Item 8. Financial Statements and Supplementary Data.

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Mondelēz International, Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Mondelēz International, Inc. and its subsidiaries (the “Company”) as of December 31, 2023 and 2022, and the related consolidated statements of earnings, comprehensive earnings, equity and cash flows for each of the three years in the period ended December 31, 2023, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022**,** and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the Report of Management on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made

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only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Indefinite-Life Intangible Assets Annual Impairment Assessments for Certain Brand Names

As described in Notes 1 and 6 to the consolidated financial statements, the Company’s consolidated indefinite-life intangible assets balance was $18.7 billion as of December 31, 2023, which consists principally of brand names. At least annually management assesses indefinite-life intangible assets for impairment and if significant potential impairment risk exists for a specific asset, management quantitatively tests the asset for impairment by comparing its estimated fair value with its carrying value. Management estimates fair value using several accepted valuation methods, including relief from royalty, excess earnings and excess margin, that utilize estimates of future sales, earnings growth rates, royalty rates and discount rates to determine a brand name’s fair value.

The principal considerations for our determination that performing procedures relating to the indefinite-life intangible assets annual impairment assessments for certain brand names is a critical audit matter are (i) the significant judgment by management when developing the fair value of the indefinite-life intangible assets for certain brand names; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to estimates of future sales, earnings growth rates, royalty rates, and discount rates for certain brand names; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the indefinite-life intangible assets impairment assessments, including controls over the annual valuation of certain brand names. These procedures also included, among others (i) testing management’s process for developing the fair value of the indefinite-life intangible assets for certain brand names; (ii) evaluating the appropriateness of the valuation methods; (iii) testing the completeness and accuracy of underlying data used in the valuation methods; and (iv) evaluating the reasonableness of the significant assumptions used by management related to estimates of future sales, earnings growth rates, royalty rates, and discount rates. Evaluating management’s significant assumptions related to estimates of future sales and earnings growth rates involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the certain brand names; (ii) the consistency with external market and industry data; and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the Company’s valuation methods and (ii) the reasonableness of the royalty rate and discount rate significant assumptions.

/s/ PricewaterhouseCoopers LLP

Chicago, Illinois

February 2, 2024

We have served as the Company’s auditor since 2001.

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Mondelēz International, Inc. and Subsidiaries

Consolidated Statements of Earnings

For the Years Ended December 31

(in millions of U.S. dollars, except per share data)

			2023						2022						2021
Net revenues			$	36,016					$	31,496					$	28,720
Cost of sales			(22,252)						(20,184)						(17,466)
Gross profit			13,764						11,312						11,254
Selling, general and administrative expenses			(8,002)						(7,384)						(6,263)
Asset impairment and exit costs			(217)						(262)						(212)
Net gain on divestitures and acquisitions			108						—						8
Amortization of intangible assets			(151)						(132)						(134)
Operating income			5,502						3,534						4,653
Benefit plan non-service income			82						117						163
Interest and other expense, net			(310)						(423)						(447)
Gain on marketable securities			606						—						—
Earnings before income taxes			5,880						3,228						4,369
Income tax provision			(1,537)						(865)						(1,190)
Gain/(loss) on equity method investment transactions			465						(22)						742
Equity method investment net earnings			160						385						393
Net earnings			4,968						2,726						4,314
less: Noncontrolling interest earnings			(9)						(9)						(14)
Net earnings attributable to Mondelēz International			$	4,959					$	2,717					$	4,300
Per share data:
Basic earnings per share attributable to Mondelēz International			$	3.64					$	1.97					$	3.06
Diluted earnings per share attributable to Mondelēz International			$	3.62					$	1.96					$	3.04

See accompanying notes to the consolidated financial statements.

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Mondelēz International, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Earnings

For the Years Ended December 31

(in millions of U.S. dollars)

			2023						2022						2021
Net earnings			$	4,968					$	2,726					$	4,314
Other comprehensive earnings/(losses), net of tax:
Currency translation adjustment			229						(725)						(458)
Pension and other benefit plans			(218)						274						495
Derivative cash flow hedges			(15)						114						13
Total other comprehensive earnings/(losses)			(4)						(337)						50
Comprehensive earnings			4,964						2,389						4,364
less: Comprehensive earnings/(losses) attributable to noncontrolling interests			4						(5)						(2)
Comprehensive earnings attributable to Mondelēz International			$	4,960					$	2,394					$	4,366

See accompanying notes to the consolidated financial statements.

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Mondelēz International, Inc. and Subsidiaries

Consolidated Balance Sheets, as of December 31

(in millions of U.S. dollars, except share data)

			2023						2022
ASSETS
Cash and cash equivalents			$	1,810					$	1,923
Trade receivables (net of allowances of $66 at December 31, 2023 and $45 at December 31, 2022)			3,634						3,088
Other receivables (net of allowances of $50 at December 31, 2023 and $59 at December 31, 2022)			878						819
Inventories, net			3,615						3,381
Other current assets			1,766						880
Total current assets			11,703						10,091
Property, plant and equipment, net			9,694						9,020
Operating lease right-of-use assets			683						660
Goodwill			23,896						23,450
Intangible assets, net			19,836						19,710
Prepaid pension assets			1,043						1,016
Deferred income taxes			408						473
Equity method investments			3,242						4,879
Other assets			886						1,862
TOTAL ASSETS			$	71,391					$	71,161
LIABILITIES
Short-term borrowings			$	420					$	2,299
Current portion of long-term debt			2,101						383
Accounts payable			8,321						7,562
Accrued marketing			2,683						2,370
Accrued employment costs			1,158						949
Other current liabilities			4,330						3,168
Total current liabilities			19,013						16,731
Long-term debt			16,887						20,251
Long-term operating lease liabilities			537						514
Deferred income taxes			3,292						3,437
Accrued pension costs			437						403
Accrued postretirement health care costs			124						217
Other liabilities			2,735						2,688
TOTAL LIABILITIES			43,025						44,241
Commitments and Contingencies (Note 14)
EQUITY
Common Stock, no par value (5,000,000,000 shares authorized and 1,996,537,778 shares issued at December 31, 2023 and December 31, 2022)			—						—
Additional paid-in capital			32,216						32,143
Retained earnings			34,236						31,481
Accumulated other comprehensive losses			(10,946)						(10,947)
Treasury stock, at cost (648,055,073 shares at December 31, 2023 and 630,646,687 shares at December 31, 2022)			(27,174)						(25,794)
Total Mondelēz International Shareholders’ Equity			28,332						26,883
Noncontrolling interest			34						37
TOTAL EQUITY			28,366						26,920
TOTAL LIABILITIES AND EQUITY			$	71,391					$	71,161

See accompanying notes to the consolidated financial statements.

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Mondelēz International, Inc. and Subsidiaries

Consolidated Statements of Equity

(in millions of U.S. dollars, except per share data)

			Mondelēz International Shareholders’ Equity
			Common Stock						Additional Paid-in Capital						Retained Earnings						Accumulated Other Comprehensive Earnings/ (Losses)						Treasury Stock						Non-controlling Interest						Total Equity
Balances at January 1, 2021			$	—					$	32,070					$	28,402					$	(10,690)					$	(22,204)					$	76					$	27,654
Comprehensive earnings/(losses):
Net earnings			—						—						4,300						—						—						14						4,314
Other comprehensive earnings/ (losses), net of income taxes			—						—						—						66						—						(16)						50
Exercise of stock options and issuance of other stock awards			—						27						(34)						—						290						—						283
Common Stock repurchased			—						—						—						—						(2,096)						—						(2,096)
Cash dividends declared ($1.330 per share)			—						—						(1,867)						—						—						—						(1,867)
Dividends paid on noncontrolling interest and other activities			—						—						5						—						—						(20)						(15)
Balances at December 31, 2021			$	—					$	32,097					$	30,806					$	(10,624)					$	(24,010)					$	54					$	28,323
Comprehensive earnings/(losses):
Net earnings			—						—						2,717						—						—						9						2,726
Other comprehensive earnings/ (losses), net of income taxes			—						—						—						(323)						—						(14)						(337)
Exercise of stock options and issuance of other stock awards			—						46						(20)						—						216						—						242
Common Stock repurchased			—						—						—						—						(2,000)						—						(2,000)
Cash dividends declared ($1.470 per share)			—						—						(2,025)						—						—						—						(2,025)
Dividends paid on noncontrolling interest and other activities			—						—						3						—						—						(12)						(9)
Balances at December 31, 2022			$	—					$	32,143					$	31,481					$	(10,947)					$	(25,794)					$	37					$	26,920
Comprehensive earnings/(losses):
Net earnings			—						—						4,959						—						—						9						4,968
Other comprehensive earnings/ (losses), net of income taxes			—						—						—						1						—						(5)						(4)
Exercise of stock options and issuance of other stock awards			—						73						(6)						—						199						—						266
Common Stock repurchased			—						—						—						—						(1,579)						—						(1,579)
Cash dividends declared ($1.620 per share)			—						—						(2,209)						—						—						—						(2,209)
Dividends paid on noncontrolling interest and other activities			—						—						11						—						—						(7)						4
Balances at December 31, 2023			$	—					$	32,216					$	34,236					$	(10,946)					$	(27,174)					$	34					$	28,366

See accompanying notes to the consolidated financial statements.

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Mondelēz International, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

For the Years Ended December 31

(in millions of U.S. dollars)

			2023						2022						2021
CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES
Net earnings			$	4,968					$	2,726					$	4,314
Adjustments to reconcile net earnings to operating cash flows:
Depreciation and amortization			1,215						1,107						1,113
Stock-based compensation expense			146						120						121
Deferred income tax (benefit)/provision			(37)						(42)						205
Asset impairments and accelerated depreciation			128						233						128
Loss on early extinguishment of debt			1						38						110
Net gain on divestitures and acquisitions			(108)						—						(8)
(Gain)/loss on equity method investment transactions			(465)						22						(742)
Equity method investment net earnings			(160)						(385)						(393)
Distributions from equity method investments			137						184						172
Unrealized (gain)/loss on derivative contracts			(171)						338						(267)
Gain on marketable securities			(593)						—						—
Other non-cash items, net			140						88						37
Change in assets and liabilities, net of acquisitions and divestitures:
Receivables, net			(628)						(719)						(197)
Inventories, net			(193)						(635)						(170)
Accounts payable			264						715						702
Other current assets			(120)						(286)						(169)
Other current liabilities			376						630						(502)
Change in pension and postretirement assets and liabilities, net			(186)						(226)						(313)
Net cash provided by operating activities			4,714						3,908						4,141
CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES
Capital expenditures			(1,112)						(906)						(965)
Acquisitions, net of cash received			19						(5,286)						(833)
Proceeds from divestitures including equity method and marketable security investments			4,099						601						1,539
Proceeds from derivative settlements			177						768						105
Payments for derivative settlements			(81)						(86)						(56)
Contributions to investments			(309)						(24)						(30)
Proceeds from sale of property, plant and equipment and other			19						45						214
Net cash provided by/(used in) by investing activities			2,812						(4,888)						(26)
CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES
Issuances of commercial paper, maturities greater than 90 days			67						—						—
Repayments of commercial paper, maturities greater than 90 days			(67)						—						—
Net (repayments)/issuances of short-term borrowings			(1,869)						1,914						194
Long-term debt proceeds			277						4,490						5,921
Long-term debt repayments			(2,432)						(3,032)						(6,247)
Repurchases of Common Stock			(1,547)						(2,017)						(2,110)
Dividends paid			(2,160)						(1,985)						(1,826)
Other			173						174						(1)
Net cash used in financing activities			(7,558)						(456)						(4,069)
Effect of exchange rate changes on cash, cash equivalents and restricted cash			(32)						(169)						(143)
Cash, cash equivalents and restricted cash:
(Decrease)/increase			(64)						(1,605)						(97)
Balance at beginning of period			1,948						3,553						3,650
Balance at end of period			$	1,884					$	1,948					$	3,553
Cash paid:
Interest			$	568					$	551					$	426
Income taxes			$	1,607					$	1,103					$	1,556

See accompanying notes to the consolidated financial statements.

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Mondelēz International, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

Note 1. Summary of Significant Accounting Policies

Description of Business

Mondelēz International, Inc. was incorporated in 2000 in the Commonwealth of Virginia. Mondelēz International, Inc., through its subsidiaries (collectively “Mondelēz International,” “we,” “us” and “our”), sells food and beverage products to consumers in over 150 countries.

Principles of Consolidation

The consolidated financial statements include Mondelēz International, Inc. as well as our wholly owned and majority owned subsidiaries, except our Venezuelan subsidiaries that were deconsolidated in 2015. All intercompany transactions are eliminated. The noncontrolling interest represents the noncontrolling investors’ interests in the results of subsidiaries that we control and consolidate. We account for investments over which we exercise significant influence under the equity method of accounting. Investments over which we do not have significant influence or control are not material and as there is no readily determinable fair value for the equity interests, these investments are carried at cost with changes in the investment recognized to the extent cash is received.

Use of Estimates

We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which require us to make estimates and assumptions that affect a number of amounts in our consolidated financial statements. Significant estimates include, valuation assumptions of goodwill and intangible assets, useful lives of long-lived assets, restructuring program liabilities, contingent consideration, marketing program accruals, insurance and self-insurance reserves, pension and benefit plan assumptions and income taxes. We base our estimates on historical experience, expectations of future impacts and other assumptions that we believe are reasonable. Given the uncertainty of the global economic environment, our estimates could be significantly different than future performance. If actual amounts differ from estimates, we include the updates in our consolidated results of operations in the period the actual amounts become known.

War in Ukraine

In February 2022, Russia began a military invasion of Ukraine and we closed our operations and facilities in Ukraine. In March 2022, our two Ukrainian manufacturing facilities in Trostyanets and Vyshhorod were significantly damaged. During the first quarter of 2022, we evaluated and impaired these and other related assets. We recorded $143 million of total expenses ($145 million after-tax) incurred as a direct result of the war. We reversed $22 million during the remainder of 2022 of previously recorded charges primarily as a result of higher than expected collection of trade receivables and inventory recoveries. We continue to make targeted repairs on both our plants and have partially reopened and restarted limited production in both plants. We also continue to support our Ukraine employees, including paying salaries to those not yet able to return to work until production returns. We continue to consolidate both our Ukrainian and Russian subsidiaries and continue to evaluate our ability to control our operating activities and businesses on an ongoing basis. We base our estimates on historical experience, expectations of future impacts and other assumptions that we believe are reasonable. Given the uncertainty of the ongoing effects of the war in Ukraine, and its impact on the global economic environment, our estimates could be significantly different than future performance.

Currency Translation and Highly Inflationary Accounting

We translate the results of operations of our subsidiaries from multiple currencies using average exchange rates during each period and translate balance sheet accounts using exchange rates at the end of each period. We record currency translation adjustments as a component of equity (except for highly inflationary currencies) and realized exchange gains and losses on transactions in earnings.

Highly inflationary accounting is triggered when a country’s three-year cumulative inflation rate exceeds 100%. It requires the remeasurement of financial statements of subsidiaries in the country, from the functional currency of the subsidiary to our U.S. dollar reporting currency, with currency remeasurement gains or losses recorded in earnings. At this time, within our consolidated entities, Argentina and Türkiye are accounted for as highly inflationary economies. Argentina and Türkiye represent 1.6% and 0.7% of our consolidated net revenues, with remeasurement losses of $79 million and $19 million in 2023, respectively. Given the continued volatility of these currencies, impacts to our financial statements in future periods could be significantly different from historical levels.

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Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents include demand deposits with financial institutions and all highly liquid investments with original maturities of three months or less. Restricted cash primarily includes cash held on behalf of financial institutions in accordance with accounts receivable factoring arrangements and letters of credit arrangements with legally restricted cash collateral provisions. Restricted cash is recorded within other current assets and was $74 million as of December 31, 2023 and $25 million as of December 31, 2022. Total cash, cash equivalents and restricted cash was $1,884 million as of December 31, 2023 and $1,948 million as of December 31, 2022.

Allowances for Credit Losses

Allowances for credit losses are recorded against our receivables. They are developed at a country and region level based on historical collection experiences, current economic condition of specific customers and the forecasted economic condition of countries using various factors such as bond default rates and consumption indexes. We write off receivables once it is determined that the receivables are no longer collectible and as allowed by local laws.

Changes in allowances for credit losses consisted of:

			Allowance for Trade Receivables						Allowance for Other Current Receivables						Allowance for Long-Term Receivables
			(in millions)
Balance at January 1, 2022			$	(37)					$	(49)					$	(10)
Current period provision for expected credit losses			(13)						(14)						(3)
Write-offs charged against the allowance			2						3						—
Currency			3						1						(1)
Balance at December 31, 2022			$	(45)					$	(59)					$	(14)
Current period (provision)/benefit for expected credit losses			(24)						4						1
Write-offs charged against the allowance			8						1						—
Recoveries of amounts previously written off			(1)						—						(1)
Currency			(4)						4						(1)
Balance at December 31, 2023			$	(66)					$	(50)					$	(15)

Transfers of Financial Assets

We account for transfers of financial assets, such as uncommitted revolving non-recourse accounts receivable factoring arrangements, when we have surrendered control over the related assets. We use receivable factoring arrangements periodically when circumstances are favorable to manage liquidity. We have nonrecourse factoring arrangements in which we sell eligible trade receivables primarily to financial institutions in exchange for cash. We may continue to collect the receivables sold, acting solely as a collecting agent on behalf of the financial institutions. The outstanding principal amount of receivables under these arrangements amounted to $262 million as of December 31, 2023, $516 million as of December 31, 2022 and $761 million as of December 31, 2021. The incremental costs of factoring receivables under these arrangements were not material for all periods presented. The proceeds from the sales of receivables are included in cash from operating activities in the consolidated statements of cash flows.

Inventories

We record our inventory using the average cost method and record inventory reserves for excess and obsolete inventory.

Long-Lived Assets

Property, plant and equipment are stated at historical cost and depreciated by the straight-line method over the estimated useful lives of the assets with the expense recorded in cost of sales or selling, general and administrative expenses depending on the nature of the long-lived assets. Machinery and equipment are depreciated over periods ranging from 3 to 20 years and buildings and building improvements over periods up to 40 years.

We review long-lived assets, including definite-life intangible assets, for realizability on an ongoing basis. Changes in depreciation, generally accelerated depreciation, are determined and recorded when estimates of the remaining useful lives or residual values of long-term assets change. We amortize definite-life intangible assets over their estimated useful lives and evaluate them for impairment as we do other long-lived assets. We review for impairment

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when conditions exist that indicate the carrying amount of the assets may not be fully recoverable. In those circumstances, we perform undiscounted operating cash flow analyses for asset groups at the lowest level for which cash flows are separately identifiable to determine if an impairment exists. Any impairment loss is calculated as the excess of the asset’s carrying value over its estimated fair value. Fair value is estimated based on the discounted cash flows for the asset group over the remaining useful life or based on the expected cash proceeds for the asset less costs of disposal.

Leases

We determine whether a contract is or contains a lease at contract inception. For short-term operating leases with terms of 12 months or less, we do not recognize right-of-use (“ROU”) assets and lease liabilities. ROU assets are recognized at commencement date at the value of the lease liability, adjusted for any prepayments, lease incentives received and initial direct costs incurred. Lease liabilities are recognized at commencement date based on the present value of remaining lease payments over the lease term. The non-recurring fair value measurement is classified as Level 3 as no fair value inputs are observable. As the implicit interest rate in the lease is not readily determinable, we use our country-specific incremental borrowing rate to discount the lease liabilities.

Our leases may include options to extend or terminate the lease, which are included in the lease term when it is reasonably certain that we will exercise that option. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Many of our leases contain non-lease components (e.g., product costs, common-area or other maintenance costs) that relate to the lease components of the agreement. We account for lease and non-lease components as a single lease component.

Amortization of ROU lease assets is calculated over the lease term with the expense recorded in cost of sales or selling, general and administrative expenses depending on the nature of the leased item. Interest expense is recorded over the lease term and is recorded in interest expense (based on a front-loaded interest expense pattern) for finance leases and is recorded in cost of sales or selling, general and administrative expenses for operating leases. Variable lease payments, which are primarily comprised of product costs, insurance and tax payments based on usage or output, are recognized when the expense is incurred. Finance lease ROU assets are presented in property, plant and equipment and the related finance lease liabilities are presented in the current portion of long-term debt and long-term debt.

Software Costs

We capitalize certain computer software and software development costs incurred in connection with developing or obtaining computer software for internal use. Capitalized software costs are included in property, plant and equipment and amortized on a straight-line basis over the estimated useful lives of the software, which do not exceed seven years.

Goodwill and Indefinite-Life Intangible Assets

We test goodwill and indefinite-life intangible assets for impairment on an annual basis on July 1. We assess goodwill impairment risk throughout the year by performing a qualitative review of entity-specific, industry, market and general economic factors affecting our goodwill reporting units. Annually, we may perform qualitative testing, or depending on factors such as prior year test results, current year developments, current risk evaluations and other practical considerations, we may elect to do quantitative testing instead. In our quantitative testing, we compare a reporting unit’s estimated fair value with its carrying value. We estimate a reporting unit’s fair value using a discounted cash flow method that incorporates planned growth rates, market-based discount rates and estimates of residual value. If the carrying value of a reporting unit’s net assets exceeds its fair value, we would recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value.

Annually, we assess indefinite-life intangible assets for impairment by performing a qualitative review and assessing events and circumstances that could affect the fair value or carrying value of these intangible assets. If significant potential impairment risk exists for a specific asset, we quantitatively test it for impairment by comparing its estimated fair value with its carrying value. During our annual testing, we use several accepted valuation methods, including relief from royalty, excess earnings and excess margin, that utilize estimates of future sales, earnings growth rates, royalty rates and discount rates in determining a brand’s global fair value. If the carrying value of the asset exceeds its fair value, we consider the asset impaired and reduce its carrying value to the estimated fair value.

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Held for Sale

Assets and liabilities to be disposed of by sale ("disposal groups") are reclassified into assets and liabilities held for sale on our consolidated balance sheets. The reclassification occurs when all the held for sale criteria have been met, including when management having the requisite authority have committed to a plan to sell the assets within one year. Disposal groups are measured at the lower of carrying value or fair value less costs to sell and are not depreciated or amortized. The fair value of a disposal group, less any costs to sell, is assessed each reporting period it remains classified as held for sale and any remeasurement to the lower of carrying value or fair value less costs to sell is reported as an adjustment to the carrying value.

Business Combinations

The assets acquired and liabilities assumed upon the acquisition or consolidation of a business are recorded at fair value, with the residual of the purchase price allocated to goodwill. During the measurement period, which may be up to one year from the acquisition date, we may record adjustments to assets acquired and liabilities assumed with the corresponding offset to goodwill. The results of operations of an acquired business are included in our operating results from the date of acquisition.

Further, certain of our acquisitions may include earn-out provisions or other forms of contingent consideration. As of the acquisition date, we record contingent consideration, as applicable, at the estimated fair value of expected future payments associated with the earn-out. Any changes to the recorded fair value of contingent consideration will be recognized as expenses or earnings in the period in which they occur.

Legal costs, due diligence costs, business valuation costs and all other business acquisition costs are expensed when incurred.

Equity Method Investments

Equity method investments consist of our investments in entities in which we maintain an equity ownership interest and apply the equity method of accounting due to our ability to exert significant influence over decisions relating to their operating and financial affairs. Revenue and expenses of our equity method investees are not consolidated into our financial statements; rather, our proportionate share of the earnings of each investee is reflected as equity method investment net earnings. The carrying values of our equity method investments are also impacted by our proportionate share of items impacting the investee's accumulated other comprehensive income or losses and other items, such as our share of investee dividends.

Insurance and Self-Insurance

We use a combination of insurance and self-insurance for a number of risks, including workers’ compensation, general liability, automobile liability, product liability and our obligation for employee healthcare benefits. We estimate the liabilities associated with these risks on an undiscounted basis by evaluating and making judgments about historical claims experience and other actuarial assumptions and the estimated impact on future results.

Revenue Recognition

We recognize revenue when control over the products transfers to our customers, which generally occurs upon delivery or shipment of the products. We account for product shipping, handling and insurance as fulfillment activities with revenues for these activities recorded within net revenue and costs recorded within cost of sales. Any taxes collected on behalf of government authorities are excluded from net revenues.

Revenues are recorded net of trade and sales incentives and estimated product returns. Known or expected pricing or revenue adjustments, such as trade discounts, rebates or returns, are estimated at the time of sale. We base these estimates of expected amounts principally on historical utilization and redemption rates. Estimates that affect revenue, such as trade incentives and product returns, are monitored and adjusted each period until the incentives or product returns are realized.

Key sales terms, such as pricing and quantities ordered, are established on a frequent basis such that most customer arrangements and related incentives have a one year or shorter duration. As such, we do not capitalize contract inception costs and we capitalize product fulfillment costs. Deferred revenues are not material and primarily include customer advance payments typically collected a few days before product delivery, at which time deferred revenues are reclassified and recorded as net revenues. We generally do not receive non-cash consideration for the sale of goods nor do we grant payment financing terms greater than one year.

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Marketing, Advertising and Research and Development

We promote our products with marketing and advertising programs. These programs include, but are not limited to, cooperative advertising, in-store displays and consumer marketing promotions. For interim reporting purposes, advertising, consumer promotion and marketing research expenses are charged to operations as a percentage of volume, based on estimated sales volume and estimated program spending. We do not defer costs on our year-end consolidated balance sheets and all marketing and advertising costs are recorded as an expense in the year incurred. Advertising expense was $2,057 million in 2023, $1,670 million in 2022 and $1,564 million in 2021. We expense product research and development costs as incurred. Research and development expense was $380 million in 2023, $346 million in 2022 and $347 million in 2021. We record marketing and advertising as well as research and development expenses within selling, general and administrative expenses.

Stock-based Compensation

We maintain a share-based compensation plan, which authorizes the granting of various equity-based incentives, including stock options (including stock appreciation rights), deferred stock units (DSUs) and performance share units (PSUs). Stock compensation expense is amortized to expense over the vesting period, generally three years.

Stock options are granted with an exercise price equal to the closing market price of our Common Stock on the grant date. Substantially all of the options become exercisable in three annual installments beginning a year from the grant date and generally expire 10 years from the grant date. We use the Black-Scholes Model to measure the fair value of stock options granted to employees. The expected life of the options represents the period of time the options are expected to be outstanding and is based on historical trends. Expected stock price volatility is based on the implied and historical volatility of the Company’s stock. The expected dividend yield is based on the Company’s most recent annual dividend rate. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant with a term equal to the expected life.

DSUs are typically granted to selected management employees on an annual basis and vest over three years. Dividend equivalents are paid during the vesting period. The fair value of our DSUs and other stock-based awards is measured at the market price of our Common Stock on the grant date.

PSUs vest based on varying performance, market and service conditions. Dividend equivalents accumulated over the vesting period are paid after vesting. The grant date fair value of PSUs is determined based on the Monte Carlo simulation model for the market-based component and the market price of our Common Stock on the grant date for performance-based components. The final award may equal 0-200 percent of the target grant, based on the achievement of the performance and market-based components.

Forfeitures are estimated on the grant date for all of our stock-based compensation awards.

Employee Benefit Plans

We provide a range of benefits to our current and retired employees including pension benefits, defined contribution plan benefits, postretirement health care benefits and postemployment primarily severance-related benefits depending upon local statutory requirements, employee tenure and service requirements as well as other factors. The cost for these plans is recognized in earnings primarily over the working life of the covered employee.

Financial Instruments

We use financial instruments to manage our currency exchange rate, commodity price and interest rate risks. We monitor and manage these exposures as part of our overall risk management program, which focuses on the unpredictability of financial markets and seeks to reduce the potentially adverse effects that the volatility of these markets may have on our operating results. A principal objective of our risk management strategies is to reduce significant, unanticipated earnings fluctuations that may arise from volatility in currency exchange rates, commodity prices and interest rates.

When we use derivatives, we are exposed to credit and market risks. We reduce our credit risk by entering into transactions with counterparties with high quality, investment grade credit ratings, limiting the amount of exposure with each counterparty and monitoring the financial condition of our counterparties. We also maintain a policy of requiring that all significant, non-exchange traded derivative contracts with a duration of one year or longer are governed by an International Swaps and Derivatives Association master agreement. We manage derivative market risk by limiting the types of derivative instruments, derivative strategies we use and the degree of market risk that we plan to hedge through the use of derivative instruments.

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We record derivative financial instruments on a gross basis in our consolidated balance sheets. The fair value of our instruments are recorded within other current assets, other assets, other current liabilities and other liabilities in our consolidated balance sheets.

Mark-to-market gains or losses related to our economic hedges are separately presented in the consolidated statements of cash flows within operating activities. Cash flows related to the settlement of derivative instruments designated as hedges of net investments in non-U.S. operations are classified in the consolidated statements of cash flows within investing activities. Cash flows related to derivative instruments that are designated or settled economic hedges are classified in the same line item as the cash flows of the related hedged item. Cash flows related to the settlement of all other free-standing derivative instruments are classified within investing activities.

Commodity derivatives. We are exposed to price risk related to forecasted purchases of certain commodities that we primarily use as raw materials. We enter into commodity forward, futures and option contracts. Commodity forward contracts generally are not subject to the accounting requirements for derivative instruments and hedging activities under the normal purchases exception. We sell commodity futures to hedge future purchase commitments. We occasionally use related futures to cross-hedge a commodity exposure. We are not a party to leveraged derivatives and do not use financial instruments for speculative purposes. Any mark-to-market gains or losses are recorded in earnings (see Note 10, Financial Instruments, for additional information).

Currency exchange derivatives. We enter into currency exchange forward contracts, futures, options and swaps to mitigate our exposure to changes in exchange rates from third-party and intercompany current and forecasted transactions. Any mark-to-market gains or losses are recorded in earnings (see Note 10, Financial Instruments, for additional information).

Interest rate cash flow hedges. We manage interest rate volatility by modifying the pricing or maturity characteristics of certain liabilities so that the net impact on expense is not, on a material basis, adversely affected by movements in interest rates. We use derivative instruments, including interest rate swaps that have indices related to the pricing of specific liabilities as part of our interest rate risk management strategy. We use cross-currency interest rate swaps to hedge interest payments on newly issued debt denominated in a different currency than the functional currency of the borrowing entity. Substantially all of these derivative instruments are highly effective and qualify for hedge accounting treatment. Changes in the fair value of derivatives that are designated as a cash flow hedge, to the extent the hedge is effective, are recorded in accumulated other comprehensive earnings/(losses), net of deferred taxes, and reclassified to earnings when the hedged item affects earnings (see Note 10, Financial Instruments, for additional information).

Hedges of net investments in non-U.S. operations. We have numerous investments outside the United States. The net assets of these subsidiaries are exposed to changes and volatility in currency exchange rates. We use local currency denominated debt to hedge our non-U.S. net investments against adverse movements in exchange rates. We may designate non-U.S. dollar-denominated borrowings in the U.S. as a net investment hedge of a portion of our overall non-U.S. operations. The gains and losses on our net investment in these designated non-U.S. operations are economically offset by losses and gains designated dollar-denominated borrowings. The revaluation of designated borrowings, net of deferred taxes, is recorded within currency translation adjustment in accumulated other comprehensive earnings/(losses) (see Note 10, Financial Instruments, for additional information).

We use derivatives instruments to hedge certain investments in our non-U.S. operations against movements in exchange rates. These instruments may include cross-currency interest rate swaps, forwards and options. The after-tax gain/(loss) on these net investment hedge contracts, net of deferred taxes, is recorded within cumulative translation adjustment in accumulated other comprehensive earnings/(losses) (see Note 10, Financial Instruments, for additional information).

Income Taxes

Our provision for income taxes includes amounts payable or refundable for the current year, the effects of deferred taxes and impacts from uncertain tax positions. We recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement and tax basis of our assets and liabilities, operating loss carryforwards and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which those differences are expected to reverse.

The realization of certain deferred tax assets is dependent on generating sufficient taxable income in the appropriate jurisdiction prior to the expiration of the carryforward periods. Deferred tax assets are reduced by a

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valuation allowance if it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. When assessing the need for a valuation allowance, we consider any carryback potential, future reversals of existing taxable temporary differences (including liabilities for unrecognized tax benefits), future taxable income and tax planning strategies.

We recognize tax benefits in our financial statements from uncertain tax positions only if it is more likely than not that the tax position will be sustained based on the technical merits of the position. The amount we recognize is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon resolution. Future changes related to the expected resolution of uncertain tax positions could affect tax expense in the period when the change occurs.

We monitor for changes in tax laws and reflect the impacts of tax law changes in the period of enactment. When there is refinement to tax law changes in subsequent periods, we account for the new guidance in the period when it becomes known.

Supply Chain Financing

As part of our continued efforts to improve our working capital efficiency, we have worked with our suppliers over the past several years to optimize our terms and conditions, which include the extension of payment terms. Our current payment terms with a majority of our suppliers are from 30 to 180 days, which we deem to be commercially reasonable. We also facilitate voluntary supply chain financing (“SCF”) programs through several participating financial institutions. Under these programs, our suppliers, at their sole discretion, determine invoices that they want to sell to participating financial institutions. Our suppliers’ voluntary inclusion of invoices in SCF programs has no bearing on our payment terms or amounts due. Our responsibility is limited to making payments based upon the agreed-upon contractual terms. No guarantees are provided by the Company or any of our subsidiaries under the SCF programs and we have no economic interest in the suppliers’ decision to participate in the SCF programs. Amounts due to our suppliers that elected to participate in the SCF program are included in accounts payable in our consolidated balance sheets. We have confirmed with participating financial institutions that as of December 31, 2023, and December 31, 2022, $2.4 billion and $2.4 billion, respectively, of our accounts payable to suppliers that participate in the SCF programs are outstanding.

New Accounting Pronouncements

In October 2021, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) which requires companies to recognize and measure customer contract assets and contract liabilities acquired in a business combination as if the acquiring company originated the related revenue contracts. Prior to adopting this ASU, acquired contract assets and liabilities were measured at fair value. This ASU is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted. We adopted this standard in the first quarter of 2023 and it did not have an impact on our consolidated financial statements.

In September 2022, the FASB issued an ASU which enhances the transparency of supplier finance programs by requiring additional disclosure about the key terms of these programs and a roll-forward of the related obligations to understand the effects of these programs on working capital, liquidity and cash flows. The ASU is effective for fiscal years beginning after December 15, 2022, except for the roll-forward requirement, which is effective for fiscal years beginning after December 15, 2023. Early adoption is permitted. We adopted, with the exception of the roll-forward requirement, this standard in the first quarter of 2023 and it did not have a material impact on our consolidated financial statements and related disclosures.

In November 2023, the FASB issued an ASU which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The ASU is effective for fiscal years beginning after December 15, 2023 and early adoption is permitted. We are currently assessing the impact on our consolidated financial statements and related segment disclosures.

In December 2023, the FASB issued an ASU which enhances the transparency of income tax disclosures, primarily related to the rate reconciliation and income taxes paid information. The ASU is effective for fiscal years beginning after December 15, 2024 and early adoption is permitted. We are currently assessing the impact on our consolidated financial statements and related disclosures.

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Note 2. Acquisitions and Divestitures

Acquisitions

Ricolino On November 1, 2022, we acquired 100% of the equity of Grupo Bimbo's confectionery business, Ricolino, located primarily in Mexico. The acquisition of Ricolino builds on our continued prioritization of fast-growing snacking segments in key geographies. The cash consideration paid for Ricolino totaled $26 billion Mexican pesos ($1.3 billion), net of cash received.

We have completed the valuation of assets acquired and liabilities assumed and have recorded a purchase price allocation of:

			(in millions)
Cash			$	22
Receivables			86
Inventory			70
Other current assets			3
Property, plant and equipment			139
Operating leases right-of-use assets			23
Definite-life intangible assets			218
Indefinite-life intangible assets			339
Goodwill			721
Other assets			3
Assets acquired			1,624
Current liabilities			182
Deferred tax liability			75
Operating lease liabilities			23
Other liabilities			14
Total purchase price			1,330
less: cash received			(22)
Net Cash Paid			$	1,308

Within identifiable intangible assets, we allocated $339 million to trade names, which have an indefinite life. The fair value for the Ricolino, Dulces Vero, LaCorona and Coronado trade names were determined using the relief from royalty method, a form of the income approach, at the acquisition date. The fair value measurement of indefinite-life intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs. Significant assumptions used in assessing the fair values of intangible assets include estimates of future sales, discount and royalty rates.

Goodwill was determined as the excess of the purchase price over the fair value of the net assets acquired and arises principally as a result of expansion opportunities and synergies across both new and legacy product categories in Mexico. None of the goodwill recognized is expected to be deductible for income tax purposes. All of the goodwill was assigned to the Latin American operating segment.

We incurred acquisition integration costs of $50 million in 2023. We incurred acquisition integration costs of $11 million and an inventory step-up charge of $5 million in 2022. In 2022, we recorded several items within acquisition-related costs that resulted in income of $64 million as realized gains related to hedging contracts associated with acquisition funds more than offset other acquisition transaction costs.

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Clif Bar

On August 1, 2022, we acquired 100% of the equity of Clif Bar & Company (“Clif Bar”), a leading U.S. maker of nutritious energy bars with organic ingredients. The acquisition expands our global snack bar business and complements our refrigerated snacking and performance nutrition bar portfolios. The total cash payment of $2.9 billion includes purchase price consideration of $2.6 billion, net of cash received, and one-time compensation expense of $0.3 billion related to the buyout of the non-vested employee stock ownership plan ("ESOP") shares. This compensation expense is considered an acquisition-related cost. The acquisition of Clif Bar includes a contingent consideration arrangement that may require us to pay additional consideration to the sellers for achieving certain revenue and earnings targets in 2025 and 2026 that exceed our base financial projections for the business implied in the upfront purchase price. The possible payments range from zero to a maximum total of $2.4 billion, with higher payouts requiring the achievement of targets that generate rates of returns in excess of the base financial projections. The estimated fair value of the contingent consideration obligation at the acquisition date was $440 million determined using a Monte Carlo simulation. Significant assumptions used in assessing the fair value of the liability include financial projections for net revenue, gross profit, and earnings before interest, tax, depreciation and amortization ("EBITDA"), as well as discount and volatility rates.

We have completed the valuation of assets acquired and liabilities assumed and have recorded a purchase price allocation of:

			(in millions)
Cash			$	99
Receivables			76
Inventory			123
Other current assets			9
Property, plant and equipment			186
Operating leases right-of-use assets			22
Deferred tax assets			107
Definite-life intangible assets			200
Indefinite-life intangible assets			1,450
Goodwill			988
Other assets			11
Assets acquired			3,271
Current liabilities			159
Contingent consideration			440
Other liabilities			15
Total purchase price			2,657
less: cash received			(99)
Net Cash Paid			$	2,558

Within identifiable intangible assets, we allocated $1,450 million to trade names, which have an indefinite life. The fair value for the Clif and Luna trade names were determined using the relief from royalty method, a form of the income approach, at the acquisition date. The fair value measurement of indefinite-life intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs. Significant assumptions used in assessing the fair values of intangible assets include estimates of future sales, discount and royalty rates. We expect to generate a meaningful cash tax benefit over time from the amortization of acquisition-related intangibles.

Goodwill was determined as the excess of the purchase price over the fair value of the net assets acquired and arises principally as a result of expansion opportunities and synergies across the U.S. and other key markets. All of the goodwill was assigned to the North America operating segment. Tax deductible goodwill is estimated to be $1.4 billion and is being amortized.

We incurred acquisition integration costs and contingent consideration adjustments of $164 million in 2023 and $30 million in 2022. These costs include an increase to the contingent consideration liability due to changes to underlying assumptions. Refer to Note 10, Financial Instruments for additional information. We also incurred

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acquisition-related costs of $296 million and an inventory step-up charge of $20 million in 2022. The acquisition-related costs are primarily related to the buyout of the non-vested ESOP shares.

Chipita

On January 3, 2022, we acquired 100% of the equity of Chipita Global S.A. (“Chipita”), a leading croissants and baked snacks company in the Central and Eastern European markets. The acquisition of Chipita offers a strategic complement to our existing portfolio and advances our strategy to become the global leader in broader snacking. The cash consideration paid for Chipita totaled €1.2 billion ($1.4 billion), net of cash received, plus the assumption of Chipita’s debt of €0.4 billion ($0.4 billion) for a total purchase price of €1.7 billion ($1.8 billion).

We have completed the valuation of assets acquired and liabilities assumed and have recorded a purchase price allocation of:

			(in millions)
Cash			$	52
Receivables			102
Inventory			60
Other current assets			3
Property, plant and equipment			379
Finance leases right-of-use assets			8
Definite-life intangible assets			48
Indefinite-life intangible assets			686
Goodwill			795
Other assets			77
Assets acquired			2,210
Current liabilities			133
Deferred tax liability			158
Finance lease liabilities			8
Other liabilities			21
Total purchase price			1,890
Less: long-term debt			(436)
less: cash received			(52)
Net Cash Paid			$	1,402

Within identifiable intangible assets, we allocated $686 million to trade name, which have an indefinite life. The fair value for the 7 Days trade name, which is the primary asset acquired, was determined using the multi-period excess earnings method under the income approach at the acquisition date. The fair value measurements of indefinite-life intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs. Significant assumptions used in assessing the fair values of intangible assets include forecasted future cash flows and discount rates.

Goodwill was determined as the excess of the purchase price over the fair value of the net assets acquired and arises principally as a result of expansion opportunities and synergies across both new and legacy product categories. None of the goodwill recognized is expected to be deductible for income tax purposes. All of the goodwill was assigned to the Europe operating segment.

We incurred acquisition integration costs of $17 million in 2023. We incurred acquisition integration costs of $90 million in 2022 and $17 million in 2021. We incurred acquisition-related costs of $22 million in 2022 and $6 million in 2021.

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Other Acquisitions

On April 1, 2021, we acquired Gourmet Food, a leading Australian food company in the premium biscuit and cracker category, for closing cash consideration of approximately $450 million Australian dollars ($343 million), net of cash received. We have recorded a purchase price allocation of $41 million to indefinite-lived intangible assets, $80 million to definite-lived intangible assets, $164 million to goodwill, $19 million to property, plant and equipment, $18 million to inventory, $25 million to accounts receivable, $12 million to other assets, $5 million to operating right-of-use assets, $3 million to other current assets, $19 million to current liabilities and $5 million to long-term operating lease liabilities. In 2022, through the one-year anniversary of the acquisition, Gourmet Food added incremental net revenues of $14 million, and operating income of $1 million. We incurred acquisition integration costs of $3 million in 2023. We incurred acquisition integration costs of $1 million in 2022. We incurred acquisition-related costs of $7 million in 2021.

On March 25, 2021, we acquired a majority interest in Lion/Gemstone Topco Ltd (“Grenade”), a performance nutrition leader in the United Kingdom, for closing cash consideration of £188 million ($261 million), net of cash received. The acquisition of Grenade expands our position into the premium nutrition market. We have recorded a purchase price allocation of $82 million to indefinite-lived intangible assets, $28 million to definite-lived intangible assets, $181 million to goodwill, $1 million to property, plant and equipment, $11 million to inventory, $18 million to accounts receivable, $25 million to current liabilities, $20 million to deferred tax liabilities and $15 million to long-term other liabilities. In 2022, through the one-year anniversary of the acquisition, Grenade added incremental net revenues of $21 million, and operating income of $2 million. We incurred acquisition-related costs of $2 million in 2021.

On January 4, 2021, we acquired the remaining 93% of equity of Hu Master Holdings (“Hu”), a category leader in premium chocolate in the United States, which provides a strategic complement to our snacking portfolio in North America through growth opportunities in chocolate and other offerings in the well-being category. The initial cash consideration paid was $229 million, net of cash received, and we may be required to pay additional contingent consideration. The estimated fair value of the contingent consideration obligation at the acquisition date was $132 million and was determined using a Monte Carlo simulation based on forecasted future results. During 2021, based on latest estimates, we recorded a $70 million reduction to the liability as recent economic and market conditions related to COVID-19 and supply chain challenges in the U.S. impacted the pace of growth. During 2022, we recorded an additional $7 million reduction to the liability due to further changes to forecasted future results. During 2023, we recorded an additional $8 million reduction to the liability due to the final settlement and payment of the contingent consideration. Refer to Note 10, Financial Instruments for additional information. As a result of acquiring the remaining equity interest, we consolidated the operations prospectively from the date of acquisition and recorded a pre-tax gain of $9 million ($7 million after-tax) related to stepping up our previously-held $8 million (7%) investment to fair value. We have recorded a purchase price allocation of $123 million to indefinite-lived intangible assets, $51 million to definite-lived intangible assets, $202 million to goodwill, $1 million to property, plant and equipment, $2 million to inventory, $4 million to accounts receivable, $5 million to current liabilities and $132 million to long-term other liabilities. We incurred acquisition-related costs of $9 million in 2021.

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Divestitures

Developed Market Gum

On October 1, 2023, we completed the sale of our developed market gum business in the United States, Canada and Europe to Perfetti Van Melle Group, excluding the Portugal business which we retained pending regulatory approval. After obtaining the regulatory approval, we completed the sale of the Portugal business to Perfetti Van Melle Group on October 23, 2023. We received cash proceeds of $1.4 billion. We recorded a pre-tax gain of $108 million on the sale. We recorded divestiture-related costs of $83 million for the year ended December 31, 2023 and $15 million for the year ended December 31, 2022.

This disposal group met the held for sale criteria as of December 31, 2022 and was included as part of the North America and Europe operating segments.

Total assets and liabilities held for sale were comprised of the following:

						As of December 31, 2022
Assets held for sale
Inventories, net						$	79
Current assets held for sale (1)						79
Property, plant and equipment, net						159
Goodwill						292
Intangible assets, net						671
Noncurrent assets held for sale (2)						1,122
Total assets held for sale						$	1,201
Liabilities held for sale
Accrued employment costs						$	4
Current liabilities held for sale (3)						4
Deferred income taxes						15
Noncurrent liabilities held for sale (4)						15
Total liabilities held for sale						$	19

(1)Reported in Other current assets on the consolidated balance sheets.

(2)Reported in Other assets on the consolidated balance sheets.

(3)Reported in Other current liabilities on the consolidated balance sheets.

(4)Reported in Other liabilities on the consolidated balance sheets.

MaxFoods

On November 1, 2021, we completed the sale of MaxFoods Pty Ltd, an Australian packaged seafood business that we had acquired as part of our acquisition of Gourmet Food Holdings Pty Ltd (“Gourmet Food”). The sales price was $57 million Australian dollars ($41 million), net of cash divested with the business, and we recorded an immaterial loss on the transaction. The packaged seafood business added incremental net revenues of $35 million in 2021 and operating income of $5 million during 2021.

Neither of these dispositions were considered a strategic shift that will have a major effect on our operations or financial results; therefore, the results of each disposed business were not classified as discontinued operations.

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Note 3. Inventories

Inventories consisted of the following:

			As of December 31,
			2023						2022
			(in millions)
Raw materials			$	973					$	1,031
Finished product			2,790						2,501
			3,763						3,532
Inventory reserves			(148)						(151)
Inventories, net			$	3,615					$	3,381

Note 4. Property, Plant and Equipment

Property, plant and equipment consisted of the following:

			As of December 31,
			2023						2022
			(in millions)
Land and land improvements			$	384					$	378
Buildings and building improvements			3,452						3,250
Machinery and equipment			12,736						11,724
Construction in progress			1,118						879
			17,690						16,231
Accumulated depreciation			(7,996)						(7,211)
Property, plant and equipment, net			$	9,694					$	9,020

Capital expenditures as presented on the statement of cash flow were approximately $1.1 billion, $0.9 billion and $1.0 billion for the years ending December 31, 2023, 2022 and 2021, respectively, and excluded $471 million, $324 million and $249 million, respectively, for accrued capital expenditures not yet paid.

In connection with our restructuring program, we recorded non-cash property, plant and equipment write-downs (including accelerated depreciation and asset impairments) and losses/(gains) on disposal within asset impairment and exit costs on the consolidated statements of earnings and within the segment results as follows (refer to Note 8, Restructuring Program):

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Latin America			$	—					$	(3)					$	1
AMEA			(1)						3						(15)
Europe			2						4						7
North America			16						(1)						65
Corporate			—						—						—
Total			$	17					$	3					$	58

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Note 5. Leases

We have operating and finance leases for manufacturing and distribution facilities, vehicles, equipment and office space. Our leases have remaining lease terms of 1 to 16 years, some of which include options to extend the leases for up to 6 years.

The components of lease costs were as follows:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Operating lease cost			$	223					$	213					$	228
Finance lease cost:
Amortization of ROU assets			130						95						89
Interest on lease liabilities			15						8						7
Short-term lease cost			12						11						29
Variable lease cost			766						602						506
Sublease income			(4)						(4)						(6)
Total lease cost			$	1,142					$	925					$	853

Supplemental cash flow information related to leases was as follows:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases			$	(222)					$	(212)					$	(229)
Operating cash flows from finance leases			(15)						(8)						(8)
Financing cash flows from finance leases			(125)						(95)						(88)
ROU assets obtained in exchange for lease obligations:
Operating leases			$	197					$	220					$	186
Finance leases			163						148						76

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Supplemental balance sheet information related to leases was as follows:

			As of December 31,
			2023						2022
			(in millions)
Operating Leases
Operating lease ROU assets, net of amortization			$	683					$	660
Other current liabilities			$	165					$	166
Long-term operating lease liabilities			537						514
Total operating lease liabilities			$	702					$	680
Finance Leases
Finance leases, net of amortization (within property, plant and equipment)			$	325					$	287
Current portion of long-term debt			$	122					$	95
Long-term debt			214						198
Total finance lease liabilities			$	336					$	293
Weighted Average Remaining Lease Term
Operating leases			6.4 years						7.0 years
Finance leases			3.6 years						4.1 years
Weighted Average Discount Rate
Operating leases			5.1		%				4.2		%
Finance leases			5.0		%				4.0		%

Maturities of lease liabilities were as follows:

			As of December 31, 2023
			Operating Leases						Finance Leases
			(in millions)
Year Ending December 31:
2024			$	195					$	135
2025			150						103
2026			106						64
2027			86						32
2028			75						13
Thereafter			223						22
Total future undiscounted lease payments			$	835					$	369
less: imputed interest			(133)						(33)
Total reported lease liability			$	702					$	336

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Note 6. Goodwill and Intangible Assets

Goodwill

Changes in goodwill consisted of (in millions):

			Latin America						AMEA						Europe						North America						Total
January 1, 2022			$	674					$	3,365					$	7,830					$	10,109					$	21,978
Currency			41						(233)						(550)						(15)						(757)
Acquisitions (1)			714						—						795						1,020						2,529
Held for Sale (2)			—						—						(66)						(226)						(292)
Divestitures			(8)						—						—						—						(8)
Balance at December 31, 2022			$	1,421					$	3,132					$	8,009					$	10,888					$	23,450
Currency			180						(67)						341						19						473
Acquisitions (1) (3)			6						—						—						(33)						(27)
Balance at December 31, 2023			$	1,607					$	3,065					$	8,350					$	10,874					$	23,896

(1)Refer to Note 2, Acquisitions and Divestitures for more information.

(2)During the fourth quarter of 2022, we agreed to sell our gum business in North America and Europe. As a result, we reclassified $292 million of goodwill to held for sale as of December 31, 2022. On October 1, 2023, we completed the sale of our gum business including the related goodwill. Refer to Note 2, Acquisitions and Divestitures for more information.

(3)Relates to purchase price allocation adjustments for Ricolino and Clif Bar during 2023.

Intangible Assets

Intangible assets consisted of the following (in millions):

			As of December 31, 2023																		As of December 31, 2022
			Gross carrying amount						Accumulated amortization						Net carrying amount						Gross carrying amount						Accumulated amortization						Net carrying amount
Definite-life intangible assets (1)			$	3,322					$	(2,155)					$	1,167					$	3,354					$	(2,057)					$	1,297
Indefinite-life intangible assets (1) (2)			18,669						—						18,669						18,413						—						18,413
Total			$	21,991					$	(2,155)					$	19,836					$	21,767					$	(2,057)					$	19,710

(1)During the fourth quarter of 2022, we agreed to sell our gum business in North America and Europe. As a result, we reclassified $671 million of intangible assets to held for sale as of December 31, 2022. On October 1, 2023, we completed the sale of our gum business including these intangibles. Refer to Note 2, Acquisitions and Divestitures for more information.

(2)We recorded intangible asset impairments of $26 million in 2023 and $101 million in 2022 within asset impairment and exit costs.

Definite-life intangible assets consist primarily of trademarks, customer-related intangibles, process technology, licenses and non-compete agreements. Indefinite-life intangible assets consist principally of brand names purchased through our acquisitions of Nabisco Holdings Corp., the global LU biscuit business of Groupe Danone S.A., Cadbury Limited and Clif Bar.

Amortization expense for intangible assets was $151 million in 2023, $132 million in 2022 and $134 million in 2021. For the next five years, we estimate annual amortization expense of approximately $125 million in 2024-2026, approximately $90 million in 2027 and in 2028 (reflecting December 31, 2023 exchange rates).

In 2023, 2022 and 2021, there were no goodwill impairments and each of our reporting units had sufficient fair value in excess of its carrying value. While all reporting units passed our annual impairment testing, if planned business performance expectations are not met or specific valuation factors outside of our control, such as discount rates, change significantly, then the estimated fair values of a reporting unit or reporting units might decline and lead to a goodwill impairment in the future.

In 2023, we recorded $26 million of intangible asset impairment charges related to a chocolate brand in North America and a biscuit brand in Europe. We identified thirteen brands, as part of our annual test, that each had a fair value in excess of book value of 10% or less. The aggregate value of the thirteen brands was $3.7 billion as of December 31, 2023, of which $1.8 billion is related to five recently acquired brands. We believe our current plans for each of these brands will allow them to not be impaired, but if the plans to grow brand earnings and expand margin

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are not met or specific valuation factors outside of our control, such as discount rates, change significantly, then a brand or brands could become impaired in the future.

In 2022, we recorded $101 million of intangible asset impairment charges related to two biscuit brands in AMEA. In 2021, we recorded a $32 million of intangible asset impairment charge related to one biscuit brand in North America.

Note 7. Investments

Marketable Securities

During the first quarter of 2023, our ownership in Keurig Dr Pepper Inc. (Nasdaq: "KDP") fell to below 5% of the outstanding shares, resulting in a change of accounting for our KDP investment, from equity method investment accounting to accounting for equity interests with readily determinable fair values ("marketable securities") as we no longer retained significant influence. Marketable securities are measured at fair value based on quoted prices in active markets for identical assets (Level 1).

Subsequently in 2023, we sold the remainder of our shares of KDP and exited our investment in the company. In total during 2023, we sold approximately 76 million shares and received proceeds of $2.4 billion. Prior to the change of accounting for our KDP investment, we recorded a pre-tax gain on equity method transactions of $493 million ($368 million after-tax) during 2023.

In 2021, we sold approximately 43 million shares of KDP, which reduced our ownership interest by 3.0 percentage points to 5.3% of the total outstanding shares. We received $1.5 billion of proceeds and recorded a pre-tax gain on equity method transactions of $768 million (or $581 million after-tax) during 2021.

Pre-tax gains for marketable securities are summarized below:

			Year Ended December 31, 2023
			(in millions)
Gain on marketable securities sold during the period			$	593
Dividend income and other			13
Total gain on marketable securities			$	606

In the table above, gain on marketable securities sold during the period reflects the difference between the sale proceeds and the carrying value of the equity securities at the date of the change of accounting for our investment in KDP.

Equity Method Investments

Our equity method investments include, but are not limited to, our ownership interests in JDE Peet’s (Euronext Amsterdam: “JDEP”), Dong Suh Foods Corporation and Dong Suh Oil & Fats Co. Ltd. Our ownership interests may change over time due to investee stock-based compensation arrangements, share issuances or other equity-related transactions. As of December 31, 2023, we owned 17.7%, 50.0% and 49.0%, respectively, of these companies' outstanding shares.

Our investments accounted for under the equity method of accounting totaled $3.2 billion as of December 31, 2023 and $4.9 billion as of December 31, 2022. The investment balance as of December 31, 2022 is inclusive of our prior investment in KDP. We recorded equity earnings and cash dividends of $160 million and $137 million in 2023, equity earnings and cash dividends of $385 million and $184 million in 2022 and equity earnings and cash dividends of $393 million and $172 million in 2021.

Based on the quoted closing price as of December 31, 2023, the fair value of our publicly-traded investment in JDEP was $2.3 billion, and there was no other than temporary impairment identified.

JDEP Transactions

In 2023, we sold approximately 9.9 million shares of JDEP, which reduced our ownership interest by 2.0 percentage points, from 19.7% to 17.7%. We received cash proceeds of €255 million ($279 million) and recorded a loss of €21 million ($23 million). We continue to have board representation with two directors on JDEP’s Board of Directors

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and have retained certain additional governance rights. As we continue to have significant influence, we continue to account for our investment in JDEP under the equity method.

In 2022, we sold approximately 18.6 million of our JDEP shares back to JDEP, which reduced our ownership interest by approximately 3.0 percentage points. We received cash proceeds of €500 million ($529 million) and recorded a loss of €8 million ($8 million) on this sale during 2022.

In 2021, we issued €300 million exchangeable bonds, which are redeemable at maturity in September 2024 at their principal amount in cash or, at our option, through the delivery of an equivalent number of JDE Peet’s ordinary shares based on an initial exchange price of €35.40 and, as the case may be, an additional amount in cash. If all bonds were redeemed in exchange for JDEP's shares, this would represent approximately 8.5 million shares or approximately 10% of our equity interest in JDEP as of December 31, 2023. Refer to Note 10, Financial Instruments, for further details on this transaction.

Summary Financial Information for Equity Method Investments

Summarized financial information related to our equity method investments is reflected below.

			As of December 31,
			2023						2022
			(in millions)
Current assets			$	4,084					$	8,740
Noncurrent assets			23,962						71,375
Total assets			28,046						80,115
Current liabilities			4,963						12,711
Noncurrent liabilities			7,512						26,671
Total liabilities			12,475						39,382
Equity attributable to shareowners of investees			15,496						40,596
Equity attributable to noncontrolling interests			75						137
Total net equity of investees			$	15,571					$	40,733
Mondelēz International ownership interests			18-50%						5-50%
Equity method investments (1)			$	3,242					$	4,879

			For the Years Ended December 31,
			2023 (2)						2022						2021
			(in millions)
Net revenues			$	14,487					$	23,518					$	22,149
Gross profit			5,650						10,738						10,804
Income from continuing operations			926						2,984						2,614
Net income			926						2,984						2,614
Net income attributable to investees			$	938					$	2,990					$	2,618
Mondelēz International ownership interests			5-50%						5-50%						8-50%
Equity method investment net earnings			$	160					$	385					$	393

(1)Includes a basis difference of approximately $373 million as of December 31, 2023 and $419 million as of December 31, 2022 between the U.S. GAAP accounting basis for our equity method investments and the U.S. GAAP accounting basis of our investees’ equity.

(2)The 2023 summarized earnings information is inclusive of KDP only for the period in which we accounted for this investment under the equity method.

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Note 8. Restructuring Program

On May 6, 2014, our Board of Directors approved a $3.5 billion 2014-2018 restructuring program and up to $2.2 billion of capital expenditures. On August 31, 2016, our Board of Directors approved a $600 million reallocation between restructuring program cash costs and capital expenditures so the $5.7 billion program consisted of approximately $4.1 billion of restructuring program costs ($3.1 billion cash costs and $1.0 billion non-cash costs) and up to $1.6 billion of capital expenditures. On September 6, 2018, our Board of Directors approved an extension of the restructuring program through 2022, an increase of $1.3 billion in the program charges and an increase of $700 million in capital expenditures. On October 21, 2021, our Board of Directors approved an extension of the restructuring program through 2023, and on July 25, 2023, our Board of Directors approved a further extension of the restructuring program through December 31, 2024. The total $7.7 billion program now consists of $5.4 billion of program charges ($4.1 billion of cash costs and $1.3 billion of non-cash costs) and total capital expenditures of $2.3 billion to be incurred over the life of the program. The current restructuring program, as increased and extended by these actions, is now called the Simplify to Grow Program.

The primary objective of the Simplify to Grow Program is to reduce our operating cost structure in both our supply chain and overhead costs. The program covers severance as well as asset disposals and other manufacturing and procurement-related one-time costs. Since inception, we have incurred total restructuring and related implementation charges of $5.3 billion related to the Simplify to Grow Program. We expect to incur the remainder of the program charges by year-end 2024.

Restructuring Costs

The Simplify to Grow Program liability activity for the years ended December 31, 2023 and 2022 was:

			Severance and related costs						Asset Write-downs and Other (1)						Total
			(in millions)
Liability Balance, January 1, 2022			$	211					$	—					$	211
Charges (2)			31						5						36
Cash spent (3)			(69)						—						(69)
Non-cash settlements/adjustments (4)			(3)						(5)						(8)
Currency			(6)						—						(6)
Liability Balance, December 31, 2022			$	164					$	—					$	164
Charges (2)			89						17						106
Cash spent (3)			(67)						—						(67)
Non-cash settlements/adjustments (4)			—						(17)						(17)
Currency			5						—						5
Liability balance, December 31, 2023 (5)			$	191					$	—					$	191

(1)Includes gains as a result of assets sold which are included in the restructuring program.

(2)We recorded restructuring charges of $106 million in 2023, $36 million in 2022 and $154 million in 2021 within asset impairment and exit costs and benefit plan non-service income.

(3)We spent $67 million in 2023 and $69 million in 2022 in cash severance and related costs.

(4)We recognized non-cash asset write-downs (including accelerated depreciation and asset impairments) and other non-cash adjustments, including any gains on sale of restructuring program assets, which totaled a charge of $17 million in 2023 and $8 million in 2022.

(5)At December 31, 2023, $102 million of our net restructuring liability was recorded within other current liabilities and $89 million was recorded within other long-term liabilities.

Implementation Costs

Implementation costs are directly attributable to restructuring activities; however, they do not qualify for special accounting treatment as exit or disposal activities. We believe the disclosure of implementation costs provides readers of our financial statements with more information on the total costs of our Simplify to Grow Program. Implementation costs primarily relate to reorganizing our operations and facilities in connection with our supply chain reinvention program and other identified productivity and cost saving initiatives. The costs include incremental expenses related to the closure of facilities, costs to terminate certain contracts and the simplification of our information systems. Within our continuing results of operations, we recorded implementation costs of $25 million in

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2023, $87 million in 2022 and $167 million in 2021. We recorded these costs within cost of sales and general corporate expense within selling, general and administrative expenses.

Restructuring and Implementation Costs in Operating Income

During 2023, 2022 and 2021, and since inception of the Simplify to Grow Program, we recorded the following restructuring and implementation costs within segment operating income and earnings before income taxes:

			Latin America						AMEA						Europe						North America						Corporate						Total
			(in millions)
For the Year Ended December 31, 2023
Restructuring Costs			$	(3)					$	7					$	79					$	19					$	4					$	106
Implementation Costs			1						—						12						8						4						25
Total			$	(2)					$	7					$	91					$	27					$	8					$	131
For the Year Ended December 31, 2022
Restructuring Costs			$	(6)					$	13					$	16					$	12					$	1					$	36
Implementation Costs			7						6						25						37						12						87
Total			$	1					$	19					$	41					$	49					$	13					$	123
For the Year Ended December 31, 2021
Restructuring Costs			$	7					$	(17)					$	4					$	153					$	7					$	154
Implementation Costs			9						10						33						97						18						167
Total			$	16					$	(7)					$	37					$	250					$	25					$	321
Total Project (Inception to Date)
Restructuring Costs			$	545					$	561					$	1,242					$	676					$	154					$	3,178
Implementation Costs			304						245						581						598						372						2,100
Total			$	849					$	806					$	1,823					$	1,274					$	526					$	5,278

Note 9. Debt and Borrowing Arrangements

Short-Term Borrowings

Our short-term borrowings and related weighted-average interest rates consisted of:

			As of December 31,
			2023												2022
			Amount Outstanding						Weighted- Average Rate						Amount Outstanding						Weighted- Average Rate
			(in millions)												(in millions)
Commercial paper			$	346					5.5		%				$	2,209					4.7		%
Bank loans			74						17.2		%				90						9.1		%
Total short-term borrowings			$	420											$	2,299

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Our uncommitted credit lines and committed credit lines available as of December 31, 2023 and December 31, 2022 include:

			As of December 31,
			2023												2022
			Facility Amount						Borrowed Amount						Facility Amount						Borrowed Amount
			(in millions)
Uncommitted credit facilities			$	1,389					$	74					$	1,335					$	90
Credit facility expiry:
February 22, 2023 (1)			—						—						2,500						—
March 11, 2023 (1)			—						—						2,000						—
February 21, 2024 (1)			1,500						—						—						—
July 29, 2025 (1) (2)			—						—						2,000						2,000
February 23, 2027 (1)			4,500						—						4,500						—
Various (3)			277						277						—						—

(1)We maintain a multi-year senior unsecured revolving credit facility for general corporate purposes, including working capital needs, and to support our commercial paper program. The revolving credit agreement includes a covenant that we maintain a minimum shareholders' equity of at least $25.0 billion, excluding accumulated other comprehensive earnings/(losses), the cumulative effects of any changes in accounting principles and earnings/(losses) recognized in connection with the ongoing application of any mark-to-market accounting for pensions and other retirement plans. At December 31, 2023, we complied with this covenant as our shareholders' equity, as defined by the covenant, was $39.3 billion. The revolving credit facility also contains customary representations, covenants and events of default. There are no credit rating triggers, provisions or other financial covenants that could require us to post collateral as security.

(2)On March 31, 2022, we entered into a supplemental term loan credit facility that can be utilized for general corporate purposes, including acquisitions. Under this agreement, we may draw up to a total of $2.0 billion in term loans from the facility. Amounts borrowed and repaid under the facility may not be reborrowed. On July 29, 2022, we drew down $2.0 billion in term loans bearing interest at a variable annual rate based on SOFR plus an applicable margin. We repaid $1.0 billion on March 3, 2023, $0.3 billion on April 3, 2023 and $0.7 billion on May 3, 2023 in term loans.

(3)On April 18, 2023, and subsequently amended on October 3, 2023, we entered into a credit facility secured by pledged deposits classified as long-term other assets. Draw downs on the facility bear a variable rate based on SOFR plus applicable margin. On April 25, 2023, we drew down $0.2 billion due July 26, 2025. On October 5, 2023, we drew down an additional $0.09 billion of which $0.02 billion is due on July 26, 2025 and $0.07 billion is due on August 26, 2028.

Long-Term Debt

Our long-term debt consisted of (interest rates are as of December 31, 2023):

			As of December 31,
			2023 (1)						2022
			(in millions)
U.S. dollar notes and term loans, 0.750% to 7.000% (weighted-average effective rate 3.018%), due through 2050			$	9,562					$	11,275
Euro notes, 0.000% to 2.375% (weighted-average effective rate 0.709%), due through 2041			7,916						7,666
Pound sterling notes, 3.875% to 4.500% (weighted-average effective rate 4.151%), due through 2045			333						316
Swiss franc notes, 0.615% to 1.125% (weighted-average effective rate 0.911%), due through 2025			386						638
Canadian dollar notes, 3.250% (effective rate 3.377%), due through 2025			452						442
Finance leases and other			339						297
Total			18,988						20,634
less: current portion of long-term debt			(2,101)						(383)
Long-term debt			$	16,887					$	20,251

(1) Amounts are shown net of unamortized premiums, discounts and bank fees of $(129) million and imputed interest on finance leases of $(33) million.

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Over the next five years, aggregate principal maturities, including finance leases, of our term loans and long-term debt are (in millions):

2024						2025						2026						2027						2028						Thereafter						Total
$2,116						$2,252						$1,190						$1,610						$1,371						$10,611						$19,150

Tender Offers

During 2023, we did not complete any tender offers.

During 2022, we completed a tender offer in cash and redeemed $987 million of long-term U.S. dollar-denominated notes for the following amounts (in millions):

Interest Rate						Tender Date						Maturity Date						Amount Repurchased
3.625%						March 2022						February 2026						$130
4.125%						March 2022						May 2028						$211
2.750%						March 2022						April 2030						$500
6.500%						March 2022						November 2031						$17
7.000%						March 2022						August 2037						$10
6.875%						March 2022						February 2038						$21
6.875%						March 2022						January 2039						$8
6.500%						March 2022						February 2040						$36
4.625%						March 2022						May 2048						$54

We recorded a $129 million loss on debt extinguishment and related expenses within interest and other expense, net, consisting of $38 million paid in excess of carrying value of the debt and from recognizing unamortized discounts and deferred financing costs in earnings and $91 million from recognizing unamortized forward starting swap losses in earnings at the time of the debt extinguishment. The cash payments related to the debt extinguishment were classified as cash outflows from financing activities in the consolidated statement of cash flows.

Debt Redemptions

During 2023, we did not complete any debt redemptions.

During 2022, we completed an early redemption of U.S. dollar denominated notes for the following amounts (in millions):

Interest Rate						Redemption Date						Maturity Date						Amount Redeemed						USD Equivalent
0.625%						March 2022						July 2022						$1,000						$1,000

Debt Repayments

During 2023, we repaid the following notes (in millions):

Interest Rate						Maturity Date						Amount						USD Equivalent
1.125%						December 2023						Fr.265						$306

During 2022, we repaid the following notes (in millions):

Interest Rate						Maturity Date						Amount						USD Equivalent
2.125%						September 2022 (1)						$500						$500
0.650%						July 2022						Fr.150						$156
Various						Various (2)						€381						$431

(1)Repaid by Mondelez International Holdings Netherlands B.V. ("MIHN"), a wholly owned Dutch subsidiary of Mondelēz International, Inc.

(2)On January 3, 2022, we closed on our acquisition of Chipita and assumed and entirely paid down €0.4 billion ($0.4 billion) of Chipita's debt during the twelve months ended December 31, 2022.

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Debt Issuances

During 2023, we did not complete any debt issuances.

During 2022, we issued the following notes (in millions):

Issuance Date						Interest Rate						Maturity Date						Gross Proceeds (1)						Gross Proceeds USD Equivalent
September 2022 (2)						4.250%						September 2025						$500						$500
March 2022						2.125%						March 2024						$500						$500
March 2022						2.625%						March 2027						$750						$750
March 2022						3.000%						March 2032						$750						$750

(1)Represents gross proceeds from the issuance of notes excluding debt issuance costs, discounts and premiums.

(2)Notes issued by Mondelez International Holdings Netherlands B.V. (“MIHN”), a wholly owned Dutch subsidiary of Mondelēz International, Inc.

Fair Value of Our Debt

The fair value of our short-term borrowings reflects current market interest rates and approximates the amounts we have recorded on our consolidated balance sheets. The fair value of our term loans was determined using quoted prices for similar instruments in markets that are not active (Level 2 valuation data) and approximates the amounts we have recorded on our consolidated balance sheets. The fair value of our long-term debt was determined using quoted prices in active markets (Level 1 valuation data) for the publicly traded debt obligations.

			As of December 31,
			2023						2022
			(in millions)
Fair Value			$	17,506					$	20,217
Carrying Value			$	19,408					$	22,933

Interest and Other Expense, net

Interest and other expense, net within our results of continuing operations consisted of:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Interest expense, debt			$	550					$	428					$	365
Loss on debt extinguishment and related expenses			1						129						137
Other income, net			(241)						(134)						(55)
Interest and other expense, net			$	310					$	423					$	447

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Note 10. Financial Instruments

Fair Value of Derivative Instruments

Derivative instruments were recorded at fair value in the consolidated balance sheets as follows:

			As of December 31,
			2023												2022
			Asset Derivatives						Liability Derivatives						Asset Derivatives						Liability Derivatives
			(in millions)
Derivatives designated as accounting hedges:
Interest rate contracts			$	120					$	57					$	132					$	35
Net investment hedge derivative contracts (1)			163						382						265						241
			$	283					$	439					$	397					$	276
Derivatives not designated as accounting hedges:
Currency exchange contracts			$	195					$	134					$	185					$	103
Commodity contracts			1,119						984						200						247
Interest rate contracts			—						2						8						—
Equity method investment contracts (2)			—						—						—						3
			$	1,314					$	1,120					$	393					$	353
Total fair value			$	1,597					$	1,559					$	790					$	629

(1)Net investment hedge contracts consist of cross-currency interest rate swaps and forward contracts. We also designate some of our non-U.S. dollar denominated debt to hedge a portion of our net investments in our non-U.S. operations. This debt is not reflected in the table above, but is included in long-term debt discussed in Note 9, Debt and Borrowing Arrangements. Both net investment hedge derivative contracts and non-U.S. dollar denominated debt acting as net investment hedges are also disclosed in the Derivative Volume table and the Hedges of Net Investments in International Operations section appearing later in this footnote.

(2)Equity method investment contracts consist of the bifurcated embedded derivative option that was a component of the September 20, 2021 €300 million exchangeable bonds issuance. Refer to Note 9, Debt and Borrowing Arrangements.

Derivatives designated as accounting hedges above include cash flow and net investment hedge derivative contracts. Our currency exchange, commodity derivative and equity method investment contracts are economic hedges that are not designated as accounting hedges. We record derivative assets and liabilities on a gross basis on our consolidated balance sheets. We record the fair value of our derivative assets in the amount of $1,347 million and $377 million within other current assets and $250 million and $413 million within other assets as of December 31, 2023 and 2022, respectively. We record the fair value of our derivative liabilities in the amount of $1,209 million and $421 million within other current liabilities and $350 million and $208 million within other liabilities, as of December 31, 2023 and 2022, respectively.

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The fair values (asset/(liability)) of our derivative instruments were determined using:

			As of December 31, 2023
			Total Fair Value of Net Asset/(Liability)						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
			(in millions)
Currency exchange contracts			$	61					$	—					$	61					$	—
Commodity contracts			135						28						107						—
Interest rate contracts			61						—						61						—
Net investment hedge contracts			(219)						—						(219)						—
Total derivatives			$	38					$	28					$	10					$	—

			As of December 31, 2022
			Total Fair Value of Net Asset/(Liability)						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
			(in millions)
Currency exchange contracts			$	82					$	—					$	82					$	—
Commodity contracts			(47)						(35)						(12)						—
Interest rate contracts			105						—						105						—
Net investment hedge contracts			24						—						24						—
Equity method investment contracts			(3)						—						(3)						—
Total derivatives			$	161					$	(35)					$	196					$	—

Level 1 financial assets and liabilities consist of exchange-traded commodity futures and listed options. The fair value of these instruments is determined based on quoted market prices on commodity exchanges.

Level 2 financial assets and liabilities consist primarily of over-the-counter (“OTC”) currency exchange forwards, options and swaps; commodity forwards and options; net investment hedge contracts; and interest rate swaps. Our currency exchange contracts are valued using an income approach based on observable market forward rates less the contract rate multiplied by the notional amount. Commodity derivatives are valued using an income approach based on the observable market commodity index prices less the contract rate multiplied by the notional amount or based on pricing models that rely on market observable inputs such as commodity prices. Our bifurcated exchange options are valued, as derivative instrument liabilities, using the Black-Scholes option pricing model. This model requires assumptions related to the market price of the underlying note and associated credit spread combined with the share of price, expected dividend yield, and expected volatility of the JDE Peet’s shares over the life of the option. Our calculation of the fair value of interest rate swaps is derived from a discounted cash flow analysis based on the terms of the contract and the observable market interest rate curve. Our calculation of the fair value of financial instruments takes into consideration the risk of nonperformance, including counterparty credit risk. Our OTC derivative transactions are governed by International Swap Dealers Association agreements and other standard industry contracts. Under these agreements, we do not post nor require collateral from our counterparties. The majority of our derivative contracts do not have a legal right of set-off. We manage the credit risk in connection with these and all our derivatives by entering into transactions with counterparties with investment grade credit ratings, limiting the amount of exposure with each counterparty and monitoring the financial condition of our counterparties.

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Derivative Volume

The gross notional values of our derivative instruments were:

			Notional Amount
			As of December 31,
			2023						2022
			(in millions)
Currency exchange contracts:
Intercompany loans and forecasted interest payments			$	2,860					$	2,085
Forecasted transactions			5,550						5,470
Commodity contracts (1)			16,631						7,777
Interest rate contracts			2,384						4,147
Net investment hedges:
Net investment hedge derivative contracts			7,456						7,319
Non-U.S. dollar debt designated as net investment hedges:
Euro notes			3,516						3,410
Swiss franc notes			386						638
Canadian dollar notes			453						443

(1) Prior year notional has been revised.

Cash Flow Hedges

Cash flow hedge activity, net of taxes, is recorded within accumulated other comprehensive earnings/(losses). Refer to Note 15, Reclassifications from Accumulated Other Comprehensive Income for further information on current period activity.

Based on current market conditions, we would expect to transfer gains of $21 million (net of taxes) for interest rate cash flow hedges to earnings during the next 12 months.

Cash Flow Hedge Coverage

As of December 31, 2023, our longest dated cash flow hedges were interest rate swaps that hedge forecasted interest rate payments over the next 2 years, 8 months.

Hedges of Net Investments in International Operations

Net investment hedge (“NIH”) derivative contracts

We enter into cross-currency interest rate swaps and forwards to hedge certain investments in our non-U.S. operations against movements in exchange rates. As of December 31, 2023, the aggregate notional value of these NIH derivative contracts was $7.5 billion and their impact on other comprehensive earnings and net earnings during the years presented below were as follows:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
After-tax gain/(loss) on NIH contracts (1)			$	(185)					$	396					$	63

(1)Amounts recorded for unsettled and settled NIH derivative contracts are recorded in the cumulative translation adjustment within other comprehensive earnings. The cash flows from the settled contracts are reported within other investing activities in the consolidated statement of cash flows.

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Amounts excluded from the assessment of hedge effectiveness (1)			$	148					$	116					$	75

(1)We elected to record changes in the fair value of amounts excluded from the assessment of effectiveness in net earnings within interest and other expense, net.

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Non-U.S. dollar debt designated as net investment hedges

After-tax gains/(losses) related to hedges of net investments in international operations in the form of euro, British pound sterling, Swiss franc and Canadian dollar-denominated debt were recorded within the cumulative translation adjustment section of other comprehensive income and were:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Euro notes			$	(81)					$	162					$	211
British pound sterling notes			—						45						3
Swiss franc notes			(41)						13						29
Canadian notes			(8)						25						(3)

Economic Hedges

Pre-tax gains/(losses) recorded in net earnings for economic hedges were:

			For the Years Ended December 31,																		Recognized in Earnings
			2023						2022						2021
			(in millions)
Currency exchange contracts:
Intercompany loans and forecasted interest payments			$	2					$	(14)					$	57					Interest and other expense, net
Forecasted transactions			17						117						80						Cost of sales
Forecasted transactions			18						17						(1)						Interest and other expense, net
Forecasted transactions			—						(1)						—						Selling, general and administrative expenses
Commodity contracts			262						157						385						Cost of sales
Equity method investment contracts			7						—						2						Gain on equity method investment contracts
Total			$	306					$	276					$	523

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Fair Value of Contingent Consideration

The following is a summary of our contingent consideration liability activity:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Liability at the beginning of the period			$	642					$	159					$	55
Contingent consideration arising from acquisitions			—						440						145
Changes in fair value			128						44						(41)
Payments			(90)						—						—
Currency			—						(1)						—
Liability at the end of the period			$	680					$	642					$	159

Contingent consideration was recorded at fair value in the condensed consolidated balance sheets as follows:

			As of December 31, 2023
			Total Fair Value of Liability						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
			(in millions)
Clif Bar (1)			$	548					$	—					$	—					$	548
Other (2)			132						—						—						132
Total contingent consideration			$	680					$	—					$	—					$	680

			As of December 31, 2022
			Total Fair Value of Liability						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
			(in millions)
Clif Bar (1)			$	452					$	—					$	—					$	452
Other (2)			190						—						—						190
Total contingent consideration			$	642					$	—					$	—					$	642

(1)In connection with the Clif Bar acquisition, we entered into a contingent consideration arrangement that may require us to pay additional consideration to the sellers for achieving certain net revenue, gross profit and EBITDA targets in 2025 and 2026 that exceed our base financial projections for the business implied in the upfront purchase price. The other contingent consideration liabilities are recorded at fair value with $548 million and $452 million classified as long-term liabilities at December 31, 2023 and December 31, 2022, respectively. The estimated fair value of the contingent consideration obligation at the acquisition date was determined using a Monte Carlo simulation and recorded in other liabilities. Significant assumptions used in assessing the fair value of the liability include financial projections for net revenue, gross profit, and EBITDA, as well as discount and volatility rates. Fair value adjustments are primarily recorded in selling, general and administrative expenses in the condensed consolidated statement of earnings. Refer to Note 2, Acquisitions and Divestitures for additional information.

(2)The other contingent consideration liabilities are recorded at fair value, with $132 million and $102 million classified as other current liabilities at December 31, 2023 and December 31, 2022, respectively, and $88 million classified as long-term liabilities at December 31, 2022. The estimated fair value of this contingent consideration was determined using a Monte Carlo valuation model based on Level 3 inputs, including management's latest estimate of forecasted future results. Other key assumptions included discount rate and volatility. Fair value adjustments are recorded in selling, general and administrative expenses in the condensed consolidated statement of earnings. Refer to Note 2, Acquisitions and Divestitures for additional information.

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Note 11. Benefit Plans

Pension Plans

Obligations and Funded Status

The projected benefit obligations, plan assets and funded status of our pension plans were:

			U.S. Plans												Non-U.S. Plans
			2023						2022						2023						2022
			(in millions)
Projected benefit obligation at January 1			$	1,193					$	1,729					$	6,878					$	10,821
Service cost			3						5						54						88
Interest cost			64						51						303						172
Benefits paid			(45)						(39)						(424)						(461)
Settlements paid			(63)						(71)						—						—
Actuarial losses/(gains)			54						(482)						235						(2,844)
Divestitures/acquisitions			—						—						(6)						18
Currency			—						—						337						(957)
Other			—						—						27						41
Projected benefit obligation at December 31			1,206						1,193						7,404						6,878
Fair value of plan assets at January 1			1,265						1,826						7,389						11,021
Actual return on plan assets			114						(455)						423						(2,388)
Contributions			6						4						162						211
Benefits paid			(45)						(39)						(424)						(461)
Settlements paid			(63)						(71)						—						—
Divestitures			—						—						(4)						—
Currency			—						—						362						(992)
Other			—						—						(1)						(2)
Fair value of plan assets at December 31			1,277						1,265						7,907						7,389
Net pension assets at December 31			$	71					$	72					$	503					$	511

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The accumulated benefit obligation, which represents benefits earned to the measurement date, for U.S. pension plans was $1.2 billion at December 31, 2023 and 2022. The accumulated benefit obligation for non-U.S. pension plans was $7.3 billion at December 31, 2023 and $6.8 billion at December 31, 2022.

The actuarial (gain)/loss for all pension plans in 2023 and 2022 was primarily related to a change in the discount rate used to measure the benefit obligations of those plans.

The combined U.S. and non-U.S. pension plans resulted in a net pension asset of $574 million at December 31, 2023 and a net pension asset of $583 million at December 31, 2022. We recognized these amounts in our consolidated balance sheets as follows:

			As of December 31,
			2023						2022
			(in millions)
Prepaid pension assets			$	1,043					$	1,016
Other current liabilities			(32)						(30)
Accrued pension costs			(437)						(403)
			$	574					$	583

Certain of our U.S. and non-U.S. plans are underfunded with accumulated benefit obligations in excess of plan assets. For these plans, the projected benefit obligations, accumulated benefit obligations and the fair value of plan assets were:

			U.S. Plans												Non-U.S. Plans
			As of December 31,												As of December 31,
			2023						2022						2023						2022
			(in millions)
Projected benefit obligation			$	25					$	31					$	646					$	531
Accumulated benefit obligation			25						31						594						492
Fair value of plan assets			2						2						201						135

We used the following weighted-average assumptions to determine our benefit obligations under the pension plans:

			U.S. Plans												Non-U.S. Plans
			As of December 31,												As of December 31,
			2023						2022						2023						2022
Discount rate			5.22		%				5.55		%				4.03		%				4.51		%
Expected rate of return on plan assets			6.25		%				6.25		%				5.54		%				5.41		%
Rate of compensation increase			4.00		%				4.00		%				3.22		%				3.22		%

Year-end discount rates for our U.S., Canadian, Eurozone and U.K. plans were developed from a model portfolio of high quality, fixed-income debt instruments with durations that match the expected future cash flows of the benefit obligations. Year-end discount rates for our remaining non-U.S. plans were developed from local bond indices that match local benefit obligations as closely as possible. Changes in our discount rates were primarily the result of changes in bond yields year-over-year. We determine our expected rate of return on plan assets from the plan assets’ historical long-term investment performance, current asset allocation and estimates of future long-term returns by asset class.

For the periods presented, we measure service and interest costs by applying the specific spot rates along a yield curve used to measure plan obligations to the plans’ liability cash flows. We believe this approach provides a more precise measurement of service and interest costs by aligning the timing of the plans’ liability cash flows to the corresponding spot rates on the yield curve.

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Components of Net Periodic Pension Cost

Net periodic pension cost consisted of the following:

			U.S. Plans																		Non-U.S. Plans
			For the Years Ended December 31,																		For the Years Ended December 31,
			2023						2022						2021						2023						2022						2021
			(in millions)
Service cost			$	3					$	5					$	6					$	54					$	88					$	137
Interest cost			64						51						42						303						172						130
Expected return on plan assets			(99)						(79)						(72)						(403)						(353)						(419)
Amortization:
Net loss			—						6						17						42						57						130
Prior service cost/(benefit)			1						1						1						(1)						(2)						(6)
Curtailment expense/(credit) (1)			—						—						—						—						8						(17)
Settlement losses and other expenses			17						14						19						1						2						3
Net periodic pension (benefit)/cost			$	(14)					$	(2)					$	13					$	(4)					$	(28)					$	(42)

(1)During the third quarter of 2021, we terminated our Defined Benefit Pension Scheme in Nigeria. During the second quarter of 2021, we made a decision to freeze our Defined Benefit Pension Scheme in the United Kingdom. As a result, we recognized curtailment credits of ($17 million) in 2021 recorded within benefit plan non-service income. In connection with the United Kingdom plan freeze, we also incurred incentive payment charges and other expenses of $48 million in 2021 included in operating income.

For the U.S. plans, we determine the expected return on plan assets component of net periodic (benefit)/cost using a calculated market return value that recognizes the cost over a four-year period. For our non-U.S. plans, we utilize a similar approach with varying cost recognition periods for some plans, and with others, we determine the expected return on plan assets based on asset fair values as of the measurement date.

We used the following weighted-average assumptions to determine our net periodic pension cost:

			U.S. Plans																		Non-U.S. Plans
			For the Years Ended December 31,																		For the Years Ended December 31,
			2023						2022						2021						2023						2022						2021
Discount rate			5.55		%				3.01		%				2.73		%				4.51		%				1.74		%				1.33		%
Expected rate of return on plan assets			6.25		%				4.50		%				4.50		%				5.41		%				3.44		%				3.90		%
Rate of compensation increase			4.00		%				4.00		%				4.00		%				3.22		%				2.84		%				3.16		%

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Plan Assets

The fair value of pension plan assets was determined using the following fair value measurements:

						As of December 31, 2023
Asset Category						Total Fair Value						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
						(in millions)
U.S. equity securities						$	3					$	3					$	—					$	—
Pooled funds - equity securities						935						863						72						—
Total equity securities						938						866						72						—
Government bonds						2,485						59						2,426						—
Pooled funds - fixed-income securities						839						718						121						—
Corporate bonds and other fixed-income securities						2,366						203						699						1,464
Total fixed-income securities						5,690						980						3,246						1,464
Real estate						249						182						—						67
Private equity						4						—						—						4
Cash and other						122						103						18						1
Total assets in the fair value hierarchy						$	7,003					$	2,131					$	3,336					$	1,536
Investments measured at net asset value						2,084
Total investments at fair value						$	9,087

						As of December 31, 2022
Asset Category						Total Fair Value						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
						(in millions)
U.S. equity securities						$	3					$	3					$	—					$	—
Non-U.S. equity securities						1						1						—						—
Pooled funds - equity securities						960						906						54						—
Total equity securities						964						910						54						—
Government bonds						2,495						48						2,447						—
Pooled funds - fixed-income securities						560						453						107						—
Corporate bonds and other fixed-income securities						2,296						144						612						1,540
Total fixed-income securities						5,351						645						3,166						1,540
Real estate						221						152						—						69
Private equity						4						—						—						4
Cash and other						106						100						5						1
Total assets in the fair value hierarchy						$	6,646					$	1,807					$	3,225					$	1,614
Investments measured at net asset value						1,892
Total investments at fair value						$	8,538

We excluded plan assets of $97 million at December 31, 2023 and $117 million at December 31, 2022 from the above tables related to certain insurance contracts as they are reported at contract value, in accordance with authoritative guidance.

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Fair value measurements

• Level 1 – includes primarily U.S and non-U.S. equity securities and government bonds valued using quoted prices in active markets.

• Level 2 – includes primarily pooled funds, including assets in real estate pooled funds, valued using net asset values of participation units held in common collective trusts, as reported by the managers of the trusts and as supported by the unit prices of actual purchase and sale transactions. Level 2 plan assets also include corporate bonds and other fixed-income securities, valued using independent observable market inputs, such as matrix pricing, yield curves and indices.

• Level 3 – includes investments valued using unobservable inputs that reflect the plans’ assumptions that market participants would use in pricing the assets, based on the best information available.

• Fair value estimates for pooled funds are calculated by the investment advisor when reliable quotations or pricing services are not readily available for certain underlying securities. The estimated value is based on either cost or last sale price for most of the securities valued in this fashion.

• Fair value estimates for private equity investments are calculated by the general partners using the market approach to estimate the fair value of private investments. The market approach utilizes prices and other relevant information generated by market transactions, type of security, degree of liquidity, restrictions on the disposition, latest round of financing data, company financial statements, relevant valuation multiples and discounted cash flow analyses.

• Fair value estimates for private debt placements are calculated using standardized valuation methods, including but not limited to income-based techniques such as discounted cash flow projections or market-based techniques utilizing public and private transaction multiples as comparables.

• Fair value estimates for real estate investments are calculated by investment managers using the present value of future cash flows expected to be received from the investments, based on valuation methodologies such as appraisals, local market conditions, and current and projected operating performance.

• Fair value estimates for fixed-income securities that are buy-in annuity policies are calculated on a replacement policy value basis by discounting the projected cash flows of the plan members using a discount rate based on risk-free rates and adjustments for estimated levels of insurer pricing.

• Net asset value – primarily includes equity funds, fixed income funds, real estate funds, hedge funds and private equity investments for which net asset values are normally used.

Changes in our Level 3 plan assets, which are recorded in other comprehensive earnings/(losses), included:

Asset Category						January 1, 2023 Balance						Net Realized and Unrealized Gains/ (Losses)						Net Purchases, Issuances and Settlements						Net Transfers Into/(Out of) Level 3						Currency Impact						December 31, 2023 Balance
						(in millions)
Corporate bond and other fixed-income securities						$	1,540					$	60					$	(227)					$	—					$	98					$	1,471
Real estate						70						(2)						—						—						(6)						62
Private equity and other						4						—						—						—						(1)						3
Total Level 3 investments						$	1,614					$	58					$	(227)					$	—					$	91					$	1,536
Asset Category						January 1, 2022 Balance						Net Realized and Unrealized Gains/ (Losses)						Net Purchases, Issuances and Settlements						Net Transfers Into/(Out of) Level 3						Currency Impact						December 31, 2022 Balance
						(in millions)
Corporate bond and other fixed-income securities						$	2,387					$	(450)					$	(148)					$	—					$	(249)					$	1,540
Real estate						74						3						(1)						—						(6)						70
Private equity and other						5						—						—						—						(1)						4
Total Level 3 investments						$	2,466					$	(447)					$	(149)					$	—					$	(256)					$	1,614

The decrease in Level 3 pension plan investments during 2023 was related to net purchases, issuances and settlements of corporate bonds and other fixed income securities, partially offset by currency impact and net realized and unrealized gains. The decrease in Level 3 pension plan investments during 2022 was related to rising bond yields, benefits paid and currency impact.

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The percentage of fair value of pension plan assets was:

						U.S. Plans												Non-U.S. Plans
						As of December 31,												As of December 31,
Asset Category						2023						2022						2023						2022
Equity securities						15%						15%						16%						16%
Fixed-income securities						85%						85%						63%						63%
Real estate						—						—						4%						3%
Buy-in annuity policies						—						—						16%						17%
Cash						—						—						1%						1%
Total						100%						100%						100%						100%

For our U.S. plans, our investment strategy is to reduce our funded status risk in part through appropriate asset allocation within our plan assets. We attempt to maintain our target asset allocation by rebalancing between asset classes as we make monthly benefit payments. The strategy involves using indexed U.S. equity and international equity securities and actively managed U.S. investment grade fixed-income securities (which constitute 95% or more of fixed-income securities) with smaller allocations to high yield fixed-income securities.

For our non-U.S. plans, the investment strategy is subject to local regulations and the asset/liability profiles of the plans in each individual country. In aggregate, the asset allocation targets of our non-U.S. plans are broadly characterized as a mix of approximately 14% equity securities, 53% fixed-income securities, 29% buy-in annuity policies and 4% real estate.

Employer Contributions

In 2023, we contributed $6 million to our U.S. pension plans and $141 million to our non-U.S. pension plans. In addition, employees contributed $21 million to our non-U.S. plans. We make contributions to our pension plans in accordance with local funding arrangements and statutory minimum funding requirements. Discretionary contributions are made to the extent that they are tax deductible and do not generate an excise tax liability. In 2024, we estimate that our pension contributions will be $4 million to our U.S. plans and $128 million to our non-U.S. plans based on current tax laws. Our actual contributions may be different due to many factors, including changes in tax and other benefit laws, significant differences between expected and actual pension asset performance or interest rates.

Future Benefit Payments

The estimated future benefit payments from our pension plans at December 31, 2023 were (in millions):

			2024						2025						2026						2027						2028						2029-2033
U.S. Plans			$152						$91						$91						$90						$90						$432
Non-U.S. Plans			429						420						434						441						445						2,283

Multiemployer Pension Plans

In accordance with obligations we have under collective bargaining agreements, we made contributions to multiemployer pension plans for continuing participation and these amounts were not material. Our contributions are based on our contribution rates under our collective bargaining agreements, the number of our eligible employees and fund surcharges.

On July 11, 2019, we received an undiscounted withdrawal liability assessment from the Bakery and Confectionery Union and Industry International Pension Fund totaling $491 million requiring pro-rata monthly payments over 20 years. We began making monthly payments during the third quarter of 2019. Within interest and other expense, net, we recorded accreted interest of $10 million in 2023, and $11 million in 2022 and 2021. As of December 31, 2023, the remaining discounted withdrawal liability was $328 million, with $15 million recorded in other current liabilities and $313 million recorded in long-term other liabilities.

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Other Costs

We sponsor and contribute to employee defined contribution plans. These plans cover eligible salaried, non-union and union employees. Our contributions and costs are determined by the matching of employee contributions, as defined by the plans. Amounts charged to expense in continuing operations for defined contribution plans totaled $66 million in 2023 and 2022 and $73 million in 2021.

Postretirement Benefit Plans

Obligations

Our postretirement health care plans are funded in the U.S. The changes in and the amount of the accrued benefit obligation were:

			As of December 31,
			2023						2022
			(in millions)
Accrued benefit obligation at January 1			$	233					$	317
Service cost			1						2
Interest cost			12						9
Benefits paid			(16)						(15)
Plan amendments			(22)						—
Currency			2						(5)
Actuarial losses/(gains)			(5)						(75)
Accrued benefit obligation at December 31			205						233
Fair value of plan assets at January 1			—						—
Employer Contributions			76						—
Benefit Payments			(12)						—
Actual Return on Assets			6						—
Fair value of plan assets at December 31			$	70					$	—

The current portion of our accrued postretirement benefit obligation of $11 million at December 31, 2023 and $16 million at December 31, 2022 was included in other current liabilities.

The actuarial (gain) for all postretirement plans in 2023 and 2022 was driven by gains related to assumption changes partially offset by losses related to a change in the discount rate used to measure the benefit obligations of those plans.

We used the following weighted-average assumptions to determine our postretirement benefit obligations:

			U.S. Plans												Non-U.S. Plans
			As of December 31,												As of December 31,
			2023						2022						2023						2022
Discount rate			5.20		%				5.53		%				5.72		%				6.07		%
Expected rate of return on plan assets			7.25		%				n/a						n/a						n/a
Health care cost trend rate assumed for next year			6.75		%				7.00		%				5.07		%				5.98		%
Ultimate trend rate			5.00		%				5.00		%				4.63		%				4.70		%
Year that the rate reaches the ultimate trend rate			2031						2031						2040						2040

Year-end discount rates for our U.S., Canadian and U.K. plans were developed from a model portfolio of high quality, fixed-income debt instruments with durations that match the expected future cash flows of the benefit obligations. Year-end discount rates for our remaining non-U.S. plans were developed from local bond indices that match local benefit obligations as closely as possible. Changes in our discount rates were primarily the result of changes in bond yields year-over-year. Our expected health care cost trend rate is based on historical costs.

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For the periods presented, we measure service and interest costs for other postretirement benefits by applying the specific spot rates along a yield curve used to measure plan obligations to the plans’ liability cash flows. We believe this approach provides a good measurement of service and interest costs by aligning the timing of the plans’ liability cash flows to the corresponding spot rates on the yield curve.

Components of Net Periodic Postretirement Health Care Costs

The net periodic postretirement (benefit)/cost was $(5) million, $12 million and $14 million for the years ended December 31, 2023, 2022 and 2021, respectively.

We used the following weighted-average assumptions to determine our net periodic postretirement health care cost:

			U.S. Plans																		Non-U.S. Plans
			For the Years Ended December 31,																		For the Years Ended December 31,
			2023						2022						2021						2023						2022						2021
Discount rate			5.53%						2.96%						2.68%						6.07%						3.81%						3.35%
Health care cost trend rate			7.00%						5.50%						5.75%						5.98%						5.72%						5.66%

Future Benefit Payments

Our estimated future benefit payments for our postretirement health care plans at December 31, 2023 were (in millions):

			2024						2025						2026						2027						2028						2029-2033
U.S. Plans			$11						$10						$10						$9						$9						$36
Non-U.S. Plans			4						5						5						5						5						27

Other Costs

We made contributions to multiemployer medical plans totaling $18 million in 2023, $17 million in 2022 and $19 million in 2021. These plans provide medical benefits to active employees and retirees under certain collective bargaining agreements.

Postemployment Benefit Plans

Obligations

Our postemployment plans are not funded. The changes in and the amount of the accrued benefit obligation at December 31, 2023 and 2022 were:

			As of December 31,
			2023						2022
			(in millions)
Accrued benefit obligation at January 1			$	47					$	56
Service cost			4						4
Interest cost			3						2
Benefits paid			(25)						(14)
Actuarial losses/(gains)			63						(1)
Accrued benefit obligation at December 31			$	92					$	47

The accrued benefit obligation was determined using a weighted-average discount rate of 8.1% in 2023 and 6.3% in 2022, an assumed weighted-average ultimate annual turnover rate of 0.8% in 2023 and 0.4% in 2022, assumed compensation cost increases of 4.0% in 2023 and 4.0% in 2022 and assumed benefits as defined in the respective plans.

Postemployment costs arising from actions that offer employees benefits in excess of those specified in the respective plans are charged to expense when incurred.

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Components of Net Periodic Postemployment Costs

The net periodic postemployment cost was $4 million, zero and $5 million for the years ended December 31, 2023, 2022 and 2021, respectively.

As of December 31, 2023, the estimated net gain for the postemployment benefit plans that we expect to amortize from accumulated other comprehensive earnings/(losses) into net periodic postemployment costs during 2024 is approximately $4 million.

Note 12. Stock Plans

Under our Amended and Restated 2005 Performance Incentive Plan (the “2005 Plan”), we are authorized through May 21, 2024 to issue a maximum of 243.7 million shares of our Class A common stock (“Common Stock”) to employees and non-employee directors. As of December 31, 2023, there were 41.5 million shares available to be granted under the 2005 Plan.

Stock Options

We recorded compensation expense related to stock options held by our employees of $25 million in 2023, $20 million in 2022 and $23 million in 2021 in our results from continuing operations. The deferred tax benefit recorded related to this compensation expense was $4 million in 2023, $3 million in 2022 and $4 million in 2021. The unamortized compensation expense related to our employee stock options was $26 million at December 31, 2023 and is expected to be recognized over a weighted-average period of 1.7 years.

Our weighted-average Black-Scholes Model fair value assumptions were:

			Risk-Free Interest Rate						Expected Life						Expected Volatility						Expected Dividend Yield						Fair Value at Grant Date
2023			4.18%						5 years						20.97%						2.32%						$13.57
2022			1.87%						5 years						22.05%						2.13%						$11.24
2021			0.57%						5 years						23.45%						2.20%						$9.08

The risk-free interest rate represents the constant maturity U.S. government treasuries rate with a remaining term equal to the expected life of the options. The expected life is the period over which our employees are expected to hold their options. Volatility reflects historical movements in our stock price for a period commensurate with the expected life of the options. The dividend yield reflects the dividend yield in place at the time of the historical grants.

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Stock option activity is reflected below:

			Shares Subject to Option						Weighted- Average Exercise or Grant Price Per Share						Average Remaining Contractual Term						Aggregate Intrinsic Value
Balance at January 1, 2021			27,751,894						$	39.51											$	527	million
Annual grant to eligible employees			2,412,710						56.13
Additional options issued			160,640						58.17
Total options granted			2,573,350						56.26
Options exercised (1)			(6,249,330)						33.68												$	169	million
Options cancelled			(572,155)						49.65
Balance at December 31, 2021			23,503,759						42.65												$	556	million
Annual grant to eligible employees			2,180,540						64.65
Additional options issued			63,490						64.39
Total options granted			2,244,030						64.64
Options exercised (1)			(4,780,086)						35.96												$	142	million
Options cancelled			(477,453)						55.89
Balance at December 31, 2022			20,490,250						46.31												$	417	million
Annual grant to eligible employees			2,452,110						65.36
Additional options issued			24,210						68.93
Total options granted			2,476,320						65.39
Options exercised (1)			(3,894,213)						39.59												$	123	million
Options cancelled			(394,237)						59.41
Balance at December 31, 2023			18,678,120						49.96						5 years						$	420	million
Exercisable at December 31, 2023			14,500,549						45.98						4 years						$	384	million

(1)Cash received from options exercised was $152 million in 2023, $158 million in 2022 and $206 million in 2021. The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the option exercises totaled $21 million in 2023, $22 million in 2022 and $24 million in 2021.

Deferred Stock Units, Performance Share Units and Other Stock-Based Awards

We recorded compensation expense related to DSUs, PSUs and other stock-based awards of $121 million in 2023, $100 million in 2022 and $98 million in 2021 in our results from continuing operations. The deferred tax benefit recorded related to this compensation expense was $18 million in 2023, $17 million in 2022 and $16 million in 2021. The unamortized compensation expense related to our DSUs, PSUs and other stock-based awards was $146 million at December 31, 2023 and is expected to be recognized over a weighted-average period of 1.7 years.

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Our PSU, DSU and other stock-based award activity is reflected below:

			Number of Shares						Grant Date						Weighted-Average Fair Value Per Share (4)						Weighted-Average Aggregate Fair Value (3)
Balance at January 1, 2021			4,896,990												$	53.80
Annual grant to eligible employees:									Feb 18, 2021
Performance share units			903,250												59.35
Deferred stock units			550,090												56.13
Additional shares granted (1)			1,163,644						Various						53.76
Total shares granted			2,616,984												56.19						$	147	million
Vested (2) (3)			(2,459,427)												49.59						$	122	million
Forfeited (2)			(386,501)												57.52
Balance at December 31, 2021			4,668,046												57.04
Annual grant to eligible employees:									Feb 24, 2022
Performance share units			806,590												61.87
Deferred stock units			505,090												64.65
Additional shares granted (1)			836,117						Various						59.37
Total shares granted			2,147,797												61.55						$	132	million
Vested (2) (3)			(1,925,556)												54.13						$	104	million
Forfeited (2)			(438,613)												60.68
Balance at December 31, 2022			4,451,674												60.12
Annual grant to eligible employees:									Mar 2, 2023
Performance share units			895,410												68.59
Deferred stock units			578,570												65.36
Additional shares granted (1)			765,128						Various						65.99
Total shares granted			2,239,108												66.86						$	150	million
Vested (2) (3)			(1,772,439)												61.92						$	110	million
Forfeited (2)			(365,177)												62.66
Balance at December 31, 2023			4,553,166												62.53

(1)Includes PSUs and DSUs.

(2)Includes PSUs, DSUs and other stock-based awards.

(3)The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the shares vested totaled $3 million in 2023, $5 million in 2022 and $6 million in 2021.

(4)The grant date fair value of PSUs is determined based on the Monte Carlo simulation model for the market-based total shareholder return component and the closing market price of the Company’s stock on the grant date for performance-based components. The Monte Carlo simulation model incorporates the probability of achieving the total shareholder return market condition. Compensation expense is recognized using the grant date fair values regardless of whether the market condition is achieved, so long as the requisite service has been provided.

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Note 13. Capital Stock

Our amended and restated articles of incorporation authorize 5.0 billion shares of Common Stock and 500 million shares of preferred stock. There were no preferred shares issued and outstanding at December 31, 2023, 2022 and 2021. Shares of Common Stock issued, in treasury and outstanding, were:

						Shares Issued						Treasury Shares						Shares Outstanding
Balance at January 1, 2021						1,996,537,778						(577,363,557)						1,419,174,221
Shares repurchased						—						(35,384,366)						(35,384,366)
Exercise of stock options and issuance of other stock awards						—						7,840,684						7,840,684
Balance at December 31, 2021						1,996,537,778						(604,907,239)						1,391,630,539
Shares repurchased						—						(31,556,510)						(31,556,510)
Exercise of stock options and issuance of other stock awards						—						5,817,062						5,817,062
Balance at December 31, 2022						1,996,537,778						(630,646,687)						1,365,891,091
Shares repurchased						—						(22,564,627)						(22,564,627)
Exercise of stock options and issuance of other stock awards						—						5,156,241						5,156,241
Balance at December 31, 2023						1,996,537,778						(648,055,073)						1,348,482,705

Stock plan awards to employees and non-employee directors are issued from treasury shares. At December 31, 2023, 64.7 million shares of Common Stock held in treasury were reserved for stock options and other stock awards.

Share Repurchase Program

Between 2013 and 2020, our Board of Directors authorized the repurchase of a total of $23.7 billion of our Common Stock and extended the program through December 31, 2023. Prior to January 1, 2023, we had repurchased approximately $22.0 billion of Common Stock pursuant to this authorization. Our Board of Directors approved a new program authorizing the repurchase of up to $6.0 billion of our Common Stock through December 31, 2025. This authorization, effective January 1, 2023, replaced our previous share repurchase program. Repurchases under the program are determined by management and are wholly discretionary.

During the year ended December 31, 2023, we repurchased approximately 22.6 million shares of Common Stock at an average cost of $69.49 per share, or an aggregate cost of approximately $1.6 billion, all of which was paid during the period except for approximately $20.9 million settled in January 2024. All share repurchases were funded through available cash and commercial paper issuances. As of December 31, 2023, we have approximately $4.4 billion in remaining share repurchase capacity.

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Note 14. Commitments and Contingencies

Legal Proceedings

We routinely are involved in various pending or threatened legal proceedings, claims, disputes, regulatory matters and governmental inquiries, inspections or investigations arising in the ordinary course of or incidental to our business, including those noted below in this section. We record provisions in the consolidated financial statements for pending legal matters when we determine that an unfavorable outcome is probable, and the amount of the loss can be reasonably estimated. For matters we have not provided for that are reasonably possible to result in an unfavorable outcome, management is unable to estimate the possible loss or range of loss or such amounts have been determined to be immaterial. At present we believe that the ultimate outcome of these legal proceedings and regulatory and governmental matters, individually and in the aggregate, will not materially harm our financial position, results of operations or cash flows. However, legal proceedings and regulatory and governmental matters are subject to inherent uncertainties, and unfavorable rulings or other events could occur. Unfavorable resolutions could involve substantial fines, civil or criminal penalties, and other expenditures. In addition, in matters for which conduct remedies are sought, unfavorable resolutions could include an injunction or other order prohibiting us from selling one or more products at all or in particular ways, precluding particular business practices or requiring other equitable remedies. An unfavorable outcome might result in a material adverse impact on our business, results of operations or financial position.

On April 1, 2015, the U.S. Commodity Futures Trading Commission ("CFTC") filed a complaint against Kraft Foods Group and Mondelēz Global LLC (“Mondelēz Global”) in the U.S. District Court for the Northern District of Illinois (the "District Court") related to the trading of December 2011 wheat futures contracts that occurred prior to the spin-off of Kraft Foods Group. The complaint alleged that Mondelēz Global: (1) manipulated or attempted to manipulate the wheat markets during the fall of 2011; (2) violated position limit levels for wheat futures; and (3) engaged in non-competitive trades. On May 13, 2022, the District Court approved a settlement agreement between the CFTC and Mondelēz Global. The terms of the settlement, which are available in the District Court’s docket, had an immaterial impact on our financial position, results of operations and cash flows and did not include an admission by Mondelēz Global. Several class action complaints also were filed against Mondelēz Global in the District Court by investors who copied and expanded upon the CFTC allegations in a series of private claims for monetary damages as well as injunctive, declaratory, and other unspecified relief. In June 2015, these suits were consolidated in the United States District Court for the Northern District of Illinois as case number 15-cv-2937, Harry Ploss et al. v. Kraft Foods Group, Inc. and Mondelēz Global LLC. On January 3, 2020, the District Court granted plaintiffs' request to certify a class. In November 2022, the District Court adjourned the trial date it had previously set for November 30, 2022 and ordered the parties to brief Kraft’s motions to decertify the class and for summary judgment, which has been completed. It is not possible to predict the outcome of these matters; however, based on our Separation and Distribution Agreement with Kraft Foods Group dated as of September 27, 2012, we expect to bear any monetary penalties or other payments in connection with the class action.

As previously disclosed, in November 2019, the European Commission informed us that it initiated an investigation into our alleged infringement of European Union competition law through certain practices allegedly restricting cross-border trade within the European Economic Area. On January 28, 2021, the European Commission announced it had taken the next procedural step in its investigation and opened formal proceedings. As previously disclosed, we have been cooperating with the investigation in an effort to reach a negotiated resolution in this matter. In the fourth quarter of 2022, we had accrued (in accordance with U.S. GAAP), on a pre-tax basis, a liability of €300 million ($321 million) within other current liabilities in the consolidated balance sheet and selling, general and administrative expenses in the consolidated statement of earnings as an estimate of the possible cost to resolve this matter. During the fourth quarter of 2023, we determined that we are likely to achieve a resolution with the European Commission that is expected to result in a liability of approximately €340 million ($375 million) in total. We have adjusted our accrual, on a pre-tax basis, accordingly. In the event we achieve resolution as currently expected, we are likely to make payment in 2024. We do not anticipate any modification of our business practices and agreements that would have a material impact on its ongoing business operations within the European Union.

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Third-Party Guarantees

We enter into third-party guarantees primarily to cover long-term obligations of our vendors. As part of these transactions, we guarantee that third parties will make contractual payments or achieve performance measures. As of December 31, 2023 and December 31, 2022, we had no material third-party guarantees recorded on our consolidated balance sheets.

Tax Matters

We are a party to various tax matter proceedings incidental to our business. These proceedings are subject to inherent uncertainties, and unfavorable outcomes could subject us to additional tax liabilities and could materially adversely impact our business, results of operations or financial position.

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Note 15. Reclassifications from Accumulated Other Comprehensive Income

The following table summarizes the changes in the accumulated balances of each component of accumulated other comprehensive earnings/(losses) attributable to Mondelēz International. Amounts reclassified from accumulated other comprehensive earnings/(losses) to net earnings (net of tax) were net losses/(gains) of $84 million in 2023, $21 million in 2022 and $(44) million in 2021.

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Currency Translation Adjustments:
Balance at beginning of period			$	(9,808)					$	(9,097)					$	(8,655)
Currency translation adjustments			177						(659)						(481)
Reclassification to earnings related to:
Tax (expense)/benefit			52						(66)						23
Other comprehensive earnings/(losses)			229						(725)						(458)
Less: other comprehensive (earnings)/loss attributable to noncontrolling interests			5						14						16
Balance at end of period			(9,574)						(9,808)						(9,097)
Pension and Other Benefit Plans:
Balance at beginning of period			$	(1,105)					$	(1,379)					$	(1,874)
Net actuarial gain/(loss) arising during period			(229)						149						398
Tax (expense)/benefit on net actuarial gain/(loss)			39						(37)						(80)
Losses/(gains) reclassified into net earnings:
Amortization of experience losses and prior service costs (1)			25						57						140
Settlement losses and other expenses (1)			18						16						22
Curtailment credit (1)			—						8						(17)
Tax (benefit) on reclassifications (3)			(11)						(21)						(34)
Currency impact			(60)						102						66
Other comprehensive earnings/(losses)			(218)						274						495
Balance at end of period			(1,323)						(1,105)						(1,379)
Derivative Cash Flow Hedges:
Balance at beginning of period			$	(34)					$	(148)					$	(161)
Net derivative gains/(losses)			(61)						160						163
Tax (expense)/benefit on net derivative gain/(loss)			(4)						(13)						—
Losses/(gains) reclassified into net earnings:
Currency exchange contracts (2)			—						8						—
Interest rate contracts (2)			48						(30)						(152)
Tax (benefit) on reclassifications (3)			4						(17)						(3)
Currency impact			(2)						6						5
Other comprehensive earnings/(losses)			(15)						114						13
Balance at end of period			(49)						(34)						(148)
Accumulated other comprehensive income attributable to Mondelēz International:
Balance at beginning of period			$	(10,947)					$	(10,624)					$	(10,690)
Total other comprehensive earnings/(losses)			(4)						(337)						50
less: other comprehensive (earnings)/loss attributable to noncontrolling interests			5						14						16
Other comprehensive earnings/(losses) attributable to Mondelēz International			1						(323)						66
Balance at end of period			$	(10,946)					$	(10,947)					$	(10,624)

(1)These reclassified losses are included in net periodic benefit costs disclosed in Note 11, Benefit Plans.

(2)These reclassified losses are recorded within interest and other expense, net.

(3)Taxes reclassified to earnings are recorded within the provision for income taxes.

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Note 16. Income Taxes

Earnings/(losses) from continuing operations before income taxes and the provision for income taxes consisted of:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Earnings/(losses) from continuing operations before income taxes:
United States			$	1,500					$	463					$	519
Outside United States			4,380						2,765						3,850
			$	5,880					$	3,228					$	4,369
Provision for income taxes:
United States federal:
Current			$	667					$	187					$	297
Deferred			(167)						(17)						(31)
			500						170						266
State and local:
Current			123						78						89
Deferred			(50)						2						9
			73						80						98
Total United States			573						250						364
Outside United States:
Current			784						642						599
Deferred			180						(27)						227
Total outside United States			964						615						826
Total provision for income taxes			$	1,537					$	865					$	1,190

The effective income tax rate on pre-tax earnings differed from the U.S. federal statutory rate as follows:

			For the Years Ended December 31,
			2023						2022						2021
U.S. federal statutory rate			21.0%						21.0%						21.0%
Increase/(decrease) resulting from:
State and local income taxes, net of federal tax benefit			(0.1)%						1.6%						1.1%
Foreign rate differences			2.0%						2.0%						(1.6)%
Changes in judgment on realizability of deferred tax assets			(0.1)%						(1.1)%						0.1%
Reversal of other tax accruals no longer required			(0.2)%						(1.4)%						(0.5)%
Tax accrual on investment in KDP (including tax impact of share sales)			2.8%						0.5%						4.7%
Excess tax benefits from equity compensation			(0.4)%						(0.8)%						(0.7)%
Tax legislation			1.4%						0.5%						2.3%
Business sales			(0.5)%						0.1%						—%
Foreign tax provisions under TCJA (GILTI, FDII and BEAT) (1)			0.6%						0.1%						0.8%
Tax impacts from the European Commission legal matter			(0.4)%						2.1%						—%
Non-deductible expenses and other, including buyout of Clif Bar ESOP			—%						2.2%						—%
Effective tax rate			26.1%						26.8%						27.2%

(1)The Tax Cuts and Jobs Act of 2017 (“TCJA”) established the Global Intangible Low-Tax Income (“GILTI”) provision, which taxes U.S. allocated expenses and certain income from foreign operations; the Foreign-Derived Intangible Income (“FDII”) provision, which allows a deduction against certain types of U.S. taxable income resulting in a lower effective U.S. tax rate on such income; and the Base Erosion Anti-abuse Tax (“BEAT”), which is a minimum tax based on cross-border service payments by U.S. entities.

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Our 2023 effective tax rate of 26.1% was higher due to a $125 million net tax expense incurred in connection with the KDP share sale during the first quarter of 2023 (the earnings were reported separately on our statement of earnings and thus not included in earnings before income taxes). Excluding these impacts, our effective tax rate was 24.0%, which reflects unfavorable foreign provisions under U.S. tax laws as well as both favorable and unfavorable impacts from the mix of pre-tax income in various non-U.S. jurisdictions. The 24.0% included a $150 million net tax expense related to pre-tax gains and losses on KDP marketable securities. It also included a favorable discrete net tax benefit of $40 million, driven primarily by a $51 million net benefit from the release of liabilities for uncertain tax positions due to expirations of statutes of limitations and audit settlements in several jurisdictions and a $24 million benefit for the expected tax deduction on the European Commission legal matter, partially offset by a $63 million expense from updating our Swiss tax reform position in Switzerland as it relates to the 2024 tax year.

Our 2022 effective tax rate of 26.8% was higher due to the buyout of the Clif Bar ESOP that was recorded to earnings before income taxes and the European Commission legal matter, for which there is no associated income tax benefits. Excluding these impacts, our effective tax rate was 22.6%, which reflects unfavorable provisions from the U.S. tax code and the establishment of a valuation allowance related to a deferred tax asset arising from the 2022 Ukraine loss, largely offset by favorable impacts from the mix of pre-tax income in various non-U.S. jurisdictions. The 22.6% includes a favorable discrete net tax benefit of $96 million, driven by a $72 million net benefit from the release of liabilities for uncertain tax positions due to expirations of statutes of limitations and audit settlements in several jurisdictions and a $51 million net benefit from the Chipita acquisition, partially offset by $17 million expense from tax law changes in various jurisdictions.

Our 2021 effective tax rate of 27.2% was higher due to the $187 million net tax expense incurred in connection with the KDP share sales during the second and third quarters. Excluding this impact, our effective tax rate was 23.0%, which reflects unfavorable provisions from the 2017 U.S. tax reform and taxes on earnings from equity method investments (these earnings are reported separately on our consolidated statements of earnings and not within earnings before income taxes), largely offset by favorable impacts from the mix of pre-tax income in various non-U.S. jurisdictions. The 23.0% includes a discrete net tax benefits of $2 million, primarily driven by a $47 million net benefit from the release of liabilities for uncertain tax positions due to expirations of statutes of limitations and audit settlements in several jurisdictions and a $44 million benefit from two U.S. tax returns amended to reflect new guidance from the U.S. Treasury Department, offset by $100 million net tax expense from the increase of our deferred tax liabilities resulting from enacted tax legislation (mainly in the United Kingdom).

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Tax effects of temporary differences that gave rise to deferred income tax assets and liabilities consisted of:

			As of December 31,
			2023						2022
			(in millions)
Deferred income tax assets:
Accrued postretirement and postemployment benefits			$	45					$	83
Other employee benefits			155						156
Accrued expenses			632						649
Loss carryforwards			701						664
Tax credit carryforwards			803						786
Other			589						481
Total deferred income tax assets			2,925						2,819
Valuation allowance			(1,359)						(1,257)
Net deferred income tax assets			$	1,566					$	1,562
Deferred income tax liabilities:
Intangible assets, including impact from Swiss tax reform			$	(3,094)					$	(3,279)
Property, plant and equipment			(770)						(708)
Accrued pension costs			(62)						(57)
Other			(524)						(482)
Total deferred income tax liabilities			(4,450)						(4,526)
Net deferred income tax liabilities			$	(2,884)					$	(2,964)

Our significant valuation allowances are in the U.S. and Switzerland. The U.S. valuation allowance relates to excess foreign tax credits generated by the deemed repatriation under U.S. tax reform while the Swiss valuation allowance brings the allowed step-up of intangible assets recorded under Swiss tax reform to the amount more likely than not to be realized. Our total valuation allowance was $1,257 million as of January 1, 2023 and $1,359 million as of December 31, 2023. The $102 million net change consisted of $165 million additions less $63 million reductions.

At December 31, 2023, the Company has tax-effected loss carryforwards of $701 million, of which $29 million will expire at various dates between 2024 and 2043 and the remaining $672 million can be carried forward indefinitely.

As of December 31, 2023, the company is indefinitely reinvested in unremitted earnings of approximately $4.6 billion, of which approximately $1.3 billion has already been subject to U.S. tax but would incur approximately $95 million of local costs if repatriated, which has not been recognized in our financial statements. It is not practicable to quantify the total U.S. tax impact from all our indefinitely reinvested earnings. Future tax law changes or changes in the needs of our non-U.S. subsidiaries could require us to recognize deferred tax liabilities on a portion, or all, of our accumulated earnings that are currently indefinitely reinvested.

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The changes in our unrecognized tax benefits were:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
January 1			$	424					$	446					$	442
Increases from positions taken during prior periods			33						16						31
Decreases from positions taken during prior periods			(35)						(9)						(21)
Increases from positions taken during the current period			55						48						47
Decreases relating to settlements with taxing authorities			(11)						(54)						(13)
Reductions resulting from the lapse of the applicable statute of limitations			(29)						(22)						(26)
Currency/other			5						(1)						(14)
December 31			$	442					$	424					$	446

As of January 1, 2023, our unrecognized tax benefits were $424 million. If we had recognized all of these benefits, the net impact on our income tax provision would have been $352 million. Our unrecognized tax benefits were $442 million at December 31, 2023, and if we had recognized all of these benefits, the net impact on our income tax provision would have been $348 million. Within the next 12 months, our unrecognized tax benefits could increase by approximately $45 million due to unfavorable audit developments or decrease by approximately $85 million due to audit settlements and the expiration of statutes of limitations in various jurisdictions. We include accrued interest and penalties related to uncertain tax positions in our tax provision. We had accrued interest and penalties of $162 million as of January 1, 2023 and $173 million as of December 31, 2023. Our 2023 provision for income taxes included $11 million expense for interest and penalties.

In connection with the 2017 enacted U.S. tax reform, we recorded a $1.3 billion transition tax liability that is payable in installments through 2026. As of December 31, 2023, the remaining liability was approximately $570 million.

Our income tax filings are regularly examined by federal, state and non-U.S. tax authorities. U.S. federal, state and non-U.S. jurisdictions have statutes of limitations generally ranging from three to five years; however, these statutes are often extended by mutual agreement with the tax authorities. The earliest year still open to examination by U.S. federal and state tax authorities is 2016 and years still open to examination by non-U.S. tax authorities in major jurisdictions include (earliest open tax year in parentheses): India (2005), Switzerland (2018), China (2013), the United Kingdom (2015) and Greece (2017).

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Note 17. Earnings per Share

Basic and diluted earnings per share (“EPS”) were calculated as follows:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions, except per share data)
Net earnings			$	4,968					$	2,726					$	4,314
less: Noncontrolling interest earnings			(9)						(9)						(14)
Net earnings attributable to Mondelēz International			$	4,959					$	2,717					$	4,300
Weighted-average shares for basic EPS			1,363						1,378						1,403
Plus incremental shares from assumed conversions of stock options and long-term incentive plan shares			7						7						10
Weighted-average shares for diluted EPS			1,370						1,385						1,413
Basic earnings per share attributable to Mondelēz International			$	3.64					$	1.97					$	3.06
Diluted earnings per share attributable to Mondelēz International			$	3.62					$	1.96					$	3.04

We exclude antidilutive Mondelēz International stock options and long-term incentive plan shares from our calculation of weighted-average shares for diluted EPS, which are 2.9 million for the year ended December 31, 2023, 3.0 million for the year ended December 31, 2022 and 3.1 million for the year ended December 31, 2021.

Note 18. Segment Reporting

We manufacture and market primarily snack food products, including chocolate, biscuits and baked snacks, as well as gum & candy, cheese & grocery and powdered beverages.

We manage our global business and report operating results through geographic units. We manage our operations by region to leverage regional operating scale, manage different and changing business environments more effectively and pursue growth opportunities as they arise across our key markets. Our regional management teams have responsibility for the business, product categories and financial results in the regions.

Our operations and management structure are organized into four operating segments:

• Latin America

• AMEA

• Europe

• North America

We use segment operating income to evaluate segment performance and allocate resources. We believe it is appropriate to disclose this measure to help investors analyze segment performance and trends. Segment operating income excludes unrealized gains and losses on hedging activities (which are a component of cost of sales), general corporate expenses (which are a component of selling, general and administrative expenses), amortization of intangible assets, gains and losses on divestitures and acquisitions and acquisition-related costs (which are a component of selling, general and administrative expenses) in all periods presented. We exclude these items from segment operating income in order to provide better transparency of our segment operating results. Furthermore, we centrally manage benefit plan non-service income and interest and other expense, net. Accordingly, we do not present these items by segment because they are excluded from the segment profitability measure that management reviews.

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Our segment net revenues and earnings, reflecting our current segment structure for all periods presented, were:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Net revenues:
Latin America			$	5,006					$	3,629					$	2,797
AMEA			7,075						6,767						6,465
Europe			12,857						11,420						11,156
North America			11,078						9,680						8,302
Net revenues			$	36,016					$	31,496					$	28,720

Earnings before income taxes:
Operating income:
Latin America			$	529					$	388					$	261
AMEA			1,113						929						1,054
Europe			1,978						1,481						2,092
North America			2,092						1,769						1,371
Unrealized gains/(losses) on hedging activities (mark-to-market impacts)			189						(326)						279
General corporate expenses			(356)						(245)						(253)
Amortization of intangible assets			(151)						(132)						(134)
Net gain on divestitures and acquisitions			108						—						8
Acquisition-related costs			—						(330)						(25)
Operating income			5,502						3,534						4,653
Benefit plan non-service income			82						117						163
Interest and other expense, net			(310)						(423)						(447)
Gain on marketable securities			606						—						—
Earnings before income taxes			$	5,880					$	3,228					$	4,369

Items impacting our segment operating results are discussed in Note 1, Summary of Significant Accounting Policies, Note 2, Acquisitions and Divestitures, Note 4, Property, Plant and Equipment, Note 6, Goodwill and Intangible Assets, Note 8, Restructuring Program, and Note 14, Commitments and Contingencies. Also see Note 9, Debt and Borrowing Arrangements, and Note 10, Financial Instruments, for more information on our interest and other expense, net for each period.

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Total assets, depreciation expense and capital expenditures by segment, reflecting our current segment structure for all periods presented, were:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Total assets:
Latin America (1)			$	7,360					$	6,164					$	4,106
AMEA (1)			9,965						9,882						10,386
Europe (1)			22,990						22,713						20,927
North America (1)			25,557						26,603						23,321
Equity method investments			3,242						4,879						5,289
Unallocated assets and adjustments (2)			2,277						920						3,063
Total assets			$	71,391					$	71,161					$	67,092

(1)Segment assets do not reflect outstanding intercompany asset balances that have been eliminated at a segment level.

(2)Unallocated assets consist primarily of cash and cash equivalents, deferred income taxes, centrally held property, plant and equipment, prepaid pension assets and derivative financial instrument balances. Final adjustments for jurisdictional netting of deferred tax assets and liabilities is done at a consolidated level.

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Depreciation expense (1):
Latin America			$	161					$	117					$	105
AMEA			164						169						173
Europe			255						256						257
North America			161						148						148
Total depreciation expense			$	741					$	690					$	683

(1)Includes depreciation expense related to owned property, plant and equipment. Does not include amortization of intangible assets or leased assets. Refer to the consolidated statement of cash flows for total depreciation and amortization expenses.

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Capital expenditures:
Latin America			$	171					$	113					$	165
AMEA			259						229						208
Europe			415						355						409
North America			267						209						183
Total capital expenditures			$	1,112					$	906					$	965

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Geographic data for net revenues (recognized in the countries where products are sold from) and long-lived assets, excluding deferred taxes, goodwill, intangible assets and equity method investments, were:

			For the Years Ended December 31,
			2023						2022						2021
			(in millions)
Net revenues:
United States			$	9,581					$	8,315					$	7,146
Other			26,435						23,181						21,574
Total net revenues			$	36,016					$	31,496					$	28,720

			As of December 31,
			2023						2022						2021
			(in millions)
Long-lived assets:
United States			$	2,226					$	2,740					$	1,851
United Kingdom			1,012						932						1,125
Mexico			1,331						1,170						927
Other			7,737						7,716						6,748
Total long-lived assets			$	12,306					$	12,558					$	10,651

Net revenues by product category, reflecting our current segment structure for all periods presented, were:

			For the Year Ended December 31, 2023
			Latin America						AMEA						Europe						North America						Total
			(in millions)
Biscuits & Baked Snacks			$	1,193					$	2,488					$	4,429					$	9,519					$	17,629
Chocolate			1,357						2,690						6,225						347						10,619
Gum & Candy			1,509						893						812						1,212						4,426
Beverages			457						593						135						—						1,185
Cheese & Grocery			490						411						1,256						—						2,157
Total net revenues			$	5,006					$	7,075					$	12,857					$	11,078					$	36,016

			For the Year Ended December 31, 2022
			Latin America						AMEA						Europe						North America						Total
			(in millions)
Biscuits & Baked Snacks			$	1,013					$	2,515					$	3,818					$	8,262					$	15,608
Chocolate			1,003						2,520						5,646						317						9,486
Gum & Candy			840						780						691						1,101						3,412
Beverages			409						572						119						—						1,100
Cheese & Grocery			364						380						1,146						—						1,890
Total net revenues			$	3,629					$	6,767					$	11,420					$	9,680					$	31,496

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			For the Year Ended December 31, 2021 (1)
			Latin America						AMEA						Europe						North America						Total
			(in millions)
Biscuits & Baked Snacks			$	799					$	2,254					$	3,354					$	7,145					$	13,552
Chocolate			758						2,395						5,836						282						9,271
Gum & Candy			567						816						614						875						2,872
Beverages			359						550						126						—						1,035
Cheese & Grocery			314						450						1,226						—						1,990
Total net revenues			$	2,797					$	6,465					$	11,156					$	8,302					$	28,720

(1)Our snack product categories include biscuits & baked snacks, chocolate and gum & candy. During the first quarter of 2022, we realigned some of our products between our biscuits & baked snacks and chocolate categories; as such, we reclassified the product category net revenues on a basis consistent with the 2022 presentation.

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