10-K/A comparison

Altria Group (MO) 10-K/A risk factor changes: FY2016 vs FY2014

The 2016-12-31 10-K/A against the 2014-12-31 one, compared heading by heading and sentence by sentence. One of these filings carries no fiscal year tag, so its year is the calendar year of the period end.

All filing items41 rewritten33 added9 removed29 unchanged

Read the changes

Altria Group Form 10-K/A, every itemFY2016, filed 15 June 2017, against FY2014, filed 1 July 2015FY2016 on sec.govFY2014 on sec.govRead this filingJSON

Summary

counted, not written

Sentences by item

2 items, with every count and a link to each item that changed

Underlined words on a shaded ground are new in FY2016; struck-through words were in FY2014. Sentences that are wholly new or wholly gone are labelled rather than marked.

Cover and table of contents

30 rewritten, 12 added, 4 removed, 28 unchanged

Rewritten

[removed: 10-K/A 1 d925228d10ka.htm FORM 10-K/A AMENDMENT NO.] [added: Amendment No.] 1

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[removed: UNITED STATES][added: UNITED STATES]

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[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

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[removed: Washington,] [added: Washington,] D.C. [removed: 20549][added: 20549]

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[removed: FORM 10-K/A][added: FORM 10-K/A]

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| [removed: x] [added: ý] | [removed: ANNUAL] [added: ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934] [added: 1934] |

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[removed: For] [added: For] the fiscal year ended December 31, [removed: 2014][added: 2016]

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| ¨ | [removed: TRANSITION] [added: TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934] [added: 1934] |

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[removed: For] [added: For] the transition period from [removed: to][added: to]

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[removed: Commission] [added: Commission] File Number [removed: 1-08940][added: 1-08940]

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[removed: ALTRIA] [added: ALTRIA] GROUP, [removed: INC.][added: INC.]

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[removed: (Exact] [added: (Exact] name of registrant as specified in its [removed: charter)][added: charter)]

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| [removed: Virginia] [added: Virginia] | | [removed: 13-3260245] [added: 13-3260245] |

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| [removed: (State] [added: (State] or other jurisdiction [removed: of incorporation] [added: of incorporation] or [removed: organization)] [added: organization)] | | [removed: (I.R.S. Employer Identification No.)] [added: (I.R.S. Employer Identification No.)] |

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| [removed: 6601] [added: 6601] West Broad Street, Richmond, [removed: Virginia] [added: Virginia] | | [removed: 23230] [added: 23230] |

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| [removed: (Address] [added: (Address] of principal executive [removed: offices)] [added: offices)] | | [removed: (Zip Code)] [added: (Zip Code)] |

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[removed: 804-274-2200][added: 804-274-2200]

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[removed: (Registrant’s] [added: (Registrant’s] telephone number, including area [removed: code)][added: code)]

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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K [removed: ¨][added: þ]

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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated [removed: filer or] [added: filer,] a smaller reporting [added: company, or an emerging growth] company.

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See the definitions of “large accelerated [removed: filer”,] [added: filer,”] “accelerated [removed: filer” and] [added: filer,”] “smaller reporting [added: company,” and “emerging growth] company” in Rule 12b-2 of the Exchange Act.

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| Non-accelerated filer | | ¨ (Do not check if [added: a] smaller reporting company) | | Smaller [removed: operating] [added: reporting] company | | ¨ |

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As of June 30, [removed: 2014,] [added: 2016,] the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was approximately [removed: $83] [added: $135] billion based on the closing sale price of the common stock as reported on the New York Stock Exchange.

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| Class | | Outstanding at February 13, [removed: 2015] [added: 2017] |

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| Common Stock, $0.33 1⁄3 par value | | [removed: 1,969,316,914] [added: 1,939,420,437] shares |

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[removed: DOCUMENTS] [added: DOCUMENTS] INCORPORATED BY [removed: REFERENCE][added: REFERENCE]

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[removed: EXPLANATORY NOTE][added: EXPLANATORY NOTE]

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This Amendment No. 1 to the Annual Report on Form 10-K of Altria Group, Inc. (the “Amendment”) amends Altria Group, Inc.’s Annual Report on Form 10-K for the year ended December 31, [removed: 2014,] [added: 2016,] which Altria Group, Inc. filed with the Securities and Exchange Commission (“SEC”) on February [removed: 25, 2015] [added: 27, 2017] (the “Original Form 10-K”).

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Altria Group, Inc. is filing [removed: the] [added: this] Amendment to amend Item 15 to include the consolidated financial statements of its foreign equity investee, [removed: SABMiller plc (“SABMiller”),] [added: Anheuser-Busch InBev SA/NV (“AB InBev”),] as of and for the years ended [removed: March] [added: December] 31, [removed: 2015, 2014] [added: 2016, 2015] and [removed: 2013] [added: 2014] (the [removed: “SABMiller] [added: “AB InBev] Financial Statements”), [removed: as required by] [added: in accordance with] Rule 3-09 of SEC Regulation [removed: S-X (“Rule 3-09”).][added: S-X.]

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[removed: Part IV][added: Part IV]

New in FY2016

10-K/A 1 a2016form10-ka.htm FORM 10-K/A

New in FY2016

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New in FY2016

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New in FY2016

OR

New in FY2016

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New in FY2016

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New in FY2016

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New in FY2016

| | | | | Emerging growth company | | ¨ |

New in FY2016

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.

New in FY2016

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New in FY2016

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New in FY2016

The AB InBev financial statements, which were prepared by AB InBev, were audited in accordance with the standards of the Public Company Accounting Oversight Board (United States).

Dropped from FY2014

Amendment No. 1

Dropped from FY2014

OR

Dropped from FY2014

In accordance with Rule 3-09, the SABMiller Financial Statements as of and for the year ended March 31, 2013 were audited in accordance with auditing standards generally accepted in the United States of America.

Dropped from FY2014

The SABMiller Financial Statements included in the Amendment were prepared and provided to Altria Group, Inc. by SABMiller.

Item 15. Exhibits and Financial Statement Schedules.

11 rewritten, 21 added, 5 removed, 1 unchanged

Rewritten

(a) The [removed: SABMiller] [added: AB InBev] Financial Statements included in Exhibit 99.4 are incorporated by reference in response to the requirements of this Item 15(a).

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| 31.3 | | [added: |] Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |

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| 31.4 | | [added: |] Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |

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| 32.3 | | [added: |] Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |

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| 32.4 | | [added: |] Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |

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[removed: SIGNATURES][added: SIGNATURES]

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[removed: Pursuant] [added: Pursuant] to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly [removed: authorized.][added: authorized.]

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| ALTRIA GROUP, INC. | | [removed: |]

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| By: | [removed: |] /s/ WILLIAM F. GIFFORD, JR. |

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| | [removed: |] (William F. Gifford, Jr. |

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| | [removed: |] Executive Vice President and Chief Financial Officer) |

New in FY2016

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New in FY2016

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

New in FY2016

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New in FY2016

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New in FY2016

| 23.1 | | | Consent of DELOITTE Bedrijfsrevisoren / Reviseurs d’Entreprises /BV o.v.v.e. CVBA/ SC s.f.d. SCRL, independent registered public accounting firm. |

New in FY2016

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New in FY2016

| 23.2 | | | Consent of PricewaterhouseCoopers Bedrijfsrevisoren BCVBA, independent registered public accounting firm. |

New in FY2016

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New in FY2016

| 23.3 | | | Consent of DELOITTE TOUCHE TOHMATSU Auditores Independentes, independent registered public accounting firm. |

New in FY2016

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New in FY2016

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New in FY2016

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New in FY2016

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New in FY2016

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New in FY2016

| 99.4 | | | Anheuser-Busch InBev SA/NV consolidated financial statements as of and for the years ended December 31, 2016, 2015 and 2014; and Independent Registered Public Accounting Firms’ Reports as of and for the years ended December 31, 2016, 2015 and 2014. Incorporated by reference to Anheuser-Busch InBev SA/NV’s Annual Report on Form 20-F for the year ended December 31, 2016. |

New in FY2016

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New in FY2016

| --- | --- |

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New in FY2016

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New in FY2016

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New in FY2016

Date: June 15, 2017

Dropped from FY2014

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Dropped from FY2014

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Dropped from FY2014

| 23.1 | | Consent of Independent Accountants. |

Dropped from FY2014

| 99.4 | | SABMiller plc consolidated financial statements as of and for the years ended March 31, 2015, 2014 and 2013; and Independent Accountant’s Report as of and for the year ended March 31, 2013. |

Dropped from FY2014

Date: July 1, 2015