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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission file number 001-33829

Keurig_Dr_Pepper_logo.jpg

Keurig Dr Pepper Inc.
(Exact name of registrant as specified in its charter)
Delaware98-0517725
(State or other jurisdiction of incorporation or organization)(I.R.S. employer identification number)
53 South Avenue, Burlington, Massachusetts 01803
(Address of principal executive offices)
877 208-9991
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common stockKDPThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer", "accelerated filer", "smaller reporting company", and "emerging growth company" in Rule 12b-2 of the Securities Exchange Act of 1934.

Large Accelerated Filer ☒ Accelerated Filer ☐ Non-Accelerated Filer ☐ Smaller Reporting Company ☐ Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes ☐ No ☒

As of October 23, 2025, there were 1,358,583,125 shares of the registrant's common stock, par value $0.01 per share, outstanding.

KEURIG DR PEPPER INC.

FORM 10-Q

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1Financial Statements (Unaudited)
Condensed Consolidated Statements of Income1
Condensed Consolidated Statements of Comprehensive Income2
Condensed Consolidated Balance Sheets3
Condensed Consolidated Statements of Cash Flows4
Condensed Consolidated Statements of Changes in Stockholders' Equity6
Notes to Condensed Consolidated Financial Statements8
1General8
2Acquisitions8
3Long-Term Obligations and Borrowing Arrangements9
4Goodwill and Intangible Assets12
5Derivatives13
6Leases17
7Segments19
8Revenue22
9Earnings Per Share23
10Stock-Based Compensation23
11Investments24
12Income Taxes24
13Accumulated Other Comprehensive (Loss) Income25
14Other Financial Information26
15Commitments and Contingencies29
16Restructuring29
17Related Parties30
18Subsequent Events30
Item 2Management's Discussion and Analysis of Financial Condition and Results of Operations33
Item 3Quantitative and Qualitative Disclosures About Market Risk47
Item 4Controls and Procedures47
PART II - OTHER INFORMATION
Item 1Legal Proceedings48
Item 1ARisk Factors48
Item 2Unregistered Sales of Equity Securities and Use of Proceeds55
Item 5Other Information55
Item 6Exhibits56

KEURIG DR PEPPER INC.

FORM 10-Q

MASTER GLOSSARY

TermDefinition
2025 Revolving Credit AgreementKDP’s revolving credit agreement, which was executed in March 2025 and amended in September 2025
Annual ReportAnnual Report on Form 10-K for the year ended December 31, 2024
AOCIAccumulated other comprehensive income or loss
Apollo InvestorOne or more affiliated investment funds of Apollo Management Holdings, L.P. who are party to the Preferred Investment Agreement
ASUAccounting Standards Update
Athletic BrewingAthletic Brewing Holding Company, LLC, an equity method investment of KDP
BoardThe Board of Directors of KDP
bpsbasis points
Bridge Credit AgreementBridge credit agreement entered into on August 24, 2025, among KDP, the lenders party thereto, and Morgan Stanley Senior Funding, Inc., as administrative agent
CEOChief Executive Officer
ChobaniFHU US Holdings LLC, an equity method investment of KDP
CODMChief Operating Decision Maker
Coffee Production AssetsCertain assets located in the United States that are used for the production, roasting, and grinding of single-serve un-brewed beverage products (including K-Cup pods and K-Rounds)
Convertible Preferred StockKDP's Series A Convertible Perpetual Preferred Stock
DPSDr Pepper Snapple Group, Inc.
DPS MergerThe combination of the business operations of Keurig and DPS as of July 9, 2018
DylaDyla LLC, a wholly-owned subsidiary of KDP
EPSEarnings per share
EURIBOREuro Interbank Offered Rate
Exchange ActSecurities Exchange Act of 1934, as amended
FXForeign exchange
GHOSTGHOST Lifestyle LLC, a Delaware limited liability company, and a portfolio of energy beverages
GHOST TransactionsThe series of transactions by which KDP acquired 60% of the interests in GHOST effective December 31, 2024, agreed to purchase the remaining 40% of the interests in GHOST in 2028, and obtained the rights to distribute GHOST products effective March 3, 2025
JABJAB Holding Company S.a.r.l. and affiliates
JDE Peet'sJDE Peet's N.V.
JDE Peet's AcquisitionThe planned acquisition of JDE Peet's, which was announced on August 25, 2025
JDE Peet's Acquisition AgreementThe merger protocol between KDP and JDE Peet's, whereby KDP agreed to commence a tender offer to acquire all of the issued ordinary shares, excluding ordinary shares held in treasury, of JDE Peet's
JV Commitment LetterThe commitment letter between KDP and each of the JV Investors, dated as of October 26, 2025
JV InvestmentThe minority investment to be made by the JV Investor Partner into the Pod Manufacturing JV
JV Investor PartnerHolding company through which the JV Investors will contribute assets to the Pod Manufacturing JV
JV InvestorsApollo Capital Management L.P., certain funds or accounts managed, advised, or sub-advised by Kohlberg Kravis Roberts & Co., L.P., and Goldman Sachs Asset Management, L.P. and its affiliates
KalilKalil Bottling Company
Kalil AcquisitionThe acquisition of all production, sales, and distribution assets of Kalil by KDP on August 9, 2024
KDPKeurig Dr Pepper Inc.
KeurigKeurig Green Mountain, Inc., a wholly-owned subsidiary of KDP, and the brand of our brewers
KKR InvestorOne or more funds or accounts managed, advised, or sub-advised by Kohlberg Kravis Roberts & Co., L.P. who are party to the Preferred Investment Agreement

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KEURIG DR PEPPER INC.

FORM 10-Q

MASTER GLOSSARY

TermDefinition
LRBLiquid refreshment beverages
NotesCollectively, KDP's senior unsecured notes
NutraboltWoodbolt Holdings LLC, d/b/a Nutrabolt, an equity method investment of KDP
OBBBU.S. legislation formally titled "An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14" and commonly referred to as the One Big Beautiful Bill
Pod Manufacturing JVA limited partnership joint venture with the JV Investors and wholly-owned subsidiary of KDP
Preferred InvestmentThe issuance and sale of 3 million shares of KDP's Convertible Preferred Stock under the Preferred Investment Agreement
Preferred Investment AgreementThe investment agreement, dated as of October 27, 2025, by and among KDP, the KKR Investor, and the Apollo Investor
Preferred InvestorsHolders of our Convertible Preferred Stock
PSUPerformance share unit
Qualified IPOInitial public offering of our refreshment beverage portfolio, meeting certain criteria
RSURestricted share unit
S&PStandard & Poor's
SECSecurities and Exchange Commission
SeparationThe intended separation of KDP's beverage and coffee portfolios into two independent, publicly traded companies, as announced on August 25, 2025
SG&ASelling, general, and administrative
SOFRSecured Overnight Financing Rate
Term Loan AgreementTerm loan agreement entered into on October 25, 2024 and terminated on May 7, 2025
TractorTractor Beverages, Inc., an equity method investment of KDP
U.S. GAAPAccounting principles generally accepted in the U.S.
Vita CocoThe Vita Coco Company, Inc.

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PART I - FINANCIAL INFORMATION

Next: Item 1. Financial Statements (Unaudited)