm)] [added: [4.3](http://www.sec.gov/Archives/edgar/data/1418135/000095012308005530/y57446exv4w2.htm)] | | | [removed: Form of 7.45% Senior Notes due 2038] [added: Registration Rights Agreement Joinder, dated May 7, 2008, by the subsidiary guarantors named therein] (filed as Exhibit [removed: 4.4] [added: 4.2] to the Company's Current Report on Form 8-K (filed on May [removed: 1,] [added: 12,] 2008) and incorporated herein by reference). | | |

| [removed: [4.3](http://www.sec.gov/Archives/edgar/data/1418135/000095012308005005/y56861exv4w5.htm)] [added: [4.2](http://www.sec.gov/Archives/edgar/data/1418135/000095012308005005/y56861exv4w5.htm)] | | | Registration Rights Agreement, dated April 30, 2008, between Dr Pepper Snapple Group, Inc., J.P. Morgan Securities Inc., Banc of America Securities LLC, Goldman, Sachs & Co., Morgan Stanley & Co. Incorporated, UBS Securities LLC, BNP Paribas Securities Corp., Mitsubishi UFJ Securities International plc, Scotia Capital (USA) Inc., SunTrust Robinson Humphrey, Inc., Wachovia Capital Markets, LLC and TD Securities (USA) LLC (filed as Exhibit 4.5 to the Company's Current Report on Form 8-K (filed on May 1, 2008) and incorporated herein by reference). | | |

| [removed: [4.4](http://www.sec.gov/Archives/edgar/data/1418135/000095012308005530/y57446exv4w2.htm)] [added: [4.4](http://www.sec.gov/Archives/edgar/data/1418135/000095012308005530/y57446exv4w1.htm)] | | | [removed: Registration Rights Agreement Joinder,] [added: Supplemental Indenture,] dated May 7, 2008, [removed: by] [added: among Dr Pepper Snapple Group, Inc.,] the subsidiary guarantors named therein [added: and Wells Fargo Bank, N.A., as trustee] (filed as Exhibit [removed: 4.2] [added: 4.1] to the Company's Current Report on Form 8-K (filed on May 12, 2008) and incorporated herein by reference). | | |

| [removed: [4.5](http://www.sec.gov/Archives/edgar/data/1418135/000095012308005530/y57446exv4w1.htm)] [added: [4.9](http://www.sec.gov/Archives/edgar/data/1418135/000141813515000043/ex41fifthindenture.htm)] | | | [added: Fifth] Supplemental Indenture, dated [removed: May 7, 2008,] [added: as of November 9, 2015,] among Dr Pepper Snapple Group, Inc., the [removed: subsidiary] guarantors [removed: named therein] [added: party thereto] and Wells Fargo Bank, N.A., as trustee (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K (filed on [removed: May 12, 2008)] [added: November 10, 2015)] and incorporated herein by reference). | | |

| [removed: [4.6](http://www.sec.gov/Archives/edgar/data/1418135/000095013409006140/d66682exv4w8.htm)] [added: [4.5](http://www.sec.gov/Archives/edgar/data/1418135/000095013409006140/d66682exv4w8.htm)] | | | Second Supplemental Indenture dated March 17, 2009, to be effective as of December 31, 2008, among Splash Transport, Inc., as a subsidiary guarantor, Dr Pepper Snapple Group, Inc., and Wells Fargo Bank, N.A., as trustee (filed as Exhibit 4.8 to the Company's Annual Report on Form 10-K (filed on March 26, 2009) and incorporated herein by reference). | | |

| [removed: [4.7](http://www.sec.gov/Archives/edgar/data/1418135/000095012309058290/d69848exv4w9.htm)] [added: [4.6](http://www.sec.gov/Archives/edgar/data/1418135/000095012309058290/d69848exv4w9.htm)] | | | Third Supplemental Indenture, dated October 19, 2009, among 234DP Aviation, LLC, as a subsidiary guarantor; Dr Pepper Snapple Group, Inc., and Wells Fargo Bank, N.A., as trustee (filed as Exhibit 4.9 to the Company's Quarterly Report on Form 10-Q (filed November 5, 2009) and incorporated herein by reference). | | |

| [removed: [4.8](http://www.sec.gov/Archives/edgar/data/1418135/000110465917006174/a17-3651_1ex4d1.htm)] [added: [4.7](http://www.sec.gov/Archives/edgar/data/1418135/000110465917006174/a17-3651_1ex4d1.htm)] | | | Fourth Supplemental Indenture, dated as of January 31, 2017, among Bai Brands LLC, a New Jersey limited liability company, 184 Innovations Inc., a Delaware corporation (each as a new subsidiary guarantor under the Indenture dated April 30, 2008 (as referenced in Item 4.1 in this Exhibit Index)), Dr Pepper Snapple Group, Inc., each other then-existing Guarantor under the Indenture and Wells Fargo, National Bank, N.A., as trustee (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K (filed February 2, 2017) and incorporated herein by reference). | | |

| [removed: [4.9](http://www.sec.gov/Archives/edgar/data/1418135/000095012309072823/d70522exv4w1.htm)] [added: [4.8](http://www.sec.gov/Archives/edgar/data/1418135/000095012309072823/d70522exv4w1.htm)] | | | Indenture, dated as of December 15, 2009, between Dr Pepper Snapple Group, Inc. and Wells Fargo Bank, N.A., as trustee (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K (filed on December 23, 2009) and incorporated herein by reference). | | |

| [removed: [4.10](http://www.sec.gov/Archives/edgar/data/1418135/000141813515000043/ex41fifthindenture.htm)] [added: [4.12](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000079/ex41sixthindenture.htm)] | | | [removed: Fifth] [added: Sixth] Supplemental Indenture, dated as of [removed: November 9, 2015,] [added: September 16, 2016,] among Dr Pepper Snapple Group, Inc., the guarantors party thereto and Wells Fargo Bank, N.A., as trustee (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K (filed on [removed: November 10, 2015)] [added: September 16, 2016)] and incorporated herein by reference). | | |

| [removed: [4.11](http://www.sec.gov/Archives/edgar/data/1418135/000141813515000043/ex42formof2025notes.htm)] [added: [4.10](http://www.sec.gov/Archives/edgar/data/1418135/000141813515000043/ex42formof2025notes.htm)] | | | 3.40% Senior Note due 2025 (in global form), dated November 9, 2015, in the principal amount of $500,000,000 (filed as Exhibit 4.2 to the Company's Current Report on Form 8-K (filed on November 10, 2015) and incorporated herein by reference). | | |

| [removed: [4.12](http://www.sec.gov/Archives/edgar/data/1418135/000141813515000043/ex43formof2045notes.htm)] [added: [4.11](http://www.sec.gov/Archives/edgar/data/1418135/000141813515000043/ex43formof2045notes.htm)] | | | 4.50% Senior Note due 2045 (in global form), dated November 9, 2015, in the principal amount of $250,000,000 (filed as Exhibit 4.3 to the Company's Current Report on Form 8-K (filed on November 10, 2015) and incorporated herein by reference). | | |

| [removed: [4.13](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000079/ex41sixthindenture.htm)] [added: [4.14](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000103/ex41seventhindenture.htm)] | | | [removed: Sixth] [added: Seventh] Supplemental Indenture, dated as of [removed: September 16,] [added: December 14,] 2016, among Dr Pepper Snapple Group, Inc., the guarantors party thereto and Wells Fargo Bank, N.A., as trustee (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K (filed on [removed: September 16,] [added: December 14,] 2016) and incorporated herein by reference). | | |

| [removed: [4.14](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000079/ex42formof2026notes.htm)] [added: [4.13](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000079/ex42formof2026notes.htm)] | | | 2.55% Senior Note due 2026 (in global form), dated September 16, 2016, in the principal amount of $400,000,000 (filed as Exhibit 4.2 to the Company's Current Report on Form 8-K (filed on September 16, 2016) and incorporated herein by reference). | | |

| [removed: [4.15](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000103/ex41seventhindenture.htm)] [added: [4.27](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d8.htm)] | | | Seventh Supplemental Indenture, dated as of [removed: December 14, 2016,] [added: July 9, 2018,] among [added: Keurig] Dr Pepper [removed: Snapple Group,] Inc., the [added: subsidiary] guarantors [removed: party thereto] [added: thereto,] and Wells Fargo Bank, N.A., as trustee (filed as Exhibit [removed: 4.1] [added: 4.8] to the Company's Current Report on Form 8-K (filed on [removed: December 14, 2016)] [added: July 9, 2018)] and incorporated herein by reference). | | |

| [removed: [4.16](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000103/ex43formof2023notes.htm)] [added: [4.15](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000103/ex43formof2023notes.htm)] | | | 3.13% Senior Note due 2023 (in global form), dated December 14, 2016, in the principal amount of $500,000,000 (filed as Exhibit 4.3 to the Company's Current Report on Form 8-K (filed on December 14, 2016) and incorporated herein by reference). | | |

| [removed: [4.17](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000103/ex44formof2027notes.htm)] [added: [4.16](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000103/ex44formof2027notes.htm)] | | | 3.43% Senior Note due 2027 (in global form), dated December 14, 2016, in the principal amount of $400,000,000 (filed as Exhibit 4.4 to the Company's Current Report on Form 8-K (filed on December 14, 2016) and incorporated herein by reference). | | |

| [removed: [4.18](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000103/ex45formof2046notes.htm)] [added: [4.17](http://www.sec.gov/Archives/edgar/data/1418135/000141813516000103/ex45formof2046notes.htm)] | | | 4.42% Senior Note due 2046 (in global form), dated December 14, 2016, in the principal amount of $400,000,000 (filed as Exhibit 4.5 to the Company's Current Report on Form 8-K (filed on December 14, 2016) and incorporated herein by reference). | | |

| [removed: [4.19](http://www.sec.gov/Archives/edgar/data/1418135/000110465917006174/a17-3651_1ex4d2.htm)] [added: [4.18](http://www.sec.gov/Archives/edgar/data/1418135/000110465917006174/a17-3651_1ex4d2.htm)] | | | Eighth Supplemental Indenture, dated as of January 31, 2017, among Bai Brands LLC, a New Jersey limited liability company, 184 Innovations Inc., a Delaware corporation (each as a new subsidiary guarantor under the Indenture dated April 30, 2008 (as referenced in Item 4.1 in this Exhibit Index), Dr Pepper Snapple Group, Inc., each other then-existing Guarantor under the Indenture) and Wells Fargo, National Bank, N.A., as trustee (filed as Exhibit 4.2 to the Company's Current Report on Form 8-K (filed on February 2, 2017) and incorporated herein by reference). | | |

| [removed: [4.21](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044357/a18-16509_3ex4d1.htm)] [added: [4.20](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044357/a18-16509_3ex4d1.htm)] | | | Investor Rights Agreement by and among Keurig Dr Pepper Inc. and The Holders Listed on Schedule A thereto, dated as of July 9, 2018 (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.22](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d1.htm)] [added: [4.21](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d1.htm)] | | | Base Indenture, dated as of May 25, 2018 between Maple Escrow Subsidiary and Wells Fargo Bank, N.A. as trustee (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.24](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d3.htm)] [added: [4.22](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d3.htm)] | | | Second Supplemental Indenture (including the form of note), dated as of May 25, 2018, among Maple Escrow Subsidiary, Inc. and Maple Parent Holdings Corp. as parent guarantor, and Wells Fargo Bank, N.A., as trustee relating to the 2023 Notes (filed as Exhibit 4.3 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.25](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d4.htm)] [added: [4.23](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d4.htm)] | | | Third Supplemental Indenture (including the form of note), dated as of May 25, 2018, among Maple Escrow Subsidiary, Inc. and Maple Parent Holdings Corp. as parent guarantor, and Wells Fargo Bank, N.A., as trustee relating to the 2025 Notes (filed as Exhibit 4.4 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.26](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d5.htm)] [added: [4.24](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d5.htm)] | | | Fourth Supplemental Indenture (including the form of note), dated as of May 25, 2018, among Maple Escrow Subsidiary, Inc. and Maple Parent Holdings Corp. as parent guarantor, and Wells Fargo Bank, N.A., as trustee relating to the 2028 Notes (filed as Exhibit 4.5 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.27](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d6.htm)] [added: [4.25](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d6.htm)] | | | Fifth Supplemental Indenture (including the form of note), dated as of May 25, 2018, among Maple Escrow Subsidiary, Inc. and Maple Parent Holdings Corp. as parent guarantor, and Wells Fargo Bank, N.A., as trustee relating to the 2038 Notes (filed as Exhibit 4.6 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.28](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d7.htm)] [added: [4.26](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d7.htm)] | | | Sixth Supplemental Indenture (including the form of note), dated as of May 25, 2018, among Maple Escrow Subsidiary, Inc. and Maple Parent Holdings Corp. as parent guarantor, and Wells Fargo Bank, N.A., as trustee relating to the 2048 Notes (filed as Exhibit 4.7 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.29](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d8.htm)] [added: [4.33](http://www.sec.gov/Archives/edgar/data/1418135/000119312522115217/d294206dex41.htm)] | | | [removed: Seventh] [added: Twelfth] Supplemental Indenture, dated as of [removed: July 9, 2018,] [added: April 22, 2022,] among Keurig Dr Pepper Inc., the [removed: subsidiary] guarantors [removed: thereto,] [added: party thereto] and [removed: Wells Fargo Bank,] [added: Computershare Trust Company,] N.A., as trustee (filed as Exhibit [removed: 4.8] [added: 4.1] to the Company's Current Report on Form 8-K (filed on [removed: July 9, 2018)] [added: April 22, 2022)] and incorporated herein by reference). | | |

| [removed: [4.30](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d9.htm)] [added: [4.28](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d9.htm)] | | | Registration Rights Agreement, dated as of May 25, 2018, among Maple Escrow Subsidiary, Inc. and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs & Co. LLC and Citigroup Global Markets Inc., as representative of the several purchasers of the Notes (filed as Exhibit 4.9 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.31](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d10.htm)] [added: [4.29](http://www.sec.gov/Archives/edgar/data/1418135/000110465918044358/a18-16509_2ex4d10.htm)] | | | Joinder to the Registration Rights Agreement, dated as of May 25, 2018, among Maple Escrow Subsidiary, Inc. and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs & Co. LLC and Citigroup Global Markets Inc., as representative of the several purchasers of the Notes (filed as Exhibit 4.10 to the Company's Current Report on Form 8-K (filed on July 9, 2018) and incorporated herein by reference). | | |

| [removed: [4.32](http://www.sec.gov/Archives/edgar/data/1418135/000141813520000007/kdp-ex440_20191231.htm)] [added: [4.30](http://www.sec.gov/Archives/edgar/data/1418135/000141813520000007/kdp-ex440_20191231.htm)] | | | Description of registered securities (filed as Exhibit 4.40 to the Company's Annual Report on Form 10-K (filed on February 27, 2020) and incorporated herein by reference). | | |

| [removed: [4.33](http://www.sec.gov/Archives/edgar/data/1418135/000110465920045968/tm2015044d3_ex4-1.htm)] [added: [4.31](http://www.sec.gov/Archives/edgar/data/1418135/000110465920045968/tm2015044d3_ex4-1.htm)] | | | Tenth Supplemental Indenture (including 3.20% Senior Notes Due 2030 and 3.80% Senior Notes Due 2050 (in global form)), dated as of April 13, 2020, among Keurig Dr Pepper Inc., the subsidiary guarantors thereto, and Wells Fargo Bank, N.A., as trustee (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K (filed on April 13, 2020) and incorporated herein by reference). | | |

| [removed: [4.34](http://www.sec.gov/Archives/edgar/data/0001418135/000119312521081448/d153075dex41.htm)] [added: [4.32](http://www.sec.gov/Archives/edgar/data/0001418135/000119312521081448/d153075dex41.htm)] | | | Eleventh Supplemental Indenture (including 0.750% Senior Notes Due 2024, 2.250% Senior Notes Due 2031, and 3.350% Senior Notes Due 2051 (in global form)), dated as of March 15, 2021, among Keurig Dr Pepper Inc., the subsidiary guarantors thereto, and Wells Fargo Bank, N.A. as trustee (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K (filed on March 15, 2021) and incorporated herein by reference). | | |

| [removed: [10.1](http://www.sec.gov/Archives/edgar/data/1418135/000141813518000035/kdp-ex105_20180930.htm)] [added: [10.15](http://www.sec.gov/Archives/edgar/data/1418135/000119312522095668/d335432dex101.htm)] | | | [removed: Amended and Restated Employment Agreement, dated as of July 2, 2018,] [added: Letter Agreement] by and between [removed: Keurig Green Mountain, Inc.] [added: the Company] and Robert J. Gamgort [added: dated April 5, 2022] (filed as Exhibit [removed: 10.5] [added: 10.1] to the Company's [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q] [added: 8-K] (filed on [removed: November 7, 2018)] [added: April 5, 2022)] and incorporated herein by [removed: reference).++] [added: reference).] | | |

| [removed: [10.2](http://www.sec.gov/Archives/edgar/data/1418135/000141813518000035/kdp-ex106_20180930.htm)] [added: [10.2](http://www.sec.gov/Archives/edgar/data/1418135/000141813518000035/kdp-ex108_20180930.htm)] | | | [removed: Employment Agreement, dated as of April 12, 2016, by] [added: Matching Restricted Stock Unit Award Terms] and [removed: between] [added: Conditions under the] Keurig [removed: Green Mountain, Inc. and Ozan Dokmecioglu] [added: Dr Pepper Omnibus Incentive Plan of 2009] (filed as Exhibit [removed: 10.6] [added: 10.8] to the Company's Quarterly Report on Form 10-Q (filed on November 7, 2018) and incorporated herein by reference).++ | | |

| [removed: [10.3](http://www.sec.gov/Archives/edgar/data/1418135/000141813518000035/kdp-ex107_20180930.htm)] [added: [10.1](http://www.sec.gov/Archives/edgar/data/1418135/000141813518000035/kdp-ex107_20180930.htm)] | | | Restricted Stock Unit Award Terms and Conditions under the Keurig Dr Pepper Omnibus Incentive Plan of 2009 (filed as Exhibit 10.7 to the Company's Quarterly Report on Form 10-Q (filed on November 7, 2018) and incorporated herein by reference).++ | | |

| [10.16](http://www.sec.gov/Archives/edgar/data/0001418135/000119312522196625/d379262dex101.htm) | | | Letter Agreement by and between the Company and Mauricio Leyva dated July 15, 2022 (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (filed on July 19, 2022) and incorporated herein by reference). ++ | | |

| [10.17](http://www.sec.gov/Archives/edgar/data/1418135/000141813522000017/kdp-ex104_2022630.htm) | | | Keurig Dr Pepper Inc. Executive Severance Plan, effective as of July 29, 2022 (filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q (filed on July 28, 2022) and incorporated herein by reference).++ | | |

| [10.18](https://www.sec.gov/Archives/edgar/data/1418135/000141813523000003/kdp-ex1018letteragreements.htm)* | | | Letter Agreement by and between the Company and Sudhanshu Priyadarshi dated October 21, 2022.++ | | |

| [10.19](https://www.sec.gov/Archives/edgar/data/1418135/000141813523000003/kdp-ex1019separationandrel.htm)* | | | Separation Agreement and Release by and between the Company and Tony Milikin dated October 28, 2022.++ | | |

| [10.20](https://www.sec.gov/Archives/edgar/data/1418135/000141813523000003/kdp-ex1020kdpshorttermince.htm)* | | | Keurig Dr Pepper Short-Term Incentive Plan.++ | | |

| | | | Date: | | | | | | February [removed: 24, 2022] [added: 23, 2023] | | |

| | | | Name: | | | | | | Robert J. Gamgort | | | | | | Name: | | | | | | [removed: Ozan Dokmecioglu] [added: Sudhanshu Priyadarshi] | | |

| | | | Date: | | | | | | February [removed: 24, 2022] [added: 23, 2023] | | | | | | Date: | | | | | | February [removed: 24, 2022] [added: 23, 2023] | | |

| | | | Name: | | | | | | Angela A. Stephens | | | | | | Name: | | | | | | [removed: Olivier Goudet] [added: Oray Boston] | | |

| | | | Name: | | | | | | Robert Singer | | | | | | Name: | | | | | | [removed: Justine Tan] [added: Larry Young] | | |

| | | | By: | | | /s/ Sudhanshu Priyadarshi | | | | | |

| | | | Name: | | | | | | Sudhanshu Priyadarshi | | |

| By: | | | /s/ Robert J. Gamgort | | | | | | | | | By: | | | /s/ Sudhanshu Priyadarshi | | | | | | | | |

| By: | | | /s/ Angela A. Stephens | | | | | | | | | By: | | | /s/ Oray Boston | | | | | | | | |

| | | | Date: | | | | | | February 23, 2023 | | | | | | Date: | | | | | | February 23, 2023 | | |

| By: | | | /s/ Michael Call | | | | | | | | | By: | | | /s/ Olivier Goudet | | | | | | | | |

| | | | Name: | | | | | | Michael Call | | | | | | Name: | | | | | | Olivier Goudet | | |

| | | | Date: | | | | | | February 23, 2023 | | | | | | Date: | | | | | | February 23, 2023 | | |

| | | | Date: | | | | | | February 23, 2023 | | | | | | Date: | | | | | | February 23, 2023 | | |

| | | | Date: | | | | | | February 23, 2023 | | | | | | Date: | | | | | | February 23, 2023 | | |

| | | | Date: | | | | | | February 23, 2023 | | | | | | Date: | | | | | | February 23, 2023 | | |

| By: | | | /s/ Robert Singer | | | | | | | | | By: | | | /s/ Larry Young | | | | | | | | |

| | | | Date: | | | | | | February 23, 2023 | | | | | | Date: | | | | | | February 23, 2023 | | |

| | | | By: | | | /s/ Ozan Dokmecioglu | | | | | |

| | | | Name: | | | | | | Ozan Dokmecioglu | | |

| By: | | | /s/ Robert J. Gamgort | | | | | | | | | By: | | | /s/ Ozan Dokmecioglu | | | | | | | | |

| By: | | | /s/ Angela A. Stephens | | | | | | | | | By: | | | /s/ Olivier Goudet | | | | | | | | |

| By: | | | /s/ Robert Singer | | | | | | | | | By: | | | /s/ Justine Tan | | | | | | | | |

| By: | | | /s/ Nelson Urdaneta | | | | | | | | | By: | | | /s/ Larry Young | | | | | | | | |

| | | | Name: | | | | | | Nelson Urdaneta | | | | | | Name: | | | | | | Larry Young | | |