Mondelez International 8-K 2024-11-29

Filed 2024-12-03. 1 sections, 5K characters. Original on sec.gov · Markdown · JSON

Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 29, 2024

MONDELĒZ INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Virginia1-1648352-2284372
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
905 West Fulton Market, Suite 200, Chicago, Illinois 60607
(Address of principal executive offices, including zip code)

(847) 943-4000

(Registrant’s telephone number, including area code)

Not Applicable

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each classTrading Symbol (s)Name of each exchange on which registered
Class A Common Stock, no par valueMDLZThe Nasdaq Global Select Market
1.625% Notes due 2027MDLZ27The Nasdaq Stock Market LLC
0.250% Notes due 2028MDLZ28The Nasdaq Stock Market LLC
0.750% Notes due 2033MDLZ33The Nasdaq Stock Market LLC
2.375% Notes due 2035MDLZ35The Nasdaq Stock Market LLC
4.500% Notes due 2035MDLZ35AThe Nasdaq Stock Market LLC
1.375% Notes due 2041MDLZ41The Nasdaq Stock Market LLC
3.875% Notes due 2045MDLZ45The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

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

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 29, 2024, Vince Gruber, our Executive Vice President and President, Europe, informed us that he will retire from Mondelēz International (the “Company”), effective April 1, 2025.

Item 7.01. Regulation FD Disclosure.

On December 3, 2024, the Company issued a press release announcing Mr. Gruber’s retirement and Volker Kuhn’s appointment as the Company’s Executive Vice President and President, Europe, effective April 1, 2025. Mr. Kuhn will join the Company on January 6, 2025.

A copy of our press release, dated December 3, 2024, announcing Mr. Gruber’s retirement and Mr. Kuhn’s appointment is attached hereto as Exhibit 99.1.

The information under this Item 7.01, including Exhibit 99.1, will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and it will not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit NumberDescription
99.1Mondelēz International, Inc. Press Release, dated December 3, 2024.
104The cover page from Mondelēz International, Inc.’s Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MONDELĒZ INTERNATIONAL, INC.
By:/s/ Luca Zaramella
Name:Luca Zaramella
Title:Executive Vice President and Chief Financial Officer

Date: December 3, 2024