Coca-Cola (KO) 10-K risk factor changes: FY2024 vs FY2023

Many of the jurisdictions in which our products are sold have experienced, and could continue to experience, unfavorable changes in economic conditions, which could negatively affect the affordability of, and consumer demand for, our beverages, and certain markets in which our products are sold experienced intensified inflation throughout [removed: 2023,] [added: 2024,] which may continue [removed: to accelerate] in [removed: 2024.][added: 2025.]

In addition, the occurrence [removed: or resurgence] of global or regional health events, [removed: such as the COVID-19 pandemic,] and [removed: the] [added: any] related governmental, private sector and individual consumer responses, could contribute to a recession, depression or global economic downturn.

At times, we have faced product boycotts resulting from [added: political] activism, which have reduced demand for our products.

Restrictions on our ability to transfer earnings or capital across [removed: borders,] [added: borders;] price [removed: controls,] [added: controls;] limitations on [removed: profits,] [added: profits; the negotiation of new trade agreements; new, expanded or] retaliatory [removed: tariffs,] [added: tariffs;] import authorization [removed: requirements] [added: requirements;] and other restrictions on business activities, which have been or may be imposed or expanded as a result of political and economic instability, deterioration of economic relations between countries or otherwise, could impact our profitability.

Throughout [removed: 2023,] [added: 2024,] the Company faced [removed: disruptions] [added: disruption] to our operations due to international conflicts, including the conflict between Russia and Ukraine and conflicts in the Middle East.

[removed: These conflicts have resulted,] [added: Geopolitical instability has in the past led,] and [removed: could continue to result,] [added: may] in [removed: volatile commodity markets;] [added: the future lead, to] logistical, transportation and supply chain disruptions; [added: business disruptions (including labor shortages);] increased risk of [removed: cyber] [added: cybersecurity] incidents or other disruptions to our information systems; [removed: reputational risk; heightened risks to employee safety; business disruptions (including labor shortages);] reduced availability and increased costs of transportation, energy, packaging, raw materials and other input costs; [removed: sanctions, export controls] and [removed: other legislation or regulation;] [added: heightened security risk, impacting employee safety and/or damage to infrastructure] or [removed: difficulty protecting and enforcing] our [removed: intellectual property rights.][added: assets.]

If we do not continuously strengthen our capabilities in [removed: marketing] [added: marketing, data analytics (including artificial intelligence] and [added: machine learning) and] innovation to [added: understand and] maintain consumer interest, brand loyalty and market share while strategically expanding into other profitable categories of the commercial beverage industry, our business could be negatively affected.

As we and our bottling partners [added: continue to] build e-commerce capabilities, we may not be able to develop and maintain successful relationships with existing and new e-commerce retailers without experiencing a deterioration of our relationships with key customers operating physical retail channels.

Some of the actions we may take from time to time in pursuing these opportunities may become a distraction for our managers and employees and may disrupt our ongoing business operations; cause deterioration in employee morale, which may make it more difficult for us to retain or attract qualified managers and employees; disrupt or weaken the internal control structures of the affected business operations; and give rise to [removed: negative publicity, which could affect our corporate reputation.]

The success of our business depends on our Company’s and the Coca-Cola system’s ability to attract, hire, develop, motivate and retain a [removed: highly skilled and diverse] [added: global] workforce [removed: as well as on our success] [added: of top talent with diverse perspectives, experiences and backgrounds that reflect the broad range of consumers and markets we serve around the world; and] in [removed: nurturing] [added: our ability to nurture] a culture that supports our growth and aligns employees around the Company’s purpose and work that matters most.

Competition for, along with compensation and benefits expectations of, existing and prospective employees has increased, especially [removed: in light of] [added: considering] changing worker expectations and talent marketplace [removed: variability regarding flexible work models.][added: variability.]

In addition, the broader labor market is experiencing a shortage of qualified [removed: workers,] [added: talent,] which has further increased the competition we face for qualified employees.

We may not be able to successfully compete for, attract or retain the [removed: highly skilled and diverse] workforce that we want and may require for our future business needs, such as employees with advanced technology, artificial intelligence and [removed: machine learning, social media and] digital marketing skills, and/or digital and analytics capabilities.

Changes in [removed: immigration] laws and policies could also make it more difficult for us to recruit or relocate [removed: highly skilled] [added: specialized] technical, professional and management personnel to meet our business needs.

In addition, the unexpected loss of experienced and [removed: highly skilled] [added: specialized] employees due to an increase in aggressive recruiting for best-in-class talent could deplete our institutional knowledge base and erode our competitiveness.

Failure to attract, hire, develop, motivate and retain [removed: highly skilled and] [added: specialized and/or top talent with] diverse [removed: talent; to meet our goals related to fostering an inclusive] [added: perspectives, experiences] and [removed: diverse culture;] [added: backgrounds that reflect the broad range of consumers and markets we serve around the world;] to develop and implement an adequate succession plan for our management team; to maintain a corporate culture that fosters innovation, collaboration and inclusion; or to design and successfully implement [removed: flexible] work models that meet the expectations of employees and prospective employees could disrupt our operations and adversely affect our business and our future success.

These factors include changes in supply and demand; supplier capacity constraints; a deterioration of our or our bottling partners’ relationships with suppliers; international conflicts; political uncertainties; acts of terrorism; governmental instability; inflation; weather conditions (including the effects of climate change); [added: hurricanes,] wildfires, [removed: floods] [added: floods, droughts] and other natural disasters; disease or pests (including the impact of citrus greening disease on the citrus industry); agricultural uncertainty; health epidemics, pandemics or other contagious [added: outbreaks; cattle disease] outbreaks (including [removed: COVID-19);] [added: avian flu);] labor shortages, strikes or work stoppages; changes in or the enactment of new laws and regulations; governmental actions or controls [removed: (including] [added: or] import/export restrictions, such as [removed: new] [added: new, expanded] or [removed: increased] [added: retaliatory] tariffs, sanctions, quotas or trade [removed: barriers);] [added: barriers;] port [added: congestion or delays; transport capacity constraints; cybersecurity incidents or other disruptions; or fluctuations in foreign currency exchange rates.]

Many of our raw materials and supplies are purchased in the open [removed: market] [added: market,] and the prices we pay for such items are subject to fluctuation.

We expect the inflationary pressures on certain input and other costs to continue to impact our business in [removed: 2024.][added: 2025.]

[removed: To the extent] that price increases are not sufficient to offset higher costs adequately or in a timely manner, and/or if they result in significant decreases in sales volume, our financial condition or results of operations may be adversely affected.

We have faced, and may in the future face, difficulties in operating through new business models and/or supply chain models, or in new categories or territories, and challenges in extending Company controls (including internal controls over financial reporting, disclosure controls and procedures, data protection and cybersecurity), policies and governance structures (including with respect to food safety and quality, occupational [removed: safety,] [added: safety] and sustainability) to [removed: newly] acquired businesses, brands or bottling operations, which, at times, has resulted in increased costs and negative publicity.

If our third-party service providers and business partners do not satisfactorily fulfill their commitments and responsibilities, or experience adverse events, our [removed: financial results] [added: business] could suffer.

While we generally have been able to renegotiate collective bargaining agreements on satisfactory terms when they expire and regard our relations with employees and their representatives as generally satisfactory, negotiations may nevertheless be challenging, as the Company must have competitive cost structures in each market while meeting the compensation and [added: benefits needs of our employees.]

Furthermore, from time to [removed: time,] [added: time] we and our bottling partners restructure manufacturing and other operations to improve productivity, which may have negative impacts on employee morale and work performance, result in escalation of grievances and adversely affect the negotiation of collective bargaining agreements.

[removed: If these] labor relations are not effectively managed at the local level, they could escalate in the form of corporate campaigns supported by the labor organizations and could negatively affect our Company’s overall reputation and brand image, which in turn could have a negative impact on our products’ acceptance by consumers.

There is concern among consumers, public health professionals and government agencies about the health problems associated with [removed: obesity.][added: obesity and other chronic diseases.]

Ongoing public concern about obesity; other health-related public concerns surrounding consumption of sweetened beverages; the effects or perceived effects of the usage of weight-loss drugs on consumption patterns; potential new or increased taxes on sweetened beverages by government entities to reduce consumption or to raise revenue; [added: potential new or increased governmental regulations on particular ingredients or additives in our beverages and packaging, or on manufacturing processes;] additional governmental regulations concerning the advertising, marketing, labeling, packaging or sale of our sweetened beverages; and negative publicity resulting from actual or threatened legal actions against us or other companies in our industry relating to the marketing, labeling or sale of sweetened beverages may reduce demand for, or increase the cost of, our sweetened beverages, which could adversely affect our profitability.

Consumer product preferences have evolved and continue to evolve as a result of, among other things, health, wellness and nutrition considerations, including concerns regarding caloric intake associated with sweetened beverages and the perceived undesirability of artificial [removed: ingredients;] [added: ingredients or processing;] concerns regarding the perceived health effects of, or location of origin of, ingredients, raw materials or substances in our products or packaging, including due to the results of third-party studies (whether or not scientifically valid); shifting consumer demographics; changes in consumer tastes and needs coupled with a rapid expansion of beverage options and delivery methods; changes in consumer lifestyles; concerns regarding the environmental, social and sustainability impact of ingredient [removed: sources and] [added: sources,] the product manufacturing [removed: process;] [added: process and our packaging;] consumer emphasis on transparency related to ingredients we use in our products and collection and recyclability of, and amount of recycled content contained in, our packaging containers and other materials; concerns about the health and welfare of animals in our dairy supply chain; and competitive product and pricing pressures.

We have rigorous product safety and quality [removed: standards, which] [added: standards that] we expect our [removed: operations as well as our] [added: operations,] bottling partners [added: and contract manufacturers] to meet.

We and our bottling partners have had, and may in the future need, to recall products if they become contaminated or adulterated by any [removed: means] [added: means,] or if they are [removed: mislabeled.][added: mislabeled or do not meet applicable regulatory requirements.]

Public debate and concern about perceived negative health consequences of [added: processing and of] certain ingredients, such as [added: nutritive and] non-nutritive [removed: sweeteners] [added: sweeteners, color additives] and biotechnology-derived substances, and of other substances present in our beverage products or packaging materials, may reduce demand for our beverage products or result in additional governmental regulation.

Public debate and concern about perceived negative health consequences of [added: processing and of] certain ingredients in our beverage products, such as synthetic colors, [removed: non-nutritive sweeteners] [added: nutritive (e.g., sugar, HFCS)] and [added: non-nutritive sweeteners,] biotechnology-derived [removed: substances;] substances [added: and other additives; substances] that are present in our beverage products naturally or that occur as a result of the manufacturing process, such as 4-methylimidazole [removed: (“4-MEI”),] [added: (4-MEI),] a chemical [added: compound that is formed during the manufacturing of certain types of caramel coloring used in cola-flavored beverages; or substances used in packaging materials, such as bisphenol A (BPA), an odorless, tasteless food-grade chemical commonly used in the food and beverage industries as a component in the coating of the interior of cans, may affect consumers’ preferences and cause them to shift away from some of our beverage]

In addition, increasing public concern about [added: processing or the] perceived or potential health consequences of [added: processing,] the presence of ingredients or substances in our beverage products or in packaging materials (or alleged presence of substances such as [removed: PFAS)] [added: PFAS),] and/or the results of third-party studies (whether or not scientifically valid) purporting to assess the health implications of consumption of certain [added: products, or] ingredients or substances present in certain of our products or packaging [removed: materials] [added: materials,] have resulted, and could result, in additional governmental regulations concerning the advertising, marketing, labeling, packaging or sale of our beverages; limitations on the use of certain ingredients or packaging; potential new or increased taxes on [added: or fees associated with] our beverages by government entities; and negative publicity, or actual or threatened legal actions against us or other companies in our industry, all of which could damage the reputation of, and may reduce demand for, our beverage products.

We believe our future success will depend in part on our ability to adapt to and thrive in the digital [removed: environment.][added: environment and expand our digital capabilities.]

In some emerging markets, the production and sale of counterfeit or “spurious” products, which we and our bottling partners [added: have not in the past been able, and] may not [added: in the future] be [removed: able] [added: able,] to fully combat, may damage the image and reputation of our products.

In addition, from time to [removed: time,] [added: time] we and our executives have engaged, and may in the future engage, in public policy endeavors that are either directly related to our products and packaging or to our business operations and the general economic climate affecting the Company.

Similarly, our sponsorship relationships and associations with influencers [added: and organizations] have subjected us in the past, and could subject us in the future, to negative publicity as a result of actual or alleged misconduct by individuals, hosts or entities associated with organizations we sponsor or support financially or through in-kind contributions, as well as by the influencers we collaborate with who may engage in actions or express opinions that may negatively reflect on our brand.

Likewise, campaigns by activists [added: or others] connecting us, or our bottling system or supply chain, with [removed: workplace,] [added: issues related to workplace policies and initiatives, or] human rights or animal [removed: welfare issues,] [added: welfare,] whether actual or perceived, could adversely impact our corporate image and reputation.

Furthermore, allegations, even if untrue, that we are not respecting internationally recognized human rights; actual or perceived failure by our suppliers or other business partners to comply with applicable workplace and labor laws, including child labor laws, or their actual or perceived abuse or misuse of migrant workers; actual or perceived failure by our suppliers, joint venture partners or other business partners to engage in proper animal welfare practices; and adverse publicity surrounding obesity and health concerns related to our products, water usage, environmental impact, labor relations or the like could [added: present potential legal risks and] negatively affect our Company’s overall reputation and brand image, [removed: which in turn] [added: and] could [added: result in product boycotts or] have a negative impact on our products’ acceptance by consumers.

In addition, if we fail to respect our employees’ and our supply chain workers’ human rights, or inadvertently discriminate against any group of employees or hiring prospects, [added: we could face legal risks and/or] our ability to hire and retain the best talent will be diminished, which could have an adverse impact on our overall business.

negative publicity, which could affect our corporate reputation.

If we are unable to attract or retain specialized talent or top talent with diverse perspectives, experiences and backgrounds that reflect the broad range of consumers and markets we serve around the world, our business could be negatively affected.

To the extent

If these

In addition, we or our bottling partners and products have been, and could continue to be, subject to inspection by federal, state and local authorities, which could result in the identification of product quality or safety issues.

products.

Such risks may be increased if government officials make public statements about alleged risks purportedly associated with processing, particular ingredients used in our products, or unintentional contaminants that may be present in the food or water supply.

Regulators in the United States and abroad have been expressing concerns about the processing and the use of particular ingredients or additives in beverage products.

The legal and regulatory landscape for certain new technologies, such as artificial intelligence, is uncertain and evolving, and our compliance obligations could increase our costs or limit how we may use these technologies.

These incidents may be caused by failures during routine operations, such as system upgrades, or by user errors, as well as network or hardware failures, malicious or disruptive

These risks may also be heightened to the extent a business or bottler we have acquired maintains separate cybersecurity systems and environments that may differ in scope and complexity from our own.

In addition, from time to time we establish and publicly announce voluntary goals to reduce the Coca-Cola system’s impact on the environment by, for example, using more recycled content in our packaging materials.

In addition, tariffs and trade policies may impact the availability and cost of alternative packaging materials, leading us to rely more on plastic packaging than desired.

Decreased agricultural productivity in certain regions of the world as a result of changing weather patterns may limit the availability or increase the cost of key agricultural commodities, such as

Geopolitical instability may also lead to heightened security risk, impacting employee safety and/or damage to infrastructure or our assets.

While we currently do not anticipate that the effects of these conflicts will have a material impact on our results of operations, we cannot predict how and the extent to which these conflicts will continue to affect our employees, operations, customers or business partners.

If we are unable to attract or retain a highly skilled and diverse workforce, our business could be negatively affected.

congestion or delays; transport capacity constraints; cybersecurity incidents or other disruptions; or fluctuations in foreign currency exchange rates.

benefits needs of our employees.

compound that is formed during the manufacturing of certain types of caramel coloring used in cola-flavored beverages; or substances used in packaging materials, such as bisphenol A (“BPA”), an odorless, tasteless food-grade chemical commonly used in the food and beverage industries as a component in the coating of the interior of cans, may affect consumers’ preferences and cause them to shift away from some of our beverage products.

This exposes us

On December 31, 2021, the United Kingdom’s Financial Conduct Authority, the governing body responsible for regulating the London Interbank Offered Rate (“LIBOR”), ceased to publish certain LIBOR reference rates.

Other LIBOR reference rates, including U.S. dollar overnight, 1-month, 3-month, 6-month and 12-month maturities, ceased to be published in July 2023.

As a result of the discontinuation of LIBOR, we have amended our LIBOR-referencing agreements to either reference the Secured Overnight Financing Rate or include mechanics for selecting an alternative rate, but it is possible that these changes may have an adverse impact on our financing costs as compared to LIBOR in the long term.

system shutdowns, service disruptions or cybersecurity incidents.

These risks may also be present to the extent a business or bottler we have acquired, but which does not use our information systems, experiences severe damage, a system shutdown, service disruption or a cybersecurity incident.

We also report progress related to the circular economy of packaging; water stewardship; climate; portfolio; sustainable agriculture; human and workplace rights and diversity, equity and inclusion.

production capabilities, disrupt our supply chain or impact demand for our products.

- *Operations Review* — an analysis of our consolidated results of operations for [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] and year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

[removed: to-year] [added: An analysis of our consolidated results of operations for 2023 and 2022 and year-to-year] comparisons between [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] can be found in MD&A in Part II, Item 7 of the Company’s Form 10-K for the year ended December 31, [removed: 2022.][added: 2023.]

We own and market several of the world’s largest nonalcoholic sparkling soft drink brands, including Coca-Cola, Sprite, [removed: Fanta,] Coca-Cola Zero [removed: Sugar] [added: Sugar, Fanta] and Diet Coke/Coca-Cola Light.

Beverages bearing trademarks owned by or licensed to us account for 2.2 billion of the estimated [removed: 64] [added: 65] billion servings of all beverages consumed worldwide every day.

| Year Ended December 31, | | | [removed: 2023] [added: 2024] | | | [removed: 2022] [added: 2023] | | |

| Concentrate operations | | | [removed: 58] [added: 59] | | % | [removed: 56] [added: 58] | | % |

| Finished product operations | | | [removed: 42] [added: 41] | | | [removed: 44] [added: 42] | | |

| Concentrate operations | | | [removed: 83] [added: 85] | | % | [removed: 82] [added: 83] | | % |

| Finished product operations | | | [removed: 17] [added: 15] | | | [removed: 18] [added: 17] | | |

We, along with other beverage companies, are affected by a number of factors, including, but not limited to, the cost to manufacture and distribute products, consumer spending, economic conditions, availability and quality of water, consumer preferences, inflation, geopolitical conditions [removed: including] [added: (including] international [removed: conflicts,] [added: conflicts),] local and national laws and regulations, foreign currency exchange rate fluctuations, fuel prices, weather patterns and health crises.

There is concern among consumers, public health professionals and governments about the health problems associated with [removed: obesity.][added: obesity, which may present a challenge to our industry.]

Therefore, we continue [removed: to:][added: to do the following:]

We are committed to meeting changing consumer needs and to generating growth through our evolving portfolio of beverage brands and products (including numerous [added: low- and no-calorie products); selectively expanding into other profitable categories of the commercial beverage industry; investing in innovative and sustainable packaging; and including easy-to-access information about our beverages on our website.]

We are aware that some consumers have concerns [removed: and negative viewpoints] regarding certain ingredients used in our products.

We work to ensure consistent [added: product] safety and quality through strong governance and compliance with applicable regulations and standards.

Additionally, [removed: we] [added: our operations, contract manufacturers and bottling partners] manufacture and distribute our products according to strict policies, requirements and specifications set forth in an integrated quality management program that continually measures all operations within the Coca-Cola system against the same stringent standards.

In our quality laboratories, we stringently measure the quality attributes of ingredients as well as samples of [added: our] finished [removed: products collected from the marketplace.][added: products.]

Our ability to achieve our sustainability goals [added: and aspirations] is dependent on many factors, including, but not limited to, our actions along with the actions of various stakeholders, such as our bottling partners, suppliers, governments, nongovernmental organizations, communities, and other third parties, some of which are outside of our control.

Competition for existing and prospective [removed: personnel] [added: talent] has increased, especially [removed: in light of] [added: considering] changing worker expectations and talent marketplace [removed: variability regarding flexible work models.][added: variability.]

In addition, the broader labor market is experiencing a shortage of qualified [removed: workers,] [added: talent,] which has further increased competition for [removed: qualified employees] [added: specialized talent] that we want and may require for our future business needs.

We are committed to building an [removed: equitable and] inclusive culture that inspires and supports the growth of our employees, serves our communities and shapes a strong and more sustainable business.

The primary beneficiary has both (1) the power to direct the activities of the VIE that most significantly impact the entity’s economic [removed: performance] [added: performance,] and (2) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE.

In November 2021, the Company acquired the remaining 85% ownership interest in, and now owns 100% of [removed: BodyArmor,] [added: BA Sports Nutrition, LLC (“BodyArmor”),] which offers a line of sports performance and hydration beverages.

The Company allocated $4.2 billion of the [added: $5.6 billion] purchase price to the BodyArmor trademark.

As of December 31, [removed: 2023,] [added: 2024,] the fair value of this trademark approximates its carrying value.

If the near-term operating results of this trademark do not achieve our [removed: current] [added: revised] financial projections, or if the macroeconomic conditions [removed: change] [added: change,] causing the discount rate to increase without an offsetting increase in the operating results, it is likely that we would be required to recognize an [added: additional] impairment charge.

In [removed: 2024,] [added: 2025,] we expect our net periodic pension cost to be approximately [removed: $51] [added: $81] million.

As of December 31, [removed: 2023,] [added: 2024,] the U.S. qualified pension plan represented [removed: 63%] [added: 64%] and [removed: 56%] [added: 58%] of the Company’s consolidated projected benefit obligation and pension plan assets, respectively.

For this plan, we estimate that a 50 basis-point decrease in the discount rate would result in [removed: an $8] [added: a $7] million increase in our [removed: 2024] [added: 2025] net periodic pension cost, and we estimate that a 50 basis-point decrease in the expected long-term rate of return on plan assets would result in [removed: a $19] [added: an $18] million increase in our [removed: 2024] [added: 2025] net periodic pension cost.

Our sales terms generally do not allow for [added: a right of return except for matters related to any manufacturing defects on our part.]

As a result, we are recognizing revenue based on our [removed: faithful depiction] [added: best estimate] of the consideration that we expect to receive.

In making our estimates of variable consideration, we consider past results and make [removed: significant] assumptions related to: (1) customer sales volumes; (2) customer ending inventories; (3) customer selling price per unit; (4) selling channels; and (5) discount rates, rebates and other pricing allowances, as applicable.

[removed: Based on the evaluation of all available information, the Company recognizes] future tax benefits, such as net operating loss carryforwards, to the extent that realizing these benefits is considered more likely than not.

[added: A valuation allowance is required] to be established unless management determines that it is more likely than not that the Company will ultimately realize the tax benefit associated with a deferred tax asset.

In order to continually improve upon the Company’s operating performance, from time to [removed: time,] [added: time] we engage in buying and selling ownership interests in bottling partners and other manufacturing operations.

Typically, structural changes do not impact the Company’s unit case volume [removed: or concentrate sales volume] on a consolidated basis or at the geographic operating segment level.

However, the unit case volume reported by our Bottling Investments operating segment is generally impacted by structural changes because it only includes the [added: unit case volume of our consolidated bottling operations.]

The impact of this [removed: acquisition] [added: refranchising] has been included as a structural change in our analysis of net operating revenues on a consolidated basis as well as for the Bottling Investments and [removed: Europe, Middle East and Africa] [added: Asia Pacific] operating segments.

[removed: Additionally, the Company refranchised our bottling operations in Cambodia and Vietnam in November 2022 and January 2023, respectively, the] [added: The] impact of [removed: which] [added: each of these refranchisings] has been included as a structural change in our analysis of net operating revenues on a consolidated basis as well as for the Bottling Investments and Asia Pacific operating segments.

In May [removed: 2023 and July 2022,] [added: 2023,] the Company acquired certain brands in Asia Pacific.

We are focused on the following strategic priorities: shaping a portfolio of loved brands; transforming our marketing and innovation agenda; optimizing the Coca-Cola ecosystem; building talent and capabilities; and enhancing our license to operate.

During 2021, in conjunction with acquiring the remaining ownership interest, we recognized a noncash gain of $834 million resulting from the remeasurement of our previously held equity interest in BodyArmor to fair value.

During the three months ended March 29, 2024, the operating results related to the trademark were lower than expected.

Therefore, the Company revised its projections of the future operating results related to the trademark, which triggered the need to update its impairment analysis.

As a result, the Company concluded that the fair value of the trademark was less than its carrying value and recorded an impairment charge of $760 million.

The decrease in fair value was primarily driven by the revised projections of future operating results as well as higher discount rates resulting from changes in macroeconomic conditions since the acquisition date.

In 2024, the Company’s total net periodic pension cost was $45 million.

The increase in net periodic pension cost is primarily due to a lower expected return on assets resulting from a transfer of $523 million of surplus international plan assets from pension trusts to general assets of the Company in 2024.

Based on the evaluation of all available information, the Company recognizes

In January 2023, the Company refranchised our bottling operations in Vietnam.

In January, February and December 2024, the Company refranchised our bottling operations in certain territories in India, and in February 2024, the Company refranchised our bottling operations in Bangladesh and the Philippines.

4After considering the impact of structural changes, worldwide concentrate sales volume grew 2%.

5After considering the impact of structural changes, concentrate sales volume for Asia Pacific grew 2%.

Unit case volume in sparkling flavors was even.

Unit case volume performance in the Europe operating unit was even.

Unit case volume in juice, value-added dairy and plant-based beverages was even.

Unit case volume in juice, value-added dairy and plant-based beverages was even.

Unit case volume in juice, value-added dairy and plant-based beverages was even.

- Global Ventures — unfavorable product mix, partially offset by favorable pricing initiatives; and

| Year Ended December 31, | | | 2024 | | | 2023 | | |

| Year Ended December 31, | | | 2024 | | | 2023 | | |

Refer to Note 17 of Notes to Consolidated Financial Statements for more information on the impairment charge.

| Year Ended December 31, | | | 2024 | | | 2023 | | |

In addition, other operating charges included $15 million for the amortization of noncompete agreements related to the BodyArmor acquisition in 2021, $13 million related to an indemnification agreement entered into as a part of the refranchising of certain of our bottling operations, $7 million of transaction costs related to the refranchising of our bottling operations in certain territories in India and $2 million of transaction costs related to the sale of a portion of our interest in Coca-Cola Consolidated, Inc. (“Coke Consolidated”), an equity method investee.

Refer to Note 12 of Notes to Consolidated Financial

Statements for additional information related to the tax litigation.

| Year Ended December 31, | | | 2024 | | | 2023 | | |

| Year Ended December 31, | | | 2024 | | | 2023 | | |

The impact of these items was partially offset by favorable pricing initiatives and the impact of refranchising our bottling operations in the Philippines, Bangladesh and certain territories in India.

The unfavorable impact of a stronger U.S. dollar compared to the currencies listed above was partially offset by the impact of a weaker U.S. dollar compared to certain other foreign currencies, including the euro and British pound, which had a favorable impact on our Europe, Middle East and Africa and Global Ventures operating segments.

The Company recorded a net gain of $595 million related to the refranchising of our bottling operations in the Philippines, including the impact of post-closing adjustments, and recognized a net gain of $506 million related to the sale of our ownership interest in an equity method investee in Thailand, including the impact of post-closing adjustments.

The Company also recognized a net gain of $338 million related to the sale of a portion of our interest in Coke Consolidated, a net gain of $303 million related to the refranchising of our bottling operations in certain territories in India, including the impact of post-closing adjustments, and a net gain of $290 million related to realized and unrealized gains and losses on equity securities and trading debt securities as well as realized gains and losses on available-for-sale debt securities.

Additionally, the Company recognized dividend income of $205 million and net income of $76 million related to the non-service cost components of net periodic benefit cost, of which $21 million was due to pension and other postretirement benefit plan settlement gains.

Other income (loss) — net also included net foreign currency exchange losses of $180 million, $114 million of costs related to our trade accounts receivable factoring program and an other-than-temporary impairment charge of $34 million related to an equity method investee in Latin America.

The decision of whether we decide to pursue the renewal of these grants and the impact of the grants going forward is dependent on various factors.

| Year Ended December 31, | | | 2024 | | | 2023 | | |

| Year Ended December 31, | | | 2024 | | | 2023 | | |

On August 2, 2024, the Tax Court entered a decision reflecting additional federal income tax of $2.7 billion for the 2007 through 2009 tax years.

With applicable interest, the total liability for the 2007 through 2009 tax years resulting from the Tax Court’s decision is $6.0 billion, for which the IRS issued the Company invoices on September 3, 2024.

The Company paid the IRS Tax Litigation Deposit on September 10, 2024, which stopped interest from accruing on the additional tax due for the 2007 through 2009 tax years.

An analysis of our consolidated results of operations for 2022 and 2021 and year-

We are focused on the following strategic priorities: unlocking the potential of our portfolio of strong global, regional and scaled local brands; developing a robust innovation pipeline focusing on scalable initiatives; increasing consumer-centric marketing effectiveness and efficiency; winning in the marketplace with aligned data-driven revenue growth management and execution capabilities; and further embedding sustainability goals into our operations.

This concern represents a significant challenge to our industry.

Across the Coca-Cola system, we are mobilizing our assets in marketing and in community outreach to increase awareness and spur action.

low- and no-calorie products); selectively expanding into other profitable categories of the commercial beverage industry; investing in innovative and sustainable packaging; and including easy-to-access information about our beverages on our website.

We report our sustainability progress in the following areas: circular economy of packaging; water stewardship; climate; portfolio; sustainable agriculture; human and workplace rights and diversity, equity and inclusion.

In 2023, the Company’s total cost related to pension plans was $120 million, which included $38 million of net periodic pension cost and net charges of $82 million, primarily due to settlements and special termination benefits.

The increase in net periodic pension cost is primarily due to the net impact of the decrease in the weighted-average discount rate at December 31, 2023 compared to December 31, 2022.

a right of return except for matters related to any manufacturing defects on our part.

A valuation allowance is required

unit case volume of our consolidated bottling operations.

In August 2022, the Company acquired a controlling interest in a bottling operation in Malawi.

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The decline in unit case volume in Europe, Middle East and Africa was primarily due to the suspension of the Company’s business in Russia in March 2022.

Trademark Coca-Cola performance was even.

- Global Ventures — favorable pricing initiatives and favorable channel mix, primarily due to the favorable performance of Costa in the United Kingdom, offset by unfavorable product mix and the impact of no longer receiving COVID-related incentives in the current year; and

This increase was primarily due to the impact of favorable pricing initiatives, favorable channel and package mix, and structural changes.

The decrease in stock-based compensation expense was primarily due to the cumulative expense that was recorded in 2022 resulting from the impact a more favorable financial outlook had on the outstanding nonvested performance share units.

In addition, other operating charges included $38 million related to the restructuring of our North America operating unit and $38 million related to the BodyArmor acquisition, which included various transition and transaction costs, employee retention costs and the amortization of noncompete agreements, net of the reimbursement of distributor termination fees recorded in 2021.

Company’s restructuring initiatives.

The increase in operating income was primarily driven by concentrate sales volume growth of 5%, favorable pricing initiatives, decreased marketing spending and a favorable foreign currency exchange rate impact of 3%, partially offset by higher operating expenses and the impact of no longer receiving COVID-related incentives in the current year.

Additionally, the Company recorded an other-than-temporary

The Company recorded a net loss of $371 million related to realized and unrealized gains and losses on equity securities and trading debt securities as well as realized gains and losses on available-for-sale debt securities, net foreign currency exchange losses of $236 million, an other-than-temporary impairment charge of $96 million related to an equity method investee in Russia, and a net loss of $24 million as a result of one of our equity method investees issuing additional shares of its stock.

Additionally, other income (loss) — net included net income of $219 million related to the non-service cost components of net periodic benefit income, a net gain of $153 million related to the refranchising of our bottling operations in Cambodia and dividend income of $111 million.

In the event that all of the adjustments proposed by the IRS were to be ultimately upheld for tax years 2007 through 2009 and the IRS, with the consent of the federal courts, were to decide to apply the Tax Court Methodology to the subsequent years up to and including 2023, the Company currently estimates that the potential aggregate incremental tax and interest liability could be approximately $16 billion as of December 31, 2023.

The Company and the IRS are now in the process of agreeing on the tax impacts of the Opinions.

Subsequent to the completion of this process, the Tax Court will render a decision in the case.

The IRS can then seek to collect, and the Company expects to pay, any additional tax related to the 2007 through 2009 tax years reflected in the Tax Court decision (and interest thereon).

The Company currently estimates that the payment to be made at that time related to the 2007 through 2009 tax years, which is included in the above estimate of the potential aggregate incremental tax and interest liability, would be approximately $5.8 billion (including interest accrued through December 31, 2023), plus any additional interest accrued through the time of payment.

Some or all of this amount, plus accrued interest, would be refunded if the Company were to prevail on appeal.

This increase was primarily driven by strong operating results and lower marketing payments resulting from year-end accruals.

These items were partially offset by an unfavorable impact due to foreign currency exchange rate fluctuations, higher interest and tax payments in the current year, the unfavorable impact from the extension of certain vendor payment terms in the prior year, payments resulting from the buildup of inventory in the prior year to manage potential supply chain disruptions, payments related to our restructuring initiatives and $167 million of the $275 million milestone payment for fairlife.

The activities during 2022 included cash proceeds of $823 million received in advance of the refranchising of our bottling operations in Vietnam.

In May 2022, the Company reached the maximum number of shares that could be repurchased under the 2012 Plan and thereby completed the plan.

In 2019, our Board of Directors authorized a new share repurchase plan of up to 150 million shares (“2019 Plan”) of the Company’s common stock.

The activities during 2023 and 2022 also included payments totaling $311 million and $637 million, respectively, related to the BodyArmor acquisition, which included amounts originally held back for indemnification obligations.

Additionally, other financing activities during 2022 included repayments of collateral related to our hedging programs of $403 million.

| Estimated interest payments3 | | | 9,855 | | | 878 | | | 1,120 | | | 909 | | | 6,948 | | |

| Accrued income taxes4 | | | 2,649 | | | 1,569 | | | 1,080 | | | — | | | — | | |

In [removed: 2023,] [added: 2024,] we generated [removed: $29.2] [added: $28.7] billion of our net operating revenues from operations outside the United States.

The total notional values of our foreign currency derivatives were [removed: $17,505] [added: $18,442] million and [removed: $11,370] [added: $17,505] million as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

The fair value of foreign currency derivatives that qualified for hedge accounting resulted in a net unrealized gain of [removed: $22] [added: $366] million as of December 31, [removed: 2023,] [added: 2024,] and we estimate that a 10% weakening of the U.S. dollar would have resulted in a [removed: $278] [added: $511] million decrease in fair value.

The fair value of the foreign currency derivatives that did not qualify for hedge accounting resulted in a net unrealized [removed: loss] [added: gain] of [removed: $15] [added: $62] million as of December 31, [removed: 2023,] [added: 2024,] and we estimate that a 10% weakening of the U.S. dollar would have resulted in a [removed: $161] [added: $325] million decrease in fair value.

Based on the Company’s variable-rate debt and derivative instruments outstanding as of December 31, [removed: 2023,] [added: 2024,] we estimate that a 1 percentage point increase in interest rates would have increased interest expense by [removed: $134] [added: $127] million in [removed: 2023.][added: 2024.]

We estimate that a 1 percentage point increase in interest rates would have resulted in a [removed: $29] [added: $43] million decrease in the fair value of our portfolio of highly liquid debt securities.

The total notional values of our commodity derivatives were [removed: $379] [added: $386] million and [removed: $371] [added: $379] million as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

The fair value of commodity derivatives that qualified for hedge accounting resulted in a net unrealized [removed: loss] [added: gain] of [removed: $3] [added: $2] million as of December 31, [removed: 2023,] [added: 2024,] and we estimate that a 10% decrease in underlying commodity prices would have resulted in [removed: a $3] [added: an $8] million decrease in fair value*.* The fair value of the commodity derivatives that did not qualify for hedge accounting resulted in a net loss of [removed: $58] [added: $33] million as of December 31, [removed: 2023,] [added: 2024,] and we estimate that a 10% decrease in underlying commodity prices would have resulted in a [removed: $54] [added: $47] million decrease in fair value.

We own and market several of the world’s largest nonalcoholic sparkling soft drink brands, including Coca-Cola, Sprite, [removed: Fanta,] Coca-Cola Zero [removed: Sugar] [added: Sugar, Fanta] and Diet Coke/Coca-Cola Light.

Beverages bearing trademarks owned by or licensed to the Company account for 2.2 billion of the estimated [removed: 64] [added: 65] billion servings of all beverages consumed worldwide every day.

Likewise, when we use the capitalized word “Trademark” together with the name of one of our other beverage products (such as “Trademark Fanta,” “Trademark Sprite” or “Trademark Simply”), we mean nonalcoholic beverages bearing the indicated trademark (that is, Fanta, Sprite or Simply, respectively) and all its variations and line extensions (such that “Trademark Fanta” includes Fanta Orange, Fanta Zero Orange, Fanta Zero Sugar, Fanta Apple, etc.; [removed: “Trademark Sprite” includes Sprite, Sprite Zero Sugar, etc.; and “Trademark Simply” includes Simply Orange, Simply Apple, Simply Grapefruit, etc.).]

Our bottling partners either combine concentrates with still or [added: sparkling water and sweeteners (depending on the product), or combine syrups with still or sparkling water, to produce finished beverages.]

Additionally, we sell directly to consumers through retail stores operated by [removed: Costa Limited (“Costa”).][added: Costa.]

- water, sports, coffee and tea: Aquarius, Ayataka, BODYARMOR, Ciel, Costa, [added: Crystal,] Dasani, doğadan, [removed: FUZE TEA,] [added: Fuze Tea,] Georgia, glacéau smartwater, glacéau vitaminwater, Gold Peak, [removed: Ice Dew,] I LOHAS, Powerade and Topo Chico; and

- juice, value-added dairy and plant-based beverages: [removed: AdeS,] [added: Core Power,] Del Valle, fairlife, innocent, [added: Maaza,] Minute Maid, Minute Maid Pulpy and Simply.

In the United States, the Company has established a wholly owned, indirect, firewalled subsidiary, which [added: uses third-party manufacturers and distributors to produce and sell alcohol products in certain regions of the United States and also] authorizes alcohol-licensed third parties to use certain of our trademarks and related intellectual property on alcohol beverages that contain Company beverage bases.

The Company’s approach in alcohol focuses on three segments of alcohol ready-to-drink beverages: [removed: hard seltzers (e.g., Topo Chico Hard Seltzer), hard alternatives (e.g., Lemon-Dou) and] pre-mixed cocktails (e.g., Jack Daniel’s & [removed: Coca-Cola).][added: Coca-Cola), flavored alcohol beverages (e.g., Lemon-Dou) and hard seltzers (e.g., Topo Chico Hard Seltzer).]

For example, certain Coca-Cola system bottlers distribute certain brands of [removed: Monster Beverage Corporation (“Monster”),] [added: Monster,] primarily Monster Energy, in designated territories in the United States, Canada and other international territories pursuant to distribution coordination agreements between the Company and Monster and related distribution agreements between Monster and Coca-Cola system bottlers.

Consumers enjoy finished beverage products bearing trademarks owned by or licensed to the Company at a rate of [added: 2.2 billion servings each day.]

The Coca-Cola system sold [removed: 33.3] [added: 33.7] billion and [removed: 32.7] [added: 33.3] billion unit cases of our products in [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

Sparkling soft drinks represented 69% of our worldwide unit case volume in both [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

Trademark Coca-Cola accounted for 47% [removed: and 46%] of our worldwide unit case volume in [removed: 2023] [added: both 2024] and [removed: 2022, respectively.][added: 2023.]

In [removed: 2023,] [added: 2024,] unit case volume in the United States represented 16% of the Company’s worldwide unit case volume.

Unit case volume outside the United States represented 84% of the Company’s worldwide unit case volume in [removed: 2023.][added: 2024.]

Of the non-U.S. unit case volume, [removed: 70%] [added: 71%] was attributable to sparkling soft drinks.

Our five largest independent bottling partners based on unit case volume in [removed: 2023] [added: 2024] were as follows:

- Coca-Cola Europacific Partners plc (“CCEP”), which has bottling and distribution operations in Andorra, Australia, Belgium, [removed: Fiji,] continental France, Germany, Great Britain, Iceland, Indonesia, Luxembourg, Monaco, the Netherlands, New [removed: Zealand,] [added: Zealand and Pacific Islands,] Norway, Papua New Guinea, [added: the Philippines,] Portugal, [removed: Samoa,] Spain and Sweden;

- Coca-Cola HBC AG (“Coca-Cola Hellenic”), which has bottling and distribution operations in Armenia, Austria, Belarus, Bosnia and Herzegovina, Bulgaria, Croatia, Cyprus, the Czech Republic, Egypt, Estonia, Greece, Hungary, Italy, Latvia, Lithuania, Moldova, Montenegro, Nigeria, North Macedonia, Northern Ireland, Poland, [added: the] Republic of Ireland, Romania, Russia, Serbia, Slovakia, Slovenia, Switzerland and Ukraine;

- Swire Coca-Cola Limited, which has bottling and distribution operations in 11 provinces and the Shanghai municipality in mainland China, Hong Kong, Taiwan, Cambodia, [added: Laos, Thailand,] Vietnam and territories in 13 states in the western United States.

In [removed: 2023,] [added: 2024,] these five bottling partners combined represented [removed: 42%] [added: 44%] of our total worldwide unit case volume.

Other significant competitors include, but are not limited to, Nestlé S.A., Keurig Dr Pepper Inc., Danone S.A., Suntory Beverage & Food Limited, [removed: AB] [added: Anheuser-Busch] InBev, Kirin Holdings, Heineken N.V., Diageo [added: plc] and Red Bull GmbH.

Competitive factors impacting our business include, but are not limited to, pricing, advertising, sales promotion programs, in-store displays and point-of-sale marketing, digital marketing, product and ingredient innovation, [added: availability,] increased efficiency in production techniques, the introduction of new packaging as well as new vending and dispensing equipment, contracting with marketing assets (theaters, sports arenas, universities, etc.), and brand and trademark development and protection.

We and our bottling partners use various ingredients in our business, [removed: including] [added: such as sucrose,] high fructose corn syrup (“HFCS”), [removed: sucrose,] aspartame, acesulfame potassium, sucralose, saccharin, cyclamate, steviol glycosides, ascorbic acid, citric acid, phosphoric acid, [removed: caffeine and] [added: caffeine,] caramel [removed: color;] [added: color and flavors;] other raw materials such as orange and other fruit [removed: juice] [added: juices] and juice concentrates, milk, [added: coffee] and [added: tea; packaging materials such as polyethylene terephthalate (“PET”), bio-based PET and recycled PET for bottles; and aluminum cans, glass bottles and other containers.]

We purchase sucralose, which we consider a critical raw material, from suppliers [added: mainly] in the United States and [added: also] China.

We source our orange juice and orange juice concentrate [removed: primarily] from Florida and the Southern Hemisphere (particularly Brazil).

While our sourcing for milk is currently concentrated among a few dairy cooperatives, we believe we have access to alternate suppliers, if necessary, to help [removed: ensure] [added: deliver] an adequate supply of milk.

Costa purchases Rainforest Alliance Certified and other [added: certified] green coffee through multiple [removed: suppliers.][added: suppliers, enabling us to source from alternative suppliers as changing weather patterns impact yields in some geographies.]

Our consolidated bottling operations and our non-bottling finished product operations also purchase various other raw materials, including, but not limited to, PET resin, preforms and bottles; glass and aluminum bottles; aluminum and steel cans; plastic closures; aseptic fiber packaging; labels; cartons; cases; postmix packaging; and beverage gases, including carbon [removed: dioxide and liquid nitrogen.]

[added: Pursuant to our bottler’s agreements, we] authorize our bottlers to use applicable Company trademarks in connection with their preparation, packaging, distribution and sale of Company products.

In the United States, the safety, production, storage, transportation, distribution, advertising, marketing, labeling and sale of our Company’s products and their ingredients are subject to the Federal Food, Drug, and Cosmetic Act; the Federal Trade Commission Act; the Lanham Act; state consumer protection laws; various federal and state laws and regulations governing competition and trade practices, including the Robinson-Patman Act of 1936, as amended, and the Clayton Antitrust Act of 1914, as amended; federal, state and local workplace health and safety laws; various federal and state laws and regulations governing our employment practices, including those related to equal employment opportunity and compensation; various federal, state and local environmental protection laws; privacy and personal data protection laws; [added: trade laws] and [added: regulations, including laws regarding the import or export of our products or ingredients used in our products and tariffs; and] various other federal, state and local statutes and regulations.

Various jurisdictions have adopted, and [added: others] may seek to adopt, [added: bans or restrictions on the use of certain ingredients or substances in products, as well as] significant additional product labeling or warning requirements or limitations on the marketing or sale of our products because of what they contain or allegations that they cause adverse health effects.

Other types of statutes and regulations relating to beverage container deposits, recycling, ecotaxes, [removed: product stewardship] [added: extended producer responsibility] and/or restrictions or bans on the use of certain types of packaging, including certain packaging containing per- and polyfluoroalkyl substances (“PFAS”), also apply in various jurisdictions in the United States and elsewhere around the world.

In addition, increasing concern over climate change is expected to continue to result in additional legal or regulatory requirements (both inside and outside the United States) designed to reduce or mitigate the effects of carbon dioxide and other greenhouse gas emissions on the environment, to discourage the use of plastic materials, to [added: limit or impose additional costs on commercial water use due to local water scarcity concerns, or to expand disclosure of certain sustainability metrics.]

We have made, and plan on continuing to make, expenditures necessary to comply with applicable environmental laws and regulations and [added: that aim] to make progress toward achieving our sustainability goals.

While compliance has not had a material adverse effect on our Company’s capital expenditures, net income or competitive [removed: position,] [added: position to date,] changes in environmental compliance requirements along with expenditures necessary to comply with such requirements [removed: and] [added: or that aim] to make progress toward achieving our sustainability goals could adversely affect our financial performance.

In addition to California, at least [removed: 12] [added: 18] other states in the United States have passed comprehensive privacy laws similar to the CCPA and the CPRA.

These laws are either in effect or will go into effect [removed: sometime before] [added: during 2025 or in] the [removed: end of 2026,] [added: future,] and we expect other states to consider adopting similar laws in the future.

Our people and culture [removed: agendas] [added: strategies] are critical business priorities.

The Global Ventures operating segment was established primarily to oversee the Company’s ownership of Costa Limited (“Costa”), innocent and doğadan, as well as the fees earned pursuant to distribution coordination agreements between the Company and Monster Beverage Corporation (“Monster”).

In November 2024, we announced plans to sunset our Global Ventures operating segment to streamline and simplify our current operating structure.

Effective January 1, 2025, the results of our Costa (excluding the ready-to-drink business), innocent and doğadan businesses will report to the Company’s Europe, Middle East and Africa operating segment.

Costa’s ready-to-drink business and the fees related to Monster will be the responsibility of the respective geographic operating segments.

“Trademark Sprite” includes Sprite, Sprite Zero Sugar, etc.; and “Trademark Simply” includes Simply Orange, Simply Apple, Simply Grapefruit, etc.).

In the United States, the Company has established a wholly owned, indirect, firewalled subsidiary, which uses third-party manufacturers and distributors to produce and sell alcohol products in certain regions of the United States and also authorizes alcohol-licensed third parties to use certain of our trademarks and related intellectual property on alcohol beverages that contain Company beverage bases.

In addition, changing weather patterns are adversely affecting citrus production, contributing to challenges such as citrus greening disease and droughts, which have resulted in a reduced number of citrus trees and increased grower costs and prices.

Similarly, we procure tea from a diverse supplier base, which helps mitigate the effects of weather-related yield reductions in certain geographies.

dioxide and liquid nitrogen.

Regulators in the United States and abroad have been expressing concerns about processing and the use of particular ingredients or additives in beverage products.

agreements.

We currently anticipate that we will continue to successfully negotiate such agreements with representatives of our bargained-for employees.

Our diverse, high-performing global employee base helps drive a culture of inclusion, innovation and growth.

We aspire to develop a global workforce with diverse perspectives, experiences and backgrounds that reflect the broad range of consumers and markets we serve around the world; we aim to enable an inclusive culture where all employees thrive; and we are focused on providing access to equal opportunities and fostering belonging both in our workplaces and the local communities we proudly serve.

We support many employee-led inclusion networks around the world.

Our inclusion networks are open to all employees and are regionally structured to meet relevant local needs.

We review our compensation programs regularly to help ensure fairness, including conducting pay equity analyses.

We also offer competitive employee benefits packages, which vary by country and region, and our benefits strategy includes establishing global minimum standards that we aim to apply consistently across the world.

We may use the “Investors” page of our website as a means of disclosing material, non-public information and to comply with our disclosure obligations under Regulation FD.

sparkling water and sweeteners (depending on the product), or combine syrups with still or sparkling water, to produce finished beverages.

2.2 billion servings each day.

coffee; packaging materials such as polyethylene terephthalate (“PET”), bio-based PET and recycled PET for bottles; and aluminum cans, glass bottles and other containers.

In addition, citrus greening disease is reducing the number of citrus trees and increasing grower costs and prices.

While most of Costa’s coffee is sourced as readily available bulked commercial grade from Brazil, Vietnam and Colombia, many of Costa’s suppliers have vertically integrated supply chains with direct access to yields from cooperatives and producer groups.

Pursuant to our bottler’s agreements, we

limit or impose additional costs on commercial water use due to local water scarcity concerns, or to expand disclosure of certain sustainability metrics.

Employees

We currently anticipate that we will be able to successfully renegotiate such agreements when they expire.

Diversity, Equity and Inclusion

We take a comprehensive view of diversity, equity and inclusion across different races, ethnicities, tribes, religions, socioeconomic backgrounds, generations, abilities, and expressions of gender and sexual identity.

As of December 31, 2023, we had approximately 7,600 employees located in the United States, excluding the employees of the Global Ventures operating segment; fairlife; and BA Sports Nutrition, LLC (“BodyArmor”).

Of these 7,600 employees, 42% and 49% were female and people of color, respectively.

We seek to create a better shared future for everyone our brands and business touch.

We are focused on providing access to equal opportunity and fostering belonging both in our workplaces and the local communities we proudly serve.

We have publicly announced our 2030 aspirations to reflect the markets we serve, including, for example, to be 50% led by women globally.

Each of our operating units outside the United States has developed locally relevant diversity, equity and inclusion

aspirations.

Diversity and inclusion metrics, which highlight progress and help drive accountability, are shared with our senior leaders on a quarterly basis.

We believe our sustainability goals, including our diversity, equity and inclusion aspirations, are key drivers for growth.

Accordingly, our compensation programs for our executives include qualitative and quantitative components to foster the design and implementation of sustainable diversity, equity and inclusion strategies and programs that contribute to the recruitment, development and retention of diverse talent, as well as to encourage progress toward our diversity, equity and inclusion aspirations.

We conduct annual pay equity analyses, with regard to gender globally and race/ethnicity in the United States, to help ensure our base pay structures are fair and to identify and address potential issues or disparities.

Also, as permitted by U.S. law, during the annual rewards cycle, we perform an adverse impact analysis on base pay, annual incentives and long-term incentives to help ensure fairness.

When appropriate, we make adjustments.

We support many employee-led inclusion networks, which are an integral part of operationalizing and embedding our diversity, equity and inclusion strategies.

Talent and Development

Compensation and Benefits

We also offer competitive employee benefits packages, which vary by country and region.

Culture and Engagement

For example, our Performance Enablement and

[added: The action also sought a monetary] judgment reimbursing any amounts paid by the plaintiffs in excess of their obligations.

[removed: Two of the insurers, one with a] $15 million policy limit and one with a $25 million policy limit, asserted cross-claims against the Company, alleging that the Company and/or its insurers are responsible for Aqua-Chem’s asbestos liabilities before any obligation is triggered on the part of the cross-claimant insurers to pay for such costs under their policies.

The September 17, [removed: 2015,] [added: 2015] Notice from the IRS retroactively rejected the previously agreed-upon methodology for the 2007 through 2009 tax years in favor of an entirely different methodology, without prior notice to the Company.

Using the new tax calculation methodology, the IRS reallocated over $9 billion of income to the U.S. parent company from its foreign licensees [removed: for tax years 2007 through 2009.]

On November 8, 2023, the Tax Court issued a supplemental [removed: opinion,] [added: opinion] siding with the IRS in concluding both that [added: certain U.S. tax regulations (known as] the blocked-income [removed: regulations] [added: regulations) that address the effect of certain Brazilian legal restrictions on royalty payments by the Company’s licensee in Brazil] apply to the Company’s operations and that the Tax Court opinion in *3M Co. & Subs.

The Company intends to assert its claims on appeal and vigorously defend its [removed: position.][added: positions.]

As a result of this analysis, we recorded a tax reserve of $438 million during the year ended December 31, 2020 related to the application of the resulting methodologies as well as the different tax treatment applicable to dividends originally paid to the U.S. parent company by its foreign licensees, in [removed: reliance upon the Closing Agreement, that would be recharacterized as royalties in accordance with the Opinions and the Company’s analysis.]

The Company’s conclusion that it is more likely than not the Company’s tax positions will ultimately be sustained on appeal is unchanged as of December 31, [removed: 2023.][added: 2024.]

[removed: As a result of the application of] [added: However, based on] the required probability analysis [removed: to these updated calculations] and the accrual of interest through the current reporting period, we updated our tax reserve as of December 31, [removed: 2023] [added: 2024] to [removed: $439] [added: $474] million.

While the Company strongly disagrees with the IRS’ positions and the portions of the Opinions affirming such positions, it is possible that some portion or all of the [removed: adjustment] [added: adjustments] proposed by the IRS and sustained by the Tax Court could ultimately be upheld.

[removed: In that event,] [added: Additionally,] the Company would likely be subject to significant additional liabilities for [removed: tax years 2007 through 2009, and potentially also for] subsequent years, which could have a material adverse impact on the Company’s financial position, results of operations and cash flows.

The Company calculated the potential impact of applying the Tax Court Methodology to reallocate income from foreign licensees potentially covered within the scope of the [removed: Opinions,] [added: Opinions for the 2010 through 2024 tax years,] assuming such methodology were to be ultimately upheld by the [added: courts, and the IRS were to decide to apply that methodology to subsequent years, with consent of the federal courts.]

This impact would include taxes and interest accrued through December 31, [removed: 2023 for the 2007 through 2009 litigated tax years and for subsequent tax years from 2010 through 2023.][added: 2024.]

The Company estimates that the potential aggregate [added: remaining] incremental tax and interest liability [added: for the tax years 2010 through 2024] could be approximately [removed: $16] [added: $12] billion as of December 31, [removed: 2023.][added: 2024.]

Additional income tax and interest [added: on any unpaid potential liabilities for the 2010 through 2024 tax years] would continue to accrue until the time any such potential liability, or portion thereof, were to be paid.

We currently project the continued application of the Tax Court Methodology in [removed: future years,] [added: 2025,] assuming similar facts and circumstances as of December 31, [removed: 2023,] [added: 2024,] would result in an incremental annual tax liability that would increase the Company’s effective tax rate by approximately 3.5%.

[removed: The] [added: On October 22, 2024, the] Company [removed: will have 90 days thereafter to file a notice of appeal] [added: appealed the Tax Court’s decision] to the U.S. Court of Appeals for the Eleventh Circuit.

Two of the insurers, one with a

for tax years 2007 through 2009.

In addition, for its litigation with the IRS and for purposes of its appeal of the Tax Court decision, the Company is currently evaluating the implications of several significant administrative law cases recently decided by the U.S. Supreme Court, most notably *Loper Bright v.

Raimondo*, which overruled *Chevron U.S.A., Inc. v.

NRDC* (“*Chevron*”).

Since 1984, *Chevron* had required that courts defer to agency interpretations of statutes and agency action.

In *Ohio v.

EPA* and *Garland v.

Cargill*, two of the recent decisions, the U.S. Supreme Court demonstrated how courts are to rule on agency interpretations and actions without the deference previously required by *Chevron*.

On August 2, 2024, the Tax Court entered a decision reflecting additional federal income tax of $2.7 billion for the 2007 through 2009 tax years.

With applicable interest, the total liability for the 2007 through 2009 tax years resulting from the Tax Court’s decision is $6.0 billion, for which the IRS issued the Company invoices on September 3, 2024.

The Company paid those invoices (“IRS Tax Litigation Deposit”) on September 10, 2024, which stopped interest from accruing on the additional tax due for the 2007 through 2009 tax years.

That amount, plus interest earned, would be refunded in full or in part if the Company’s tax positions are ultimately sustained on appeal.

For the year ended December 31, 2024, the Company recorded net interest income of $77 million related to this tax payment in the line item income taxes in our consolidated statement of income, in accordance with our accounting policy.

The payment of the IRS invoices and the related accrued interest were recorded in the line item other noncurrent assets in our consolidated balance sheet as of December 31, 2024.

reliance upon the Closing Agreement, that would be recharacterized as royalties in accordance with the Opinions and the Company’s analysis.

In that event, the Company would not receive a refund of the applicable portion or all of the $6.0 billion it paid in response to the IRS invoices issued in September 2024 and the related accrued interest receivable of $103 million as of December 31, 2024.

*Environmental Matters*

On June 20, 2024, the Mayor and City Council of Baltimore filed a lawsuit against the Company and several unrelated parties in the Circuit Court for Baltimore City, Maryland, concerning the environmental impacts of plastic packaging on the city’s lands and waterways.

The complaint asserts claims for (a) violations of various state statutes and local ordinances that prohibit littering or improper dumping of waste on public or private property; (b) unfair, abusive or deceptive trade practices; (c) trespass upon city property; (d) design defects; (e) public nuisance; (f) failure to warn; and (g) negligence.

The complaint seeks injunctive relief, compensatory damages and punitive damages but does not specify an amount of damages sought.

The Company believes it has strong defenses to the claims.

On October 30, 2024, Los Angeles County Counsel filed a lawsuit against the Company, Reyes Coca-Cola Bottling, LLC, as well as other unrelated parties in the Superior Court for the State of California for the County of Los Angeles concerning the environmental impacts of plastic packaging on coastal areas and waterways.

The complaint asserts (a) state-law claims for public nuisance; (b) violations of California’s Unfair Competition Law; and (c) violations of California’s False Advertising Law.

The complaint seeks injunctive relief, restitution and civil penalties but does not specify an amount of damages sought.

The Company believes it has strong defenses to the claims.

The Company removed the action to federal court in December 2024.

The action also sought a monetary

However, we updated our calculation of the methodologies we believe the federal courts could ultimately order to be used in calculating the Company’s tax.

courts, and the IRS were to decide to apply that methodology to subsequent years, with consent of the federal courts.

The Company and the IRS are now in the process of agreeing on the tax impacts of the Opinions.

Subsequent to the completion of this process, the Tax Court will render a decision in the case.

The IRS will then seek to collect, and the Company expects to pay, any additional tax related to the 2007 through 2009 tax years reflected in the Tax Court decision (and interest thereon).

The Company currently estimates that the payment to be made at that time related to the 2007 through 2009 tax years, which is included in the above estimate of the potential aggregate incremental tax and interest liability, would be approximately $5.8 billion (including interest accrued through December 31, 2023), plus any additional interest accrued through the time of payment.

Some or all of this amount, plus accrued interest, would be refunded if the Company were to prevail on appeal.

For the fiscal year ended December 31, [removed: 2023][added: 2024]

[removed: ][added: ]

| [removed: 0.500%] [added: 3.125%] Notes Due [removed: 2024] [added: 2032] | | | [removed: KO24] [added: KO32] | | | New York Stock Exchange | | |

The aggregate market value of the common equity held by non-affiliates of the Registrant (assuming for these purposes, but without conceding, that all executive officers and Directors are “affiliates” of the Registrant) as of June [removed: 30, 2023,] [added: 28, 2024,] the last business day of the Registrant’s most recently completed second fiscal quarter, was [removed: $258,329,040,018] [added: $272,048,494,989] (based on the closing sale price of the Registrant’s Common Stock on that date as reported on the New York Stock Exchange).

The number of shares outstanding of the Registrant’s Common Stock as of February [removed: 16, 2024] [added: 18, 2025] was [removed: 4,312,456,168.][added: 4,301,000,395.]

Portions of the Company’s Proxy Statement for the [removed: 2024] [added: 2025] Annual Meeting of Shareowners are incorporated by reference in Part III.

| | | | [Forward-Looking [removed: Statements](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_10)] [added: Statements](#i9dbdca2a3d754daa96efadd0a7b755b5_10)] | | | [removed: [2](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_10)] [added: [2](#i9dbdca2a3d754daa96efadd0a7b755b5_10)] | | |

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All statements that address operating performance, events or developments that we expect or anticipate will occur in the future — including statements relating to volume growth, share of sales and net income per share growth, [added: cash flow projections,] and statements expressing general views about future operating results — are forward-looking statements.

| 3.375% Notes Due 2037 | | | KO37 | | | New York Stock Exchange | | |

| 3.500% Notes Due 2044 | | | KO44 | | | New York Stock Exchange | | |

| 3.750% Notes Due 2053 | | | KO53 | | | New York Stock Exchange | | |

| [Item 1C.](#i9dbdca2a3d754daa96efadd0a7b755b5_25) | | | [Cybersecurity](#i9dbdca2a3d754daa96efadd0a7b755b5_25) | | | [26](#i9dbdca2a3d754daa96efadd0a7b755b5_25) | | |

| | | | [Signatures](#i9dbdca2a3d754daa96efadd0a7b755b5_256) | | | [136](#i9dbdca2a3d754daa96efadd0a7b755b5_256) | | |

| [Item 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023)[C](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023)[.](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023) | | | [Cybersecurity](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023) | | | [26](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023) | | |

| | | | [Signatures](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_232) | | | [139](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_232) | | |

We face various [removed: cyber] [added: cybersecurity] risks, including, but not limited to, risks related to unauthorized access, misuse, data theft, computer viruses, system disruptions, ransomware, malicious software and other intrusions.

We utilize a multilayered, proactive approach to identify, evaluate, mitigate and prevent potential [removed: cyber] [added: cybersecurity] and information security threats through our cybersecurity risk management program.

Our [removed: newly] acquired businesses and consolidated bottling operations maintain separate cybersecurity [removed: programs] [added: systems] and [removed: processes] [added: environments] that may differ in scope and complexity from [removed: the Company’s overall cybersecurity programs and processes.][added: our own.]

As part of our overall risk mitigation strategy, the Company also maintains [removed: cyber] [added: cybersecurity] insurance coverage; however, such insurance may not be sufficient in type or amount to cover us against claims related to security breaches, cyberattacks and other related [removed: breaches.][added: incidents.]

In order to oversee and identify risks from cybersecurity threats associated with the Company’s independent bottling partners, distributors, wholesalers, retailers and other business partners, as well as our use of third-party service providers, we maintain a [removed: third-party risk management program designed to help protect against the misuse of information technology.]

In addition, our Global Chief Information Security Officer (“CISO”) and other senior leaders regularly meet with key bottling partners to discuss cybersecurity risks and [added: mitigation programs in order to advance risk management capabilities and proactively share cybersecurity guidelines and best practices.]

We [removed: have] [added: do] not [removed: identified] [added: believe that there are currently] any [added: risks from known] cybersecurity threats that have materially affected or are reasonably likely to materially affect [added: the Company, including] our business strategy, results of [removed: our] operations, or financial condition.

However, we have been the target of [removed: cyber attacks] [added: cyberattacks] and expect them to continue as cybersecurity threats have been rapidly evolving in sophistication and becoming more prevalent in the industry.

Our current CISO received his Master of Business Administration degree from Columbia University and has over [removed: 20] [added: 25] years of cybersecurity experience, including relevant prior senior leadership positions held with three other large companies.

The Cybersecurity Oversight Council is sponsored by the Company’s Global General Counsel and CIO and is composed of senior leaders from our privacy, legal, information technology, cybersecurity, internal [removed: audit] [added: audit,] and global security and asset protection functions, among others.

The Cybersecurity Oversight Council meets at least quarterly and has responsibility for oversight and validation of the Company’s cybersecurity strategic direction, [removed: risks and threats, priorities, resource allocation, capabilities] [added: risks, threats] and [removed: planning.][added: priorities.]

The CISO and his [removed: team, as well as the Cybersecurity Oversight Council,] [added: team] are informed about and monitor the prevention, detection, mitigation and remediation of cybersecurity incidents in accordance with the Company’s cyber incident response plan.

In accordance with our [removed: cyber] [added: cybersecurity] incident response plan, the Audit Committee is promptly informed by management of cybersecurity incidents with the potential to materially adversely affect the Company or its information systems and is regularly updated about incidents with lesser impact potential.

In an effort to detect and defend against [removed: cyber] [added: cybersecurity] threats, the Company annually provides its employees with various cybersecurity and data protection training programs.

These programs cover timely and relevant topics, including social engineering, phishing, [added: deep fakes,] password protection, confidential data protection, asset use and mobile security, and educate employees on the importance of reporting all incidents promptly to the Company’s centrally managed cyber defense and security operations.

third-party risk management program designed to help protect against the misuse of information technology.

mitigation programs in order to advance risk management capabilities and proactively share cybersecurity guidelines and best practices.

The following table summarizes our principal production facilities, distribution and storage facilities, and retail stores by operating segment and Corporate as of December 31, [removed: 2023:][added: 2024:]

| Latin America | | | 5 | | | — | | | | | | — | | | — | | | | | | 2 | | | [removed: 6] [added: 5] | | | | | | — | | | — | | |

| North America | | | 10 | | | — | | | | | | 6 | | | 3 | | | | | | — | | | [removed: 39] [added: 29] | | | | | | — | | | 5 | | |

| Asia Pacific | | | [removed: 7] [added: 6] | | | [removed: —] [added: 1] | | | | | | 3 | | | — | | | | | | 3 | | | 4 | | | | | | — | | | — | | |

| Global Ventures | | | 1 | | | — | | | | | | 2 | | | — | | | | | | — | | | 8 | | | | | | — | | | [removed: 1,575] [added: 1,508] | | |

| Bottling Investments | | | — | | | — | | | | | | [removed: 81] [added: 61] | | | 4 | | | | | | [removed: 104] [added: 51] | | | [removed: 112] [added: 79] | | | | | | — | | | — | | |

| Total | | | 30 | | | 1 | | | | | | 74 | | | 7 | | | | | | 63 | | | 157 | | | | | | — | | | 1,526 | | |

| Total | | | 31 | | | — | | | | | | 94 | | | 7 | | | | | | 116 | | | 201 | | | | | | — | | | 1,593 | | |

The following are the executive officers of our Company as of February 20, [removed: 2024:][added: 2025:]

| Manuel Arroyo | | | | | | [removed: 56] [added: 57] | | | | | | Executive Vice President since January 2024. Global Chief Marketing Officer since January 2020 and, prior to that, President of the Asia Pacific Group from January 2019 to December 2020. President of the Mexico business unit from July 2017 to December 2018, and prior to that, General Manager for Iberia from February 2017. Prior to rejoining the Company in February 2017, Chief Executive Officer of Deoleo, S.A., a Spanish multinational olive oil processing company, from May 2015 to September 2016, and Senior Vice President and President, Asia Pacific, of S.C. Johnson & Son, Inc., a multinational consumer product manufacturer, from September 2014 to May 2015. President of the Company’s ASEAN business unit from 2010 to August 2014. | | |

| Henrique Braun | | | | | | [removed: 55] [added: 56] | | | | | | [added: Chief Operating Officer since January 2025 and] Executive Vice President since January [removed: 2024 and] [added: 2024.] President, International Development, with oversight of seven of the Company’s operating units, [removed: since] [added: from] January [removed: 2023.] [added: 2023 to December 2024.] President of the Latin America operating unit from October 2020 to December 2022. President of the Brazil business unit from September 2016 to September 2020, and President of the Greater China and Korea business unit from April 2013 to August 2016. | | |

| Lisa Chang | | | | | | [removed: 55] [added: 56] | | | | | | Executive Vice President since January 2024 and Global Chief People Officer since March 2019 when she joined the Company. Senior Vice President from March 2019 to December 2023. Senior Vice President and Chief Human Resources Officer for AMB Group LLC, which is the investment management and shared services arm of The Blank Family of Businesses, from 2014 through 2018. Prior to joining AMB Group LLC, Vice President of Human Resources for International at Equifax Inc. from 2013 through 2014, where she led human resources for all of its global locations. | | |

| Monica Howard Douglas | | | | | | [removed: 51] [added: 52] | | | | | | Executive Vice President since January 2024 and Global General Counsel since April 2021. Senior Vice President from April 2021 to December 2023, and Chief Compliance Officer and Associate General Counsel of the North America operating unit from January 2018 to April 2021. Legal Director for the Southern and East Africa business unit from September 2013 to December 2017, and Vice President of Supply Chain and Consumer Affairs and Senior Managing Counsel, Coca-Cola Refreshments, from 2008 to September 2013. | | |

| Nikolaos Koumettis | | | | | | [removed: 59] [added: 60] | | | | | | President, Europe operating unit since January 2021, and prior to that, President of the Europe, Middle East and Africa Group from January [removed: 2019.] [added: 2019 to December 2020.] President of the Central and Eastern Europe business unit from April 2016 to December 2018, and President of the Central and Southern Europe business unit from April 2011 to April 2016. | | |

| Jennifer K. Mann | | | | | | [removed: 51] [added: 52] | | | | | | Executive Vice President since January 2024 and President, North America operating unit since January 2023. Senior Vice President from May 2017 to December 2023. President, Global Ventures from January 2019 to December 2022, Chief People Officer from May 2017 to March 2019, and Chief of Staff for James Quincey, then President and Chief Operating Officer and later Chief Executive Officer, from October 2015 to October 2018. Vice President and General Manager of Coca-Cola Freestyle from June 2012 to October 2015. | | |

| John Murphy | | | | | | [removed: 62] [added: 63] | | | | | | President since October 2022 and Chief Financial Officer since March 2019. Executive Vice President from March 2019 to September 2022, and prior to that, Senior Vice President and Deputy Chief Financial Officer from January 2019 to March 2019. President of the Asia Pacific Group from August 2016 to December 2018, and President of the South Latin business unit from January 2013 to August 2016. | | |

| Beatriz Perez | | | | | | [removed: 54] [added: 55] | | | | | | Executive Vice President since January 2024 and Global Chief Communications, Sustainability and Strategic Partnerships Officer since May 2017. Senior Vice President from May 2017 to December 2023. Served as the Company’s first Chief Sustainability Officer from July 2011 to April 2017, and as Vice President, Global Partnerships and Licensing, Retail and Attractions from July 2016 to April 2017. Chair of The Coca-Cola Foundation, Inc., the Company’s primary international philanthropic arm, since October 2017. | | |

| Bruno Pietracci | | | | | | [removed: 49] [added: 50] | | | | | | President, Latin America operating unit since February 2023, and prior to that, President of the Africa operating unit from January 2021 to January 2023. President of the Africa and Middle East business unit from February 2020 to December 2020, President of the South and East Africa business unit from July 2018 to January 2020, and Vice President of operations for the Europe, Middle East and Africa Group from November 2016 to June 2018. | | |

| Nancy Quan | | | | | | [removed: 57] [added: 58] | | | | | | Executive Vice President since January 2024, and prior to that, Senior Vice President from January 2019 to December 2023. Global Chief Technical and Innovation Officer since February 2021, Chief Technical Officer from January 2019 to February 2021, and Chief Technical Officer of Coca-Cola North America from July 2016 to December 2018. Global R&D Officer from January 2012 to July 2016. | | |

| James Quincey | | | | | | [removed: 59] [added: 60] | | | | | | Chairman of the Board of Directors since April 2019 and Chief Executive Officer since May 2017. Elected to the Board of Directors in April 2017. President from August 2015 to December 2018, and Chief Operating Officer from August 2015 to April 2017. | | |

As of February [removed: 16, 2024,] [added: 18, 2025,] there were [removed: 182,362] [added: 176,283] shareowner accounts of record.

The information under the subheading “Equity Compensation Plan Information” under the principal heading “Compensation” in the Company’s Proxy Statement for the [removed: 2024] [added: 2025] Annual Meeting of Shareowners (“Company’s [removed: 2024] [added: 2025] Proxy Statement”), to be filed with the SEC, is incorporated herein by reference.

During the year ended December 31, [removed: 2023,] [added: 2024,] no equity securities of the Company were sold by the Company that were not registered under the Securities Act of 1933, as amended.

The following table presents information with respect to purchases of common stock of the Company made during the three months ended December 31, [removed: 2023] [added: 2024] by the Company or any “affiliated purchaser” of the Company as defined in Rule 10b-18(a)(3) under the Exchange Act:

[removed: ][added: ]

| December 31, | | | [removed: 2018 | | |] 2019 | | | 2020 | | | 2021 | | | 2022 | | | [removed: 2023] [added: 2023] | | | [added: 2024 | | |]

| The Coca-Cola Company | | | $ | 100 | | $ | [removed: 121] [added: 102] | | $ | [removed: 124] [added: 114] | | $ | [removed: 138] [added: 126] | | $ | [removed: 152] [added: 121] | | $ | [removed: 145] [added: 131] | |

| Dow Jones U.S. Food & Beverage Total Return Index | | | 100 | | | [removed: 125] [added: 108] | | | [removed: 135] [added: 123] | | | [removed: 153] [added: 132] | | | [removed: 165] [added: 126] | | | [removed: 158] [added: 121] | | |

The total shareowner return is based on a $100 investment on December 31, [removed: 2018] [added: 2019] and assumes that dividends were reinvested on the day of issuance.

| September 28, 2024 through October 25, 2024 | | | 3,058,248 | | | | | | $ | 69.56 | | 3,056,900 | | | | | | 81,787,197 | | |

| October 26, 2024 through November 22, 2024 | | | 2,924,986 | | | | | | 64.08 | | | 2,924,986 | | | | | | 78,862,211 | | |

| November 23, 2024 through December 31, 2024 | | | 2,522,395 | | | | | | 63.12 | | | 2,512,232 | | | | | | 76,349,979 | | |

| Total | | | 8,505,629 | | | | | | $ | 65.77 | | 8,494,118 | | | | | | | | |

| S&P 500 Index | | | 100 | | | 118 | | | 152 | | | 125 | | | 158 | | | 197 | | |

| September 30, 2023 through October 27, 2023 | | | 2,660,342 | | | | | | $ | 55.28 | | 2,660,200 | | | | | | 119,149,975 | | |

| October 28, 2023 through November 24, 2023 | | | 8,576,806 | | | | | | 57.02 | | | 8,576,806 | | | | | | 110,573,169 | | |

| November 25, 2023 through December 31, 2023 | | | 7,731,904 | | | | | | 58.70 | | | 7,721,097 | | | | | | 102,852,072 | | |

| Total | | | 18,969,052 | | | | | | $ | 57.46 | | 18,958,103 | | | | | | | | |

| S&P 500 Index | | | 100 | | | 131 | | | 156 | | | 200 | | | 164 | | | 207 | | |

| [removed: [Consolidated Statements of Income](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_103)] | | | [removed: | | |] [added: Consolidated net income] | | | [removed: [61](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_103)] [added: $] | [added: 103] | |

| [Consolidated Statements of Comprehensive [removed: Income](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_106)] [added: Income](#i9dbdca2a3d754daa96efadd0a7b755b5_127)] | | | | | | | | | [removed: [62](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_106)] [added: [63](#i9dbdca2a3d754daa96efadd0a7b755b5_127)] | | |

| [Consolidated Balance [removed: Sheets](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_109)] [added: Sheets](#i9dbdca2a3d754daa96efadd0a7b755b5_130)] | | | | | | | | | [removed: [63](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_109)] [added: [64](#i9dbdca2a3d754daa96efadd0a7b755b5_130)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_112)] [added: Flows](#i9dbdca2a3d754daa96efadd0a7b755b5_133)] | | | | | | | | | [removed: [64](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_112)] [added: [65](#i9dbdca2a3d754daa96efadd0a7b755b5_133)] | | |

| [Consolidated Statements of Shareowners’ [removed: Equity](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_115)] [added: Equity](#i9dbdca2a3d754daa96efadd0a7b755b5_136)] | | | | | | | | | [removed: [65](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_115)] [added: [66](#i9dbdca2a3d754daa96efadd0a7b755b5_136)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_118)] [added: Statements](#i9dbdca2a3d754daa96efadd0a7b755b5_139)] | | | | | | | | | [removed: [66](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_118)] [added: [67](#i9dbdca2a3d754daa96efadd0a7b755b5_139)] | | |

| | | | [Note [removed: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_121)] [added: 1](#i9dbdca2a3d754daa96efadd0a7b755b5_142)] | | | [Business and Summary of Significant Accounting [removed: Policies](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_121)] [added: Policies](#i9dbdca2a3d754daa96efadd0a7b755b5_142)] | | | [removed: [66](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_121)] [added: [67](#i9dbdca2a3d754daa96efadd0a7b755b5_142)] | | |

| | | | [Note [removed: 2](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_124)] [added: 2](#i9dbdca2a3d754daa96efadd0a7b755b5_145)] | | | [Acquisitions and [removed: Divestitures](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_124)] [added: Divestitures](#i9dbdca2a3d754daa96efadd0a7b755b5_145)] | | | [removed: [72](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_124)] [added: [74](#i9dbdca2a3d754daa96efadd0a7b755b5_145)] | | |

| | | | [Note [removed: 3](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_127)] [added: 3](#i9dbdca2a3d754daa96efadd0a7b755b5_148)] | | | [Net Operating [removed: Revenues](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_127)] [added: Revenues](#i9dbdca2a3d754daa96efadd0a7b755b5_148)] | | | [removed: [74](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_127)] [added: [75](#i9dbdca2a3d754daa96efadd0a7b755b5_148)] | | |

| | | | [Note [removed: 5](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_133)] [added: 5](#i9dbdca2a3d754daa96efadd0a7b755b5_154)] | | | [Hedging Transactions and Derivative Financial [removed: Instruments](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_133)] [added: Instruments](#i9dbdca2a3d754daa96efadd0a7b755b5_154)] | | | [removed: [78](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_133)] [added: [79](#i9dbdca2a3d754daa96efadd0a7b755b5_154)] | | |

| | | | [Note [removed: 6](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_136)] [added: 6](#i9dbdca2a3d754daa96efadd0a7b755b5_157)] | | | [Equity Method [removed: Investments](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_136)] [added: Investments](#i9dbdca2a3d754daa96efadd0a7b755b5_157)] | | | [removed: [84](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_136)] [added: [85](#i9dbdca2a3d754daa96efadd0a7b755b5_157)] | | |

| [added: Accounts payable and accrued expenses] | | | [removed: [Note 8](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_142)] [added: (68)] | | | [removed: [Accounts Payable and Accrued Expenses](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_142)] [added: (67)] | | | [removed: [86](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_142)] | | | [added: (6) | | | (4) | | |]

| | | | [removed: [Note](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2031) [9](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2031)] [added: [Note 9](#i9dbdca2a3d754daa96efadd0a7b755b5_166)] | | | [Supply Chain Finance [removed: Program](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2031)] [added: Program](#i9dbdca2a3d754daa96efadd0a7b755b5_166)] | | | [removed: [86](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2031)] [added: [86](#i9dbdca2a3d754daa96efadd0a7b755b5_166)] | | |

| | | | [Note [removed: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_148)[1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_148)] [added: 11](#i9dbdca2a3d754daa96efadd0a7b755b5_172)] | | | [Debt and Borrowing [removed: Arrangements](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_148)] [added: Arrangements](#i9dbdca2a3d754daa96efadd0a7b755b5_172)] | | | [removed: [87](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_148)] [added: [87](#i9dbdca2a3d754daa96efadd0a7b755b5_172)] | | |

| | | | [Note [removed: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_151)[2](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_151)] [added: 12](#i9dbdca2a3d754daa96efadd0a7b755b5_175)] | | | [Commitments and [removed: Contingencies](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_151)] [added: Contingencies](#i9dbdca2a3d754daa96efadd0a7b755b5_175)] | | | [removed: [88](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_151)] [added: [88](#i9dbdca2a3d754daa96efadd0a7b755b5_175)] | | |

| | | | [Note [removed: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_154)[3](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_154)] [added: 13](#i9dbdca2a3d754daa96efadd0a7b755b5_178)] | | | [Stock-Based Compensation [removed: Plans](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_154)] [added: Plans](#i9dbdca2a3d754daa96efadd0a7b755b5_178)] | | | [removed: [91](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_154)] [added: [91](#i9dbdca2a3d754daa96efadd0a7b755b5_178)] | | |

| | | | [Note [removed: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_157)[4](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_157)] [added: 14](#i9dbdca2a3d754daa96efadd0a7b755b5_181)] | | | [Pension and Other Postretirement Benefit [removed: Plans](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_157)] [added: Plans](#i9dbdca2a3d754daa96efadd0a7b755b5_181)] | | | [removed: [94](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_157)] [added: [94](#i9dbdca2a3d754daa96efadd0a7b755b5_181)] | | |

| | | | [Note [removed: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_163)[6](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_163)] [added: 16](#i9dbdca2a3d754daa96efadd0a7b755b5_187)] | | | [Other Comprehensive [removed: Income](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_163)] [added: Income](#i9dbdca2a3d754daa96efadd0a7b755b5_187)] | | | [removed: [105](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_163)] [added: [104](#i9dbdca2a3d754daa96efadd0a7b755b5_187)] | | |

| | | | [Note [removed: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_166)[7](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_166)] [added: 17](#i9dbdca2a3d754daa96efadd0a7b755b5_190)] | | | [Fair Value [removed: Measurements](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_166)] [added: Measurements](#i9dbdca2a3d754daa96efadd0a7b755b5_190)] | | | [removed: [108](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_166)] [added: [107](#i9dbdca2a3d754daa96efadd0a7b755b5_190)] | | |

| | | | [Note [removed: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_169)[8](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_169)] [added: 18](#i9dbdca2a3d754daa96efadd0a7b755b5_193)] | | | [Significant Operating and Nonoperating [removed: Items](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_169)] [added: Items](#i9dbdca2a3d754daa96efadd0a7b755b5_193)] | | | [removed: [114](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_169)] [added: [112](#i9dbdca2a3d754daa96efadd0a7b755b5_193)] | | |

| | | | [Note [removed: 2](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_178)[1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_178)] [added: 21](#i9dbdca2a3d754daa96efadd0a7b755b5_202)] | | | [Net Change in Operating Assets and [removed: Liabilities](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_178)] [added: Liabilities](#i9dbdca2a3d754daa96efadd0a7b755b5_202)] | | | [removed: [122](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_178)] [added: [118](#i9dbdca2a3d754daa96efadd0a7b755b5_202)] | | |

| [Report of Independent Registered Public Accounting [removed: Fir](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_184)[m](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_184)] [added: Fir](#i9dbdca2a3d754daa96efadd0a7b755b5_208)[m](#i9dbdca2a3d754daa96efadd0a7b755b5_208)] (PCAOB ID: 42) | | | | | | | | | [removed: [125](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_184)] [added: [121](#i9dbdca2a3d754daa96efadd0a7b755b5_208)] | | |

| [Report of Independent Registered Public Accounting Firm on Internal Control Over Financial [removed: Reporting](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_187)] [added: Reporting](#i9dbdca2a3d754daa96efadd0a7b755b5_211)] | | | | | | | | | [removed: [127](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_187)] [added: [123](#i9dbdca2a3d754daa96efadd0a7b755b5_211)] | | |

| Year Ended December 31, | | | [removed: 2023] [added: 2024] | | | [removed: 2022] [added: 2023] | | | [removed: 2021] [added: 2022] | | |

| Net Operating Revenues | | | $ | [removed: 45,754] [added: 47,061] | | $ | [removed: 43,004] [added: 45,754] | | $ | [removed: 38,655] [added: 43,004] | |

| Cost of goods sold | | | [removed: 18,520] [added: 18,324] | | | [removed: 18,000] [added: 18,520] | | | [removed: 15,357] [added: 18,000] | | |

| Gross Profit | | | [removed: 27,234] [added: 28,737] | | | [removed: 25,004] [added: 27,234] | | | [removed: 23,298] [added: 25,004] | | |

| Selling, general and administrative expenses | | | [removed: 13,972] [added: 14,582] | | | [removed: 12,880] [added: 13,972] | | | [removed: 12,144] [added: 12,880] | | |

| Other operating charges | | | [removed: 1,951] [added: 4,163] | | | [removed: 1,215] [added: 1,951] | | | [removed: 846] [added: 1,215] | | |

| Operating Income | | | [removed: 11,311] [added: 9,992] | | | [removed: 10,909] [added: 11,311] | | | [removed: 10,308] [added: 10,909] | | |

| Interest income | | | [removed: 907] [added: 988] | | | [removed: 449] [added: 907] | | | [removed: 276] [added: 449] | | |

| Interest expense | | | [removed: 1,527] [added: 1,656] | | | [removed: 882] [added: 1,527] | | | [removed: 1,597] [added: 882] | | |

| Equity income (loss) — net | | | [removed: 1,691] [added: 1,770] | | | [removed: 1,472] [added: 1,691] | | | [removed: 1,438] [added: 1,472] | | |

| Other income (loss) — net | | | [removed: 570] [added: 1,992] | | | [removed: (262)] [added: 570] | | | [removed: 2,000] [added: (262)] | | |

| Income Before Income Taxes | | | [removed: 12,952] [added: 13,086] | | | [removed: 11,686] [added: 12,952] | | | [removed: 12,425] [added: 11,686] | | |

| Income taxes | | | [removed: 2,249] [added: 2,437] | | | [removed: 2,115] [added: 2,249] | | | [removed: 2,621] [added: 2,115] | | |

| Consolidated Net Income | | | [removed: 10,703] [added: 10,649] | | | [removed: 9,571] [added: 10,703] | | | [removed: 9,804] [added: 9,571] | | |

| Less: Net income (loss) attributable to noncontrolling interests | | | [removed: (11)] [added: 18] | | | [removed: 29] [added: (11)] | | | [removed: 33] [added: 29] | | |

| Net Income Attributable to Shareowners of The Coca-Cola Company | | | $ | [removed: 10,714] [added: 10,631] | | $ | [removed: 9,542] [added: 10,714] | | $ | [removed: 9,771] [added: 9,542] | |

| Basic Net Income Per Share1 | | | $ | [removed: 2.48] [added: 2.47] | | $ | [removed: 2.20] [added: 2.48] | | $ | [removed: 2.26] [added: 2.20] | |

| [Consolidated Statements of Income](#i9dbdca2a3d754daa96efadd0a7b755b5_124) | | | | | | | | | [62](#i9dbdca2a3d754daa96efadd0a7b755b5_124) | | |

| | | | [Note 4](#i9dbdca2a3d754daa96efadd0a7b755b5_151) | | | [Investments](#i9dbdca2a3d754daa96efadd0a7b755b5_151) | | | [77](#i9dbdca2a3d754daa96efadd0a7b755b5_151) | | |

| | | | [Note 7](#i9dbdca2a3d754daa96efadd0a7b755b5_160) | | | [Goodwill](#i9dbdca2a3d754daa96efadd0a7b755b5_160) | | | [85](#i9dbdca2a3d754daa96efadd0a7b755b5_160) | | |

| | | | [Note 8](#i9dbdca2a3d754daa96efadd0a7b755b5_163) | | | [Accounts Payable and Accrued Expenses](#i9dbdca2a3d754daa96efadd0a7b755b5_163) | | | [86](#i9dbdca2a3d754daa96efadd0a7b755b5_163) | | |

| | | | [Note 10](#i9dbdca2a3d754daa96efadd0a7b755b5_169) | | | [Leases](#i9dbdca2a3d754daa96efadd0a7b755b5_169) | | | [86](#i9dbdca2a3d754daa96efadd0a7b755b5_169) | | |

| | | | [Note 15](#i9dbdca2a3d754daa96efadd0a7b755b5_184) | | | [Income Taxes](#i9dbdca2a3d754daa96efadd0a7b755b5_184) | | | [100](#i9dbdca2a3d754daa96efadd0a7b755b5_184) | | |

| | | | [Note 19](#i9dbdca2a3d754daa96efadd0a7b755b5_196) | | | [Restructuring](#i9dbdca2a3d754daa96efadd0a7b755b5_196) | | | [113](#i9dbdca2a3d754daa96efadd0a7b755b5_196) | | |

| | | | [Note 20](#i9dbdca2a3d754daa96efadd0a7b755b5_199) | | | [Operating Segments](#i9dbdca2a3d754daa96efadd0a7b755b5_199) | | | [114](#i9dbdca2a3d754daa96efadd0a7b755b5_199) | | |

| [Report of Management](#i9dbdca2a3d754daa96efadd0a7b755b5_205) | | | | | | | | | [119](#i9dbdca2a3d754daa96efadd0a7b755b5_205) | | |

We invest in limited partnerships that receive tax credits and other tax benefits by constructing, owning and operating alternative energy generation facilities.

Investments of this nature are included in the line item other noncurrent assets in our consolidated balance sheet.

We generate a return through the receipt of tax credits, other tax benefits and cash distributions.

We have elected to apply the proportional amortization method (“PAM”) of accounting to these investments.

In accordance with PAM accounting, the Company amortizes the cost of its investments in the line item income taxes in our consolidated statement of income based on the proportion of the income tax benefits received during the period to the total income tax benefits expected to be received over the life of the investments.

The income tax credits and other income tax benefits earned reduce our income tax payments and are recorded in the line item net change in operating assets and liabilities in our consolidated statement of cash flows.

In November 2024, the FASB issued ASU 2024-03, *Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40)*, which requires additional disclosures around specific expense categories in the notes to the financial statements.

The additional annual disclosures are effective for our year ending December 31, 2027, and the additional interim disclosures are effective in 2028.

These disclosures will be applied prospectively.

In 2024, we invested $226 million in alternative energy limited partnerships.

During 2024, proceeds from disposals of businesses, equity method investments and nonmarketable securities totaled $3,485 million, which primarily related to the refranchising of the Company’s bottling operations that were classified as held for sale as of December 31, 2023.

Also included was the sale of our ownership interest in an equity method investee in Thailand, for which we received net cash proceeds of $718 million and recognized a net gain of $506 million, including the impact of post-closing adjustments.

We also sold a portion of our interest in Coca-Cola Consolidated, Inc. (“Coke Consolidated”), an equity method investee, to Coke Consolidated, for which we received cash proceeds of $554 million and recognized a net gain of $338 million.

Additionally, we refranchised our bottling operations in additional territories in India for which we received cash proceeds of $17 million and recognized a net gain of $13 million.

Also included was the sale of our ownership interest in an equity method investee in Pakistan, for which we received cash proceeds of $100 million and a note receivable of $200 million.

The Company refranchised its bottling operations in certain territories in India in January and February of 2024, for which we received net cash proceeds of $474 million and recognized a net gain of $290 million, including the impact of post-closing adjustments.

The Company refranchised its bottling operations in Bangladesh to Coca-Cola İçecek A.Ş.

(“CCI”), an equity method investee, in February 2024, for which we received net cash proceeds of $27 million and a note receivable of $29 million and recognized a net loss of $18 million, primarily due to the related reversal of cumulative translation adjustments.

Additionally, in February 2024, the Company refranchised its bottling operations in the Philippines to CCEP and a local business partner, for which we received net cash proceeds of $1,652 million and recognized a net gain of $595 million, including the impact of post-closing adjustments.

| Concentrate operations | | | $ | 8,813 | | $ | 18,912 | | $ | 27,725 | |

| Total | | | $ | 18,362 | | $ | 28,699 | | $ | 47,061 | |

| December 31, 2024 | | | | | | | | |

| December 31, 2024 | | | | | | | | | | | | | | |

| Total debt securities | | | $ | 1,773 | | $ | 22 | | $ | (119) | | $ | 1,676 | |

| Within 1 year | | | $ | 299 | | $ | 296 | | | | | | | | | | |

| After 10 years | | | 177 | | | 161 | | | | | | | | | | | |

| Total | | | $ | 1,728 | | $ | 1,631 | | | | | | | | | | |

| Commodity contracts | | | Prepaid expenses and other current assets | | | 7 | | | 5 | | |

As of December 31, 2024, we did not have any interest rate swaps designated as a cash flow hedge.

| Total | | | $ | 428 | | | | | | | | $ | 50 | | | | | | | |

| 2024 | | | 2023 | | | 2022 | | | | | | | | |

| | | | [Note 4](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_130) | | | [Investments](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_130) | | | [76](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_130) | | |

| | | | [Note 7](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_139) | | | [Intangible Assets](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_139) | | | [84](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_139) | | |

| | | | [Note](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_145) [10](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_145) | | | [Leases](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_145) | | | [86](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_145) | | |

| | | | [Note 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_160)[5](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_160) | | | [Income Taxes](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_160) | | | [102](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_160) | | |

| | | | [Note 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_172)[9](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_172) | | | [Restructuring](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_172) | | | [115](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_172) | | |

| | | | [Note](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_175) [20](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_175) | | | [Operating Segments](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_175) | | | [117](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_175) | | |

| [Report of Management](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_181) | | | | | | | | | [123](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_181) | | |

| | | | | | | | | |

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

| Other investments | | | 118 | | | 501 | | |

| Adoption of accounting standards1 | | | — | | | — | | | 19 | | |

| Contributions by noncontrolling interests | | | — | | | — | | | 20 | | |

1 Represents the adoption of Accounting Standards Update (“ASU”) 2019-12, *Simplifying the Accounting for Income Taxes*, effective January 1, 2021.

*Investments in Equity and Debt Securities*

During 2021, our Company’s acquisitions of businesses, equity method investments and nonmarketable securities totaled $4,766 million, which primarily related to the acquisition of the remaining ownership interest in BA Sports Nutrition, LLC (“BodyArmor”).

*BA Sports Nutrition, LLC*

In November 2021, the Company acquired the remaining 85% ownership interest in, and now owns 100% of, BodyArmor, which offers a line of sports performance and hydration beverages in the United States.

We acquired the remaining ownership interest in exchange for approximately $5,600 million of cash, of which $4,745 million was paid at close, net of cash acquired.

The purchase price reflected the contractual discount included in the purchase option we obtained with our initial investment in 2018.

The remaining $860 million of the purchase price was held back related to indemnification obligations, of which $549 million had been paid as of December 31, 2022 and $311 million was paid in 2023.

Upon consolidation, we recognized a gain of $834 million resulting from the remeasurement of our previously held equity interest in BodyArmor to fair value, which

Upon finalization of purchase accounting, $4.2 billion of the purchase price was allocated to the BodyArmor trademark and $2.2 billion was allocated to goodwill, of which $1.2 billion is tax deductible.

The goodwill recognized as part of this acquisition is primarily related to the synergistic value created from leveraging the capabilities, assets and scale of the Company and the opportunity for international expansion.

It also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

Of the total amount allocated to goodwill, $1.9 billion has been assigned to the North America operating segment and $0.3 billion has been assigned to our other geographic operating segments.

During 2021, proceeds from disposals of businesses, equity method investments and nonmarketable securities totaled $2,180 million, which primarily related to the sale of our ownership interest in Coca-Cola Amatil Limited (“CCA”), an equity method investee, to Coca-Cola Europacific Partners plc (“CCEP”), also an equity method investee.

We received cash proceeds of $1,738 million and recognized a net gain of $695 million as a result of the sale and the related reversal of cumulative translation adjustments.

We received cash proceeds of $293 million and recognized a net gain of $114 million as a result of these sales.

This advance was included in the line item accounts payable and accrued expenses in our consolidated balance sheet as of December 31, 2022, and was included in the line item other investing activities in our consolidated statement of cash flows for the year ended December 31, 2022.

| Cash, cash equivalents and short-term investments | | | $ | 37 | | $ | 229 | |

| Total | | | $ | 13,010 | | $ | 25,645 | | $ | 38,655 | |

| December 31, 2022 | | | | | | | | |

| Other investments | | | 459 | | | 42 | | |

| December 31, 2022 | | | | | | | | | | | | | | |

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

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

| Total debt securities | | | $ | 41 | | $ | 1,134 | | | | | $ | 39 | | $ | 944 | |

| Within 1 year | | | $ | 484 | | $ | 483 | | | | | | | | | | |

| After 10 years | | | 195 | | | 176 | | | | | | | | | | | |

| Total | | | $ | 1,136 | | $ | 1,134 | | | | | | | | | | |

Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of December 31, [removed: 2023.][added: 2024.]

The report of management on our internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] and the attestation report of our independent registered public accounting firm on our internal control over financial reporting are set forth in Part II, “Item 8.

There have been no changes in the Company’s internal control over financial reporting during the quarter ended December 31, [removed: 2023] [added: 2024] that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

[removed: None] [added: During the fiscal quarter ended December 31, 2024, none] of our Directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, [removed: during the fiscal quarter ended December 31, 2023.][added: except as follows:]

Jennifer K.

Mann, Executive Vice President and President, North America operating unit, adopted a Rule 10b5-1 trading arrangement on November 22, 2024 for the potential exercise of vested stock options and the associated sale of up to 80,820 shares of common stock of the Company, subject to certain conditions.

The arrangement’s expiration date is November 1, 2025, or such earlier date upon which all transactions are completed.

This trading plan was adopted during an open trading window.

The information required by this item is incorporated by reference to the Company’s 2025 Proxy Statement to be filed with the Securities and Exchange Commission (“SEC”) within 120 days of the fiscal year ended December 31, 2024.

The information regarding Directors under the subheadings “Item 1 Election of Directors,” “Board Membership Criteria,” “Director Nomination Process” and “Biographical Information About Our Director Nominees” under the principal heading “Governance”; the information regarding the Codes of Business Conduct under the subheading “Additional Governance Matters” under the principal heading “Governance”; the information under the subheading “Delinquent Section 16(a) Reports” under the principal heading “Share Ownership”; and the information regarding the Audit Committee under the subheading “Board and Committee Governance” under the principal heading “Governance” in the Company’s 2024 Proxy Statement are incorporated herein by reference.

The information required by this item is incorporated by reference to the Company’s 2025 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, 2024.

The information under the subheading “Director Compensation” under the principal heading “Governance”; the information under the subheadings “Compensation Discussion and Analysis”; “Compensation Committee Report”; “Compensation Committee Interlocks and Insider Participation”; “Compensation Tables”; “Payments on Termination or Change in Control” and “Pay Ratio Disclosure” under the principal heading “Compensation”; and the information under the subheading “Annex B — Summary of Plans” under the principal heading “Annexes” in the Company’s 2024 Proxy Statement are incorporated herein by reference.

The information required by this item is incorporated by reference to the Company’s 2025 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, 2024.

The information under the subheading “Equity Compensation Plan Information” under the principal heading “Compensation” and the information under the principal heading “Share Ownership” in the Company’s 2024 Proxy Statement are incorporated herein by reference.

The information required by this item is incorporated by reference to the Company’s 2025 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, 2024.

The information under the subheading “Director Independence and Related Person Transactions” under the principal heading

“Governance” in the Company’s 2024 Proxy Statement is incorporated herein by reference.

The information required by this item is incorporated by reference to the Company’s 2025 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, 2024.

The information regarding Audit Fees, Audit-Related Fees, Tax Fees, All Other Fees and Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors under the subheading “Item 5 Ratification of the Appointment of Ernst & Young LLP as Independent Auditors” under the principal heading “Audit Matters” in the Company’s 2024 Proxy Statement is incorporated herein by reference.

Consolidated Statements of Income — Years Ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]

Consolidated Statements of Comprehensive Income — Years Ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]

Consolidated Balance Sheets — December 31, [removed: 2023] [added: 2024] and [removed: 2022][added: 2023]

Consolidated Statements of Cash Flows — Years Ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]

Consolidated Statements of Shareowners’ Equity — Years Ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]

| [removed: [3.1](http://www.sec.gov/Archives/edgar/data/21344/000002134412000051/a20120928ex-31.htm)] [added: [3.1](https://www.sec.gov/Archives/edgar/data/21344/000002134412000051/a20120928ex-31.htm)] | | | | | | [Certificate of Incorporation of the Company, including Amendment of Certificate of Incorporation, dated July 27, 2012 — incorporated herein by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 28, [removed: 2012.](http://www.sec.gov/Archives/edgar/data/21344/000002134412000051/a20120928ex-31.htm)] [added: 2012.](https://www.sec.gov/Archives/edgar/data/21344/000002134412000051/a20120928ex-31.htm)] | | | | | |

| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit41.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/21344/000002134425000011/a20241231exhibit41.htm)] | | | | | | [Description of the Company’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit41.htm)] [added: 1934](https://www.sec.gov/Archives/edgar/data/21344/000002134425000011/a20241231exhibit41.htm)[, as amended](https://www.sec.gov/Archives/edgar/data/21344/000002134425000011/a20241231exhibit41.htm)[.](https://www.sec.gov/Archives/edgar/data/21344/000002134425000011/a20241231exhibit41.htm)] | | | | | |

| [removed: [4.3](http://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d1.htm)] [added: [4.3](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d1.htm)] | | | | | | [Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 25, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d1.htm)] [added: 2017.](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d1.htm)] | | | | | |

| [removed: [4.4](http://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d2.htm)] [added: [4.4](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d2.htm)] | | | | | | [First Supplemental Indenture, dated as of February 24, 1992, to Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on May 25, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d2.htm)] [added: 2017.](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d2.htm)] | | | | | |

| [removed: [4.5](http://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d3.htm)] [added: [4.5](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d3.htm)] | | | | | | [Second Supplemental Indenture, dated as of November 1, 2007, to Amended and Restated Indenture, dated as of April 26, 1988, as amended, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on May 25, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d3.htm)] [added: 2017.](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d3.htm)] | | | | | |

| [removed: [4.6](http://www.sec.gov/Archives/edgar/data/21344/000110465914067294/a14-20868_5ex4d4.htm)] [added: [4.6](https://www.sec.gov/Archives/edgar/data/21344/000110465914067294/a14-20868_5ex4d4.htm)] | | | | | | [Form of Note for 1.875% Notes due 2026 — incorporated herein by reference to Exhibit 4.4 to the Company’s Registration Statement on Form 8-A filed on September 19, [removed: 2014.](http://www.sec.gov/Archives/edgar/data/21344/000110465914067294/a14-20868_5ex4d4.htm)] [added: 2014.](https://www.sec.gov/Archives/edgar/data/21344/000110465914067294/a14-20868_5ex4d4.htm)] | | | | | |

| [removed: [4.7](http://www.sec.gov/Archives/edgar/data/21344/000110465915017732/a15-5356_5ex4d7.htm)] [added: [4.7](https://www.sec.gov/Archives/edgar/data/21344/000110465915017732/a15-5356_5ex4d7.htm)] | | | | | | [Form of Note for 1.125% Notes due 2027 — incorporated herein by reference to Exhibit 4.7 to the Company’s Registration Statement on Form 8-A filed on March 6, [removed: 2015.](http://www.sec.gov/Archives/edgar/data/21344/000110465915017732/a15-5356_5ex4d7.htm)] [added: 2015.](https://www.sec.gov/Archives/edgar/data/21344/000110465915017732/a15-5356_5ex4d7.htm)] | | | | | |

| [removed: [4.8](http://www.sec.gov/Archives/edgar/data/21344/000110465915017732/a15-5356_5ex4d8.htm)] [added: [4.8](https://www.sec.gov/Archives/edgar/data/21344/000110465915017732/a15-5356_5ex4d8.htm)] | | | | | | [Form of Note for 1.625% Notes due 2035 — incorporated herein by reference to Exhibit 4.8 to the Company’s Registration Statement on Form 8-A filed on March 6, [removed: 2015.](http://www.sec.gov/Archives/edgar/data/21344/000110465915017732/a15-5356_5ex4d8.htm)] [added: 2015.](https://www.sec.gov/Archives/edgar/data/21344/000110465915017732/a15-5356_5ex4d8.htm)] | | | | | |

| [removed: [4.9](http://www.sec.gov/Archives/edgar/data/21344/000110465916142970/a16-17466_6ex4d4.htm)] [added: [4.9](https://www.sec.gov/Archives/edgar/data/21344/000110465916142970/a16-17466_6ex4d4.htm)] | | | | | | [Form of Note for 1.100% Notes due 2036 — incorporated herein by reference to Exhibit 4.4 to the Company’s Registration Statement on Form 8-A filed on September 2, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/21344/000110465916142970/a16-17466_6ex4d4.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/21344/000110465916142970/a16-17466_6ex4d4.htm)] | | | | | |

| [removed: [4.10](http://www.sec.gov/Archives/edgar/data/21344/000110465917015536/a17-7082_7ex4d6.htm)] [added: [4.11](https://www.sec.gov/Archives/edgar/data/21344/000110465919013649/a19-5248_7ex4d6.htm)] | | | | | | [Form of Note for [removed: 0.500%] [added: 0.750%] Notes due [removed: 2024] [added: 2026] — incorporated herein by reference to Exhibit 4.6 to the Company’s [removed: Registration Statement] [added: Current Report] on Form [removed: 8-A] [added: 8-K] filed on March [removed: 9, 2017.](http://www.sec.gov/Archives/edgar/data/21344/000110465917015536/a17-7082_7ex4d6.htm)] [added: 8, 2019.](https://www.sec.gov/Archives/edgar/data/21344/000110465919013649/a19-5248_7ex4d6.htm)] | | | | | |

| [removed: [4.11](http://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d5.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d5.htm)[0](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d5.htm)] | | | | | | [Form of Note for 2.900% Notes due 2027 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on May 25, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d5.htm)] [added: 2017.](https://www.sec.gov/Archives/edgar/data/21344/000110465917035229/a17-12823_3ex4d5.htm)] | | | | | |

| [removed: [4.12](http://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-4.htm)] [added: [4.13](https://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-5.htm)] | | | | | | [Form of Note for [removed: 1.750%] [added: 2.125%] Notes due [removed: 2024] [added: 2029] — incorporated herein by reference to Exhibit [removed: 4.4] [added: 4.5] to the Company’s Current Report on Form 8-K filed on [removed: September](http://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-4.htm) [9, 2019.](http://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-4.htm)] [added: September 9, 2019.](https://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-5.htm)] | | | | | |

| [removed: [4.13](http://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-5.htm)] [added: [4.24](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-5.htm)] | | | | | | [Form of Note for [removed: 2.125%] [added: 0.375%] Notes due [removed: 2029] [added: 2033] — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on September [removed: 9, 2019.](http://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-5.htm)] [added: 18, 2020.](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-5.htm)] | | | | | |

| [removed: [4.14](http://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-5.htm)] [added: [4.14](https://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-5.htm)] | | | | | | [Form of Note for 3.375% Notes due 2027 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on March 25, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-5.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-5.htm)] | | | | | |

| [removed: [4.15](http://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-6.htm)] [added: [4.15](https://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-6.htm)] | | | | | | [Form of Note for 3.450% Notes due 2030 — incorporated herein by reference to Exhibit 4.6 to the Company’s Current Report on Form 8-K filed on March 25, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-6.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-6.htm)] | | | | | |

| [removed: [4.16](http://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-7.htm)] [added: [4.16](https://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-7.htm)] | | | | | | [Form of Note for 4.125% Notes due 2040 — incorporated herein by reference to Exhibit 4.7 to the Company’s Current Report on Form 8-K filed on March 25, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-7.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-7.htm)] | | | | | |

| [removed: [4.17](http://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-8.htm)] [added: [4.17](https://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-8.htm)] | | | | | | [Form of Note for 4.200% Notes due 2050 — incorporated herein by reference to Exhibit 4.8 to the Company’s Current Report on Form 8-K filed on March 25, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-8.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920038321/tm2013248d2_ex4-8.htm)] | | | | | |

| [removed: [4.18](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-4.htm)] [added: [4.18](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-4.htm)] | | | | | | [Form of Note for 1.450% Notes due 2027 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on May 4, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-4.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-4.htm)] | | | | | |

| [removed: [4.19](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-5.htm)] [added: [4.19](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-5.htm)] | | | | | | [Form of Note for 1.650% Notes due 2030 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on May 4, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-5.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-5.htm)] | | | | | |

| [removed: [4.20](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-6.htm)] [added: [4.20](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-6.htm)] | | | | | | [Form of Note for 2.500% Notes due 2040 — incorporated herein by reference to Exhibit 4.6 to the Company’s Current Report on Form 8-K filed on May 4, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-6.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-6.htm)] | | | | | |

| [removed: [4.21](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-7.htm)] [added: [4.21](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-7.htm)] | | | | | | [Form of Note for 2.600% Notes due 2050 — incorporated herein by reference to Exhibit 4.7 to the Company’s Current Report on Form 8-K filed on May 4, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-7.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-7.htm)] | | | | | |

| [removed: [4.22](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-8.htm)] [added: [4.22](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-8.htm)] | | | | | | [Form of Note for 2.750% Notes due 2060 — incorporated herein by reference to Exhibit 4.8 to the Company’s Current Report on Form 8-K filed on May 4, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-8.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000110465920055758/tm2017862d4_ex4-8.htm)] | | | | | |

| [removed: [4.23](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-4.htm)] [added: [4.23](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-4.htm)] | | | | | | [Form of Note for 0.125% Notes due 2029 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on September 18, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-4.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-4.htm)] | | | | | |

| [removed: [4.24](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-5.htm)] [added: [4.25](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-6.htm)] | | | | | | [Form of Note for [removed: 0.375%] [added: 0.800%] Notes due [removed: 2033] [added: 2040] — incorporated herein by reference to Exhibit [removed: 4.5] [added: 4.6] to the Company’s Current Report on Form 8-K filed on September 18, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-5.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-6.htm)] | | | | | |

| [removed: [4.25](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-6.htm)] [added: [4.26](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-7.htm)] | | | | | | [Form of Note for [removed: 0.800%] [added: 1.000%] Notes due [removed: 2040] [added: 2028] — incorporated herein by reference to Exhibit [removed: 4.6] [added: 4.7] to the Company’s Current Report on Form 8-K filed on September 18, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-6.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-7.htm)] | | | | | |

| [removed: [4.26](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-7.htm)] [added: [4.27](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-8.htm)] | | | | | | [Form of Note for [removed: 1.000%] [added: 1.375%] Notes due [removed: 2028] [added: 2031] — incorporated herein by reference to Exhibit [removed: 4.7] [added: 4.8] to the Company’s Current Report on Form 8-K filed on September 18, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-7.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-8.htm)] | | | | | |

| [removed: [4.27](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-8.htm)] [added: [4.28](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-9.htm)] | | | | | | [Form of Note for [removed: 1.375%] [added: 2.500%] Notes due [removed: 2031] [added: 2051] — incorporated herein by reference to Exhibit [removed: 4.8] [added: 4.9] to the Company’s Current Report on Form 8-K filed on September 18, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-8.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-9.htm)] | | | | | |

| [removed: [4.28](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-9.htm)] [added: [4.36](https://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-6.htm)] | | | | | | [Form of Note for [removed: 2.500%] [added: 3.000%] Notes due 2051 — incorporated herein by reference to Exhibit [removed: 4.9] [added: 4.6] to the Company’s Current Report on Form 8-K filed on [removed: September 18, 2020.](http://www.sec.gov/Archives/edgar/data/21344/000155278120000488/i20511_ex4-9.htm)] [added: May 5, 2021](https://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-6.htm).] | | | | | |

| [removed: [4.29](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000076/e21091_ex4-4.htm)] [added: [4.29](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000076/e21091_ex4-4.htm)] | | | | | | [Form of Note for 1.500% Notes due 2028 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on March 5, [removed: 2021.](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000076/e21091_ex4-4.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000076/e21091_ex4-4.htm)] | | | | | |

| [removed: [4.30](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000076/e21091_ex4-5.htm)] [added: [4.30](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000076/e21091_ex4-5.htm)] | | | | | | [Form of Note for 2.000% Notes due 2031 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on March 5, [removed: 2021.](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000076/e21091_ex4-5.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000076/e21091_ex4-5.htm)] | | | | | |

| [removed: [4.31](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-4.htm)] [added: [4.31](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-4.htm)] | | | | | | [Form of Note for 0.125% Notes due 2029 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on March 9, [removed: 2021.](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-4.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-4.htm)] | | | | | |

| [removed: [4.32](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-5.htm)] [added: [4.32](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-5.htm)] | | | | | | [Form of Note for 0.500% Notes due 2033 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on March 9, [removed: 2021.](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-5.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-5.htm)] | | | | | |

| [removed: [4.33](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-6.htm)] [added: [4.33](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-6.htm)] | | | | | | [Form of Note for 1.000% Notes due 2041 — incorporated herein by reference to Exhibit 4.6 to the Company’s Current Report on Form 8-K filed on March 9, [removed: 2021.](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-6.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000083/e21102_ex4-6.htm)] | | | | | |

| [removed: [4.34](http://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-4.htm)] [added: [4.34](https://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-4.htm)] | | | | | | [Form of Note for 2.250% Notes due 2032 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on May 5, [removed: 2021.](http://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-4.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-4.htm)] | | | | | |

| [removed: [4.35](http://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-5.htm)] [added: [4.35](https://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-5.htm)] | | | | | | [Form of Note for 2.875% Notes due 2041 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on May 5, [removed: 2021.](http://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-5.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/21344/000155278121000338/e21319_ex4-5.htm)] | | | | | |

| [4.12](https://www.sec.gov/Archives/edgar/data/21344/000110465919013649/a19-5248_7ex4d7.htm) | | | | | | [Form of Note for 1.250% Notes due 2031 — incorporated herein by reference to Exhibit 4.7 to the Company’s Current Report on Form 8-K filed on March 8, 2019.](https://www.sec.gov/Archives/edgar/data/21344/000110465919013649/a19-5248_7ex4d7.htm) | | | | | |

| [4.39](https://www.sec.gov/Archives/edgar/data/21344/000155278124000313/e24242_ex4-4.htm) | | | | | | [Form of Note for 5.000% Notes due 2034 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on May 13, 2024.](https://www.sec.gov/Archives/edgar/data/21344/000155278124000313/e24242_ex4-4.htm) | | | | | |

| [4.40](https://www.sec.gov/Archives/edgar/data/21344/000155278124000313/e24242_ex4-5.htm) | | | | | | [Form of Note for 5.300% Notes due 2054 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on May 13, 2024.](https://www.sec.gov/Archives/edgar/data/21344/000155278124000313/e24242_ex4-5.htm) | | | | | |

| [4.42](https://www.sec.gov/Archives/edgar/data/21344/000155278124000325/e24243_ex4-4.htm) | | | | | | [Form of Note for 3.125% Notes due 2032 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on May 14, 2024.](https://www.sec.gov/Archives/edgar/data/21344/000155278124000325/e24243_ex4-4.htm) | | | | | |

| [4.43](https://www.sec.gov/Archives/edgar/data/21344/000155278124000325/e24243_ex4-5.htm) | | | | | | [Form of Note for 3.500% Notes due 2044 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on May 14, 2024.](https://www.sec.gov/Archives/edgar/data/21344/000155278124000325/e24243_ex4-5.htm) | | | | | |

| [4.44](https://www.sec.gov/Archives/edgar/data/21344/000155278124000487/e24347_ex4-4.htm) | | | | | | [Form of Note for 4.650% Notes due 2034 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on August 14, 2024.](https://www.sec.gov/Archives/edgar/data/21344/000155278124000487/e24347_ex4-4.htm) | | | | | |

| [4.45](https://www.sec.gov/Archives/edgar/data/21344/000155278124000487/e24347_ex4-5.htm) | | | | | | [Form of Note for 5.200% Notes due 2055 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on August 14, 2024.](https://www.sec.gov/Archives/edgar/data/21344/000155278124000487/e24347_ex4-5.htm) | | | | | |

| [4.46](https://www.sec.gov/Archives/edgar/data/21344/000155278124000497/e24348_ex4-4.htm) | | | | | | [Form of Note for 3.375% Notes due 2037 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on August 15, 2024.](https://www.sec.gov/Archives/edgar/data/21344/000155278124000497/e24348_ex4-4.htm) | | | | | |

| [4.47](https://www.sec.gov/Archives/edgar/data/21344/000155278124000497/e24348_ex4-5.htm) | | | | | | [Form of Note for 3.750% Notes due 2053 — incorporated herein by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on August 15, 2024.](https://www.sec.gov/Archives/edgar/data/21344/000155278124000497/e24348_ex4-5.htm) | | | | | |

| [10.5.32](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-101supplementa.htm) | | | | | | [Supplemental Award Notification — 2022 and 2023 Performance Share Units under](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-101supplementa.htm) [the](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-101supplementa.htm) [](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-101supplementa.htm)[2014 Equity Plan — incorporated herein by reference to Exhibit 10.1 to the Company’s Form 8-K filed on August 21, 2024.*](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-101supplementa.htm) | | | | | |

| [10.5.33](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-102supplementa.htm) | | | | | | [Supplemental Award Notification — 2022 and 2023 Restricted Stock Units under](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-102supplementa.htm) [the](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-102supplementa.htm) [](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-102supplementa.htm)[2014 Equity Plan — incorporated herein by reference to Exhibit 10.2 to the Company’s Form 8-K filed on August 21, 2024.*](https://www.sec.gov/Archives/edgar/data/21344/000002134424000047/a20240821ex-102supplementa.htm) | | | | | |