Starbucks (SBUX) 10-K risk factor changes: FY2024 vs FY2023
The 2024-09-29 10-K against the 2023-10-01 one, compared heading by heading and sentence by sentence.
Item 1A215 rewritten158 added31 removed97 unchanged
All filing items1,249 rewritten505 added325 removed1,382 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: only 0 carried over between the two years, which usually means one filing was read wrongly, so none is reported as new or removed.
- Sentence by sentence, 505 added, 325 removed, 1,249 rewritten and 1,382 unchanged across 18 items that differ.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2024; struck-through words were in FY2023. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
215 rewritten, 158 added, 31 removed, 97 unchanged
You should carefully consider the risks described below in addition to the other information set forth in this Annual Report on Form 10-K, including the Management’s Discussion and Analysis of Financial Conditions and Results of Operations section, the Quantitative and Qualitative Disclosures About Market Risk [removed: section] [added: section,] and the consolidated financial statements and related notes.
Risks [removed: Related to] [added: Related to] Brand Relevance and Brand Execution
- [removed: Our] [added: Our] success depends substantially on the value of our [removed: brands] [added: brands,] and failure to preserve their value could have a negative impact on our financial [removed: results.][added: results.]
We believe we have built an excellent reputation globally for the quality of our products, for delivery of a consistently positive consumer [removed: experience] [added: experience,] and for our global [removed: social and] environmental [added: and social] impact programs.
To be successful in the future, particularly outside of the U.S. where the Starbucks brand and our other brands are less well-known, we believe we must preserve, [removed: grow] [added: grow,] and leverage the value of our brands across all sales channels.
Such incidents can potentially trigger boycotts of our stores or result in civil or criminal [removed: liability and] [added: liability, which] can have a negative impact on our financial results.
Incidents that can erode trust in our brand value include actual or perceived breaches of privacy or violations of domestic or international privacy laws, contaminated food, product recalls, store employees or other food handlers infected with communicable diseases, safety-related [removed: incidents] [added: incidents,] or other potential incidents discussed in this risk factors section.
The impact of such incidents may be exacerbated if they receive considerable publicity, including rapidly through social or digital media (including for malicious [removed: reasons)] [added: reasons),] or [added: if they] result in litigation.
[removed: Consumer] [added: Additionally, consumer] demand for our products and our brand value could diminish significantly if we, our employees, [removed: licensees] [added: licensees,] or other business partners fail to preserve the quality of our products, act or are perceived to act in an unethical, illegal, racially-biased, unequal, [removed: inequitable] [added: inequitable,] or socially irresponsible manner, including with respect to the sourcing, [removed: content] [added: content,] or sale of our products, service and treatment of customers at Starbucks stores, treatment of employees, including our responses to unionization efforts, or the use of customer data for general or direct marketing or other purposes.
Furthermore, if we are not effective in making sufficient progress toward our [removed: social and] environmental [added: and social] program [removed: goals or in executing on our Reinvention Plan,] [added: goals,] consumer trust in our brand may suffer, and this perception could result in negative publicity or litigation.
Additionally, if we fail to comply with laws and regulations, take controversial positions or [removed: actions or] [added: actions,] fail to deliver a consistently positive consumer experience in each of our markets, including by failing to invest in the right balance of wages and benefits to attract and retain employees [removed: that] [added: who] represent the brand [removed: well] [added: well,] or [added: fail] to foster an inclusive and diverse environment, our brand value may be diminished.
The ongoing relevance of our brand may depend on making sufficient progress toward our [removed: social and] environmental [added: and social] program [removed: goals as well as the successful execution of the Reinvention Plan,] [added: goals,] each of which requires company-wide coordination and alignment.
Some third parties may object to the scope or nature of our [removed: social and] environmental [added: and social] program initiatives or goals, or any revisions to these initiatives or goals, which could give rise to negative responses by governmental actors (such as retaliatory legislative [removed: treatment) or] [added: treatment),] consumers (such as boycotts or negative publicity [removed: campaigns)] [added: campaigns), or other third parties] that could adversely affect our brand value.
- We may not be successful in our [removed: marketing,] [added: marketing strategies,] promotional and advertising [removed: plans] [added: plans,] and pricing [removed: strategies.][added: strategies.]
Our continued success depends in part on our ability to adjust our [removed: marketing,] [added: marketing strategies,] promotional and advertising [removed: plans] [added: plans,] and pricing [removed: strategy] [added: strategies] to respond quickly and effectively to shifting economic and competitive conditions as well as evolving customer preferences.
We operate in a complex and costly marketing, [removed: promotional] [added: promotional,] and advertising environment.
Our marketing, [removed: promotional] [added: promotional,] and advertising programs may not be successful in reaching consumers in the way we intend.
Our success depends in part on whether the allocation of our advertising, [removed: promotional] [added: promotional,] and marketing resources across different channels, including digital, allows us to [removed: reach consumers] effectively and [removed: efficiently, and] [added: efficiently reach consumers] in ways that are meaningful to them.
If the advertising, [removed: promotional] [added: promotional,] and marketing programs or our pricing strategies are not [removed: successful,] [added: successful] or are not as successful as those of our competitors, our sales and market share could decrease.
Finally, consumers are focusing more on sustainability and the environmental impacts of [added: Starbucks] operations, as well as the alignment of Starbucks actions with its stated mission, [removed: values] [added: values,] and promises.
[removed: *•*If] [added: - If] our business partners and third-party providers do not satisfactorily fulfill their responsibilities and commitments, it could damage our [removed: brand] [added: brand,] and our financial results could [removed: suffer.][added: suffer.]
Our global business strategy, including our plans for new stores, branded [removed: products] [added: products,] and other initiatives, relies significantly on a variety of business partners, including [removed: licensee and] [added: licensees,] joint venture [removed: relationships,] [added: partners,] third-party manufacturers, [removed: distributors] [added: distributors,] and retailers, particularly for our entire global Channel Development business.
Licensees, [removed: retailers] [added: retailers,] and foodservice operators are often authorized to use our logos and provide branded food, [removed: beverage] [added: beverage,] and other products directly to customers.
However, the product quality and service they deliver may still be diminished by any number of factors beyond our control, including financial constraints or [removed: solvency,] [added: solvency issues,] adherence to sanitation protocols and guidance, labor [removed: shortages] [added: shortages,] and other factors.
We also source our food, [removed: beverage] [added: beverage,] and other products from a wide variety of domestic and international business partners, and in certain [removed: cases] [added: cases,] such products are produced or sourced by our licensees directly.
We do not monitor the quality of non-Starbucks products served by foodservice operators [removed: we have] [added: who are] authorized to use our logos and provide branded products as part of their foodservice [removed: business.][added: businesses.]
Additionally, inconsistent [removed: uses] [added: use] of our brand and other [removed: of our] intellectual property assets, as well as [added: the] failure to protect our intellectual property, [removed: can] [added: could] erode consumer trust and [added: diminish] our brand [removed: value and have] [added: value, which could result in] a material negative impact on our financial results.
- [removed: Incidents] [added: Reported incidents] involving [removed: food] [added: food-] or beverage-borne illnesses, tampering, adulteration, [removed: contamination] [added: contamination,] or mislabeling, whether or not accurate, [removed: as well as adverse public or medical opinions about the health effects of consuming our products,] could harm our [removed: business.][added: business.]
Instances or reports, whether true or not, of unclean water supply or food-safety issues, such as [removed: food] [added: food-] or beverage-borne illnesses, tampering, adulteration, [removed: contamination or] [added: contamination, and/or] mislabeling, either during growing, manufacturing, packaging, [removed: storing] [added: transporting, storing,] or preparation, have in the past severely injured the reputations of companies in the food and beverage processing, [removed: grocery] [added: grocery,] and quick-service restaurant sectors.
Any report linking us to such [removed: instances] [added: instances, even when false, unfounded, or inaccurate,] could [removed: severely hurt] [added: materially harm] our sales and could [removed: possibly] lead to product liability claims, litigation (including class actions), temporary store closures, or other adverse consequences.
Clean water is critical to the preparation of coffee, [removed: tea] [added: tea,] and other beverages, as well as ice for our cold beverages, and our ability to ensure adequate supplies of clean water and ice to our stores can be limited, particularly in some international locations.
We [removed: are also continuing] [added: continue] to incorporate more products in our food and beverage lineup that require [added: time and temperature control, including] freezing or refrigeration, which increases the risk of [removed: food safety] [added: food-safety] related incidents if correct temperatures are not maintained [added: during manufacturing, storage, distribution to stores, and at stores,] due to mechanical malfunction or human error.
We also face risk by relying on third-party food suppliers to [added: manufacture finished products, and to] provide and transport ingredients and finished products to our stores.
The product quality and service they deliver may be diminished by any number of factors beyond our [removed: control and it may be difficult to detect contamination or other defects in these products.][added: control.]
Potential food safety incidents, whether at our [removed: stores] [added: stores, with our products,] or involving our business partners, could lead to wide public exposure, [added: regulatory action, and potential litigation,] which could materially harm our business.
[removed: In addition,] [added: Additionally,] instances of food or beverage-safety issues, even those [removed: involving] solely [added: involving] the restaurants or stores of competitors or of suppliers or distributors (regardless of whether we use or have used those suppliers or distributors), could adversely affect our sales on a regional or global basis by resulting in negative publicity about [removed: us] [added: us, even if no Starbucks suppliers] or [added: products are impacted, or] the foodservice industry in general.
A decrease in customer traffic [removed: as a result] [added: because] of food-safety concerns or negative publicity, [removed: or as a result of a temporary closure of any of our stores,] product recalls, viral-contaminated food or beverage [removed: claims] [added: claims,] or other food or beverage-safety claims or litigation, [added: or as a result of a temporary closure of any of our stores,] could materially harm our business and results of operations.
- We may not be successful in implementing important strategic initiatives or effectively managing growth, which may have an adverse impact on our business and financial [removed: results.][added: results.]
[removed: There is no assurance that we will] [added: We may not] be able to implement important strategic initiatives in accordance with our expectations or that [removed: they will] generate expected returns, which may result in an adverse impact on our business and financial results.
These strategic initiatives, which include our [removed: Reinvention Plan,] [added: Back to Starbucks plan,] are designed to create growth, improve our results of [removed: operations] [added: operations,] and drive long-term shareholder value, and include:
The risks described below are not the only risks facing the Company.
Risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition, and operating results.
Summary of Risks Associated with Our Business
Our business is subject to various risks and uncertainties that you should consider before investing in the Company.
These risks are described in more detail in this Item 1A.
These risks include, but are not limited to, the following:
- Our investments to transform and enhance the customer experience, including through technology, may not generate the expected results.
- If we are unable to meet our projections for new store openings or efficiently maintain the attractiveness of our existing stores, our operating results could suffer.
- Our supply chain may be unable to fully support current and future business needs.
- Certain activist shareholder actions have caused, and could continue to cause, us to incur expense, hinder execution of our business strategy, and adversely impact our stock price.
Risks Related to Regulation and Litigation
- We have been, and could continue to be, party to litigation or other legal proceedings that could adversely affect our business, results, operations, and reputation.
Risks Related to Brand Relevance and Brand Execution
Our success depends substantially on the value of our brands, and failure to preserve their value could have a negative impact on our financial results.
Negative postings or comments on social media or networking websites about Starbucks, even if inaccurate or malicious, have in the past, and could in the future, generate negative publicity about Starbucks across media channels that could damage the value of our brand.
It may be difficult to address such negative publicity, including as a result of fictitious media content (such as content produced by generative artificial intelligence or bad actors) across media channels.
Allegations, even if untrue, that we are not respecting internationally recognized human rights, are failing to comply with applicable workplace and labor laws, or are aligned with positions on social or geopolitical issues could also negatively impact our brand value.
In addition, we cannot ensure that our store partners, licensees, or other business partners will not take actions that adversely affect the value and relevance of our brand.
Increased public focus, including by governmental and nongovernmental organizations, on environmental sustainability matters, including climate change, diminishing energy and water resources, packaging and waste, deforestation, biodiversity loss, greenhouse gas emissions, and land use, may result in increased pressure to set goals and take actions to meet them, which could expose us to market, operational, and execution costs or risks.
Statements regarding our environmental and social program goals reflect our current plans and aspirations; our environmental and social program-related policies, practices, and goals are voluntary, challenging, and subject to change at our discretion.
We may not be successful in our marketing strategies, promotional and advertising plans, and pricing strategies.
Additionally, many factors, including operating costs, constraints, or changes, and our current and future competitors’ pricing
and marketing strategies, could significantly affect our pricing strategies (including price reductions, promotions, discounts, coupons, or free goods), which may prevent us from competing effectively in certain geographies.
For example, historically, in order to partially offset inflation and other increases in the costs of core operating resources, we have gradually increased menu prices.
There can be no assurance that future cost increases, including as a result of inflation, can be offset by increased menu prices or that our current or future menu prices will be fully absorbed by our customers without any resulting change to their demand for our products.
Risks Related to Our Business
We may not be successful in implementing important strategic initiatives or effectively managing growth, which may have an adverse impact on our business and financial results.
- inability to timely innovate with new product offerings, or the potential that such offerings may not be well-received by consumers;
- delays or cancellations of remodels based on changes in macroeconomic conditions, changes in expected project benefits, or other factors;
- construction cost increases associated with new store openings and remodeling of existing stores;
- the challenges of company-wide coordination and alignment;
- inability to identify or act on opportunities to deliver anticipated cost savings;
Our investments to transform and enhance the customer experience, including through technology, may not generate the expected results.
Our long-term business objectives depend on the successful execution of our strategies.
We continue to build upon our investments in development, technology, digital engagement, and delivery in order to transform and enhance the customer experience.
As part of these investments, we continue to focus on improving our service model and strengthening relationships with customers, in part through digital channels and loyalty initiatives, mobile order and payment systems, and enhancement of our technologies.
We also continue to expand and refine our mobile ordering process.
If these customer experience initiatives are not successfully executed or do not generate expected results, or if we do not fully realize the intended benefits of these significant investments, our financial results may suffer.
It is also possible that the greater allocation of time and resources to these customer experience initiatives versus other organizational priorities could negatively impact other areas of our business, or that we will fail to achieve optimal allocation of resources, which could materially harm our business and results of operations.
Evolving consumer preferences and tastes, as well as adverse public or medical opinions about the health effects of consuming our products, may adversely affect our business.
If any of the risks and uncertainties described in the cautionary factors described below actually occur or continue to occur, our business, financial condition and results of operations and the trading price of our common stock could be materially and adversely affected.
The considerations and risks that follow are organized within relevant headings but may be relevant to other headings as well.
Moreover, the risks below are not the only risks we face and additional risks not currently known to us or that we presently deem immaterial may emerge or become material at any time and may negatively impact our business, reputation, financial condition, results of operations or the trading price of our common stock.
It is not possible for management to predict all such risks, nor can it assess the impact of all such risks on Starbucks business or the extent to which any risk, or combination of risks, may cause actual results to differ materially from those contained in any forward-looking statements.
Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results.
We are working to manage risks and costs to us, our licensees and our supply chain of any effects of climate change as well as diminishing energy and water resources.
These risks include any increased public focus, including by governmental
and nongovernmental organizations, on these and other environmental sustainability matters, including packaging and waste, animal health and welfare, deforestation and land use.
These risks may also include any increased pressure to make commitments or set goals and take actions to meet them, which could expose us to market, operational and execution costs or risks.
There is greater risk from those we do not monitor, or do not monitor as closely.
Furthermore, stemming from the COVID-19 pandemic, there are stricter health regulations and guidelines and increased public concern over food safety standards and controls.
Our financial results have been, and could continue to be, adversely affected by changes in macroeconomic conditions, including increases in real estate costs in certain domestic and international markets, inflationary pressures and changes in prevailing interest rates, disruptions to our supply chain, changes in governmental rules and approaches to taxation, and fluctuations in foreign currency exchange rates.
Furthermore, our financial results have been and could continue to be adversely affected by the persisting impacts of the COVID-19 pandemic, including the disruption of customer routines, changes to employer “work-from-home” policies and changes in consumer behavior and the ability or willingness to spend discretionary income on our products.
China is expected to be our fastest growing market in terms of percentage growth, our second largest market overall and 100% company-owned.
- escalating U.S.-China tension and increasing political sensitivities in China;
- the lingering effects of the COVID-19 pandemic and related governmental regulations and restrictions on our operations in China;
Additionally, the growth of our Channel Development business is in part dependent on the level of discretionary support provided by our retail and licensed store businesses.
There are generally a relatively small number of licensee partners operating in specific markets.
For example, one of our licensees is experiencing financial solvency issues, which may require the Company to expend capital resources to help fund their operating expenses in the short term.
For example, in China, reductions and continuing volatility in that market may be caused by, among other things: store closures or modified operating hours and business model, reduced customer traffic due to illness, quarantine or government or self-imposed restrictions placed on our stores’ operations, impacts
caused by precautionary measures such as those related to face coverings and vaccinations and changes in consumer spending behaviors, including those caused by social distancing, a decrease in consumer confidence in general macroeconomic conditions and a decrease in consumer discretionary spending.
Unions have secured representation rights at a number of these stores, with potentially more to follow.
Our
meeting such regulations and expectations.
restrictions on cross-border data transfers.
Colorado, Connecticut and Virginia recently enacted similar data privacy legislation that has also gone into effect in 2023, and a new privacy law in Utah will go into effect at the end of 2023.
Health epidemics or pandemics have in the past and may in the future impact macroeconomic conditions, consumer behavior, labor availability and supply chain management, as well as local operations in impacted markets, all of which can adversely affect our business, financial results and outlook.
Governmental responses to health epidemics or pandemics, including operational restrictions, can also affect the foregoing items and adversely affect our business and financial results.
The duration and scope of a health epidemic or pandemic can be difficult to predict and depends on many factors, including the emergence of new variants and the availability, acceptance and effectiveness of preventative measures.
A health epidemic or pandemic may also heighten other risks disclosed in these risk factors, including, but not limited to, those related to the availability and costs of labor and commodities, supply chain interruptions, consumer behavior, and consumer perceptions of our brand and industry.
Risks Related to Governmental and Regulatory Changes
An excerpt. Shown here: 40 of 215 rewritten, 40 of 158 added and all 31 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2024 filing and the FY2023 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
191 rewritten, 59 added, 55 removed, 181 unchanged
Fiscal years [removed: 2023] [added: 2024, 2023,] and 2022 included 52 weeks.
The discussion of our financial condition and results of operations for the fiscal year ended October [removed: 3, 2021,] [added: 2, 2022,] included in Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) can be found in the Annual Report on Form 10-K for the fiscal year ended October [removed: 2, 2022.][added: 1, 2023.]
We have three reportable operating segments: 1) North America, which is inclusive of the U.S. and Canada; 2) International, which is inclusive of China, Japan, Asia Pacific, Europe, Middle [removed: East and] [added: East,] Africa, Latin [removed: America] [added: America,] and the Caribbean; and 3) Channel Development.
[removed: Non-reportable operating segments and unallocated] [added: Unallocated] corporate expenses are reported within Corporate and Other.
[removed: Our] [added: We believe our] financial results and long-term growth model will continue to be driven by new store openings, comparable store [removed: sales] [added: sales,] and [added: operating] margin [removed: management.][added: management, underpinned by disciplined capital allocation.]
Consolidated [added: net] revenues increased [removed: 12%] [added: 1%] to [removed: $36.0] [added: $36.2] billion in fiscal [removed: 2023] [added: 2024] compared to [removed: $32.3] [added: $36.0] billion in fiscal [removed: 2022,] [added: 2023,] primarily driven by [removed: strength in our U.S. business and growth in our International segment,] [added: incremental revenues from net new company-operated stores over the past 12 months,] partially offset by [added: a decrease in comparable store sales and] the impact of unfavorable foreign currency translation.
[removed: Average] [added: Comparable transactions for both the North America segment and the U.S. market declined 5%, partially offset by average] ticket [added: growth] for both the North America segment and the U.S. market [removed: grew 6%,] [added: of 4%,] primarily driven by [removed: pricing in our U.S. market.][added: annualization of pricing.]
For [removed: the International segment, despite COVID-19 pandemic-related headwinds in China in the first half of] [added: both] the [removed: year,] [added: North America segment and U.S. market,] revenue [removed: grew 8%] [added: increased 2%] in fiscal [removed: 2023] [added: 2024] compared to fiscal [removed: 2022,] [added: 2023,] primarily driven by net new company-operated store [removed: openings] [added: growth over the past 12 months] and higher product [added: and equipment] sales [removed: to] [added: to,] and royalty revenues [removed: from] [added: from,] our licensees.
- Total net revenues increased [removed: 12%] [added: 1%] to [removed: $36.0] [added: $36.2] billion in fiscal [removed: 2023] [added: 2024] compared to [removed: $32.3] [added: $36.0] billion in fiscal [removed: 2022.][added: 2023.]
- Consolidated operating income [removed: increased] [added: decreased] to [removed: $5.9] [added: $5.4] billion in fiscal [removed: 2023] [added: 2024] compared to [removed: $4.6] [added: $5.9] billion in fiscal [removed: 2022.][added: 2023.]
Fiscal [removed: 2023] [added: 2024] operating margin was [removed: 16.3%] [added: 15.0%] compared to [removed: 14.3%] [added: 16.3%] in fiscal [removed: 2022.][added: 2023.]
- Diluted earnings per share (“EPS”) for fiscal [removed: 2023 increased] [added: 2024 decreased] to [removed: $3.58,] [added: $3.31,] compared to EPS of [removed: $2.83] [added: $3.58] in fiscal [removed: 2022.][added: 2023.]
- Capital expenditures were [removed: $2.3] [added: $2.8] billion in fiscal [removed: 2023] [added: 2024] and [removed: $1.8] [added: $2.3] billion in fiscal [removed: 2022.][added: 2023.]
- We returned [added: $3.8 billion and] $3.4 billion to our shareholders in fiscal [removed: 2023] [added: 2024 and fiscal 2023, respectively,] through [removed: share repurchases] [added: dividends] and [removed: dividends.][added: share repurchases.]
See [Note [removed: 2](#idd2c7243ae764e67ad4447ba21931f8b_130),] [added: 2](#ieee4859bea5d45f4aee2fd5e41e39969_133),] Acquisitions, Divestitures and Strategic Alliance, to the consolidated financial statements included in Item 8 of Part II of this 10-K for information regarding acquisitions and divestitures.
RESULTS OF OPERATIONS — FISCAL [removed: 2023] [added: 2024] COMPARED TO FISCAL [removed: 2022][added: 2023]
| Fiscal Year Ended | | | [removed: Oct 1, 2023] [added: Sep 29, 2024] | | | | | | Oct [removed: 2, 2022] [added: 1, 2023] | | | | | | % Change | | |
| Company-operated stores | | | $ | [removed: 29,462.3] [added: 29,765.9] | | | | | $ | [removed: 26,576.1] [added: 29,462.3] | | | | | [removed: 10.9] [added: 1.0] | | % |
| Licensed stores | | | [removed: 4,512.7] [added: 4,505.1] | | | | | | [removed: 3,655.5] [added: 4,512.7] | | | | | | [removed: 23.4] [added: (0.2)] | | |
| Total net revenues | | | $ | [removed: 35,975.6] [added: 36,176.2] | | | | | $ | [removed: 32,250.3] [added: 35,975.6] | | | | | [removed: 11.6] [added: 0.6] | | % |
Total net revenues increased [removed: $3.7 billion,] [added: $201 million,] or [removed: 12%,] [added: 1%,] over fiscal [removed: 2022,] [added: 2023,] primarily due to higher revenues from company-operated stores [removed: ($2.9 billion).][added: ($304 million).]
[removed: Also contributing were the] [added: The growth in company-operated store revenue was driven by] incremental revenues from [removed: 1,339] [added: 1,426] net new [removed: Starbucks] company-operated [removed: store openings,] [added: stores,] or a 7% increase, over the past 12 months ($1.2 billion).
Licensed stores revenue [removed: increased $857] [added: decreased $8] million, primarily driven by [removed: higher] [added: lower] product and equipment sales [removed: to] [added: to,] and royalty revenues [removed: from] [added: from,] our licensees [removed: ($898 million), largely due to revenue growth from existing stores] [added: in our International segment ($69 million)] and [removed: the opening of 988 net new Starbucks licensed stores over the past 12 months, partially offset by the impact of] unfavorable foreign currency translation [removed: ($64] [added: impacts ($27 million), partially offset by higher product and equipment sales to, and royalty revenues from, our licensees in our North America segment ($80] million).
| Fiscal Year Ended | | | [removed: Oct 1, 2023] [added: Sep 29, 2024] | | | | | | Oct [removed: 2, 2022] [added: 1, 2023] | | | | | | [removed: Oct 1, 2023] [added: Sep 29, 2024] | | | | | | Oct [removed: 2, 2022] [added: 1, 2023] | | |
| Product and distribution costs | | | $ | [removed: 11,409.1] [added: 11,180.6] | | | | | $ | [removed: 10,317.4] [added: 11,409.1] | | | | | [removed: 31.7] [added: 30.9] | | % | | | | [removed: 32.0] [added: 31.7] | | % |
| Store operating expenses | | | [removed: 14,720.3] [added: 15,286.5] | | | | | | [removed: 13,561.8] [added: 14,720.3] | | | | | | [removed: 40.9] [added: 42.3] | | | | | | [removed: 42.1] [added: 40.9] | | |
| Other operating expenses | | | [removed: 539.4] [added: 565.6] | | | | | | [removed: 461.5] [added: 539.4] | | | | | | [removed: 1.5] [added: 1.6] | | | | | | [removed: 1.4] [added: 1.5] | | |
| Depreciation and amortization expenses | | | [removed: 1,362.6] [added: 1,512.6] | | | | | | [removed: 1,447.9] [added: 1,362.6] | | | | | | [removed: 3.8] [added: 4.2] | | | | | | [removed: 4.5] [added: 3.8] | | |
| General and administrative expenses | | | [removed: 2,441.3] [added: 2,523.3] | | | | | | [removed: 2,032.0] [added: 2,441.3] | | | | | | [removed: 6.8] [added: 7.0] | | | | | | [removed: 6.3] [added: 6.8] | | |
| Restructuring and impairments | | | [removed: 21.8] [added: —] | | | | | | [removed: 46.0] [added: 21.8] | | | | | | [removed: 0.1] [added: —] | | | | | | 0.1 | | |
| Total operating expenses | | | [removed: 30,494.5] [added: 31,068.6] | | | | | | [removed: 27,866.6] [added: 30,494.5] | | | | | | [removed: 84.8] [added: 85.9] | | | | | | [removed: 86.4] [added: 84.8] | | |
| Income from equity investees | | | [removed: 298.4] [added: 301.2] | | | | | | [removed: 234.1] [added: 298.4] | | | | | | 0.8 | | | | | | [removed: 0.7] [added: 0.8] | | |
| Gain from sale of assets | | | [removed: 91.3] [added: —] | | | | | | [removed: —] [added: 91.3] | | | | | | [removed: 0.3] [added: —] | | | | | | [removed: —] [added: 0.3] | | |
| Operating income | | | $ | [removed: 5,870.8] [added: 5,408.8] | | | | | $ | [removed: 4,617.8] [added: 5,870.8] | | | | | [removed: 16.3] [added: 15.0] | | % | | | | [removed: 14.3] [added: 16.3] | | % |
| Store operating expenses as a % of related revenues | | | | | | | | | | | | | | | [removed: 50.0] [added: 51.4] | | % | | | | [removed: 51.0] [added: 50.0] | | % |
Product and distribution costs as a percentage of total net revenues decreased [removed: 30] [added: 80] basis points, primarily due to [added: the impact of increased sales from] pricing (approximately [removed: 120] [added: 70] basis [removed: points), partially offset by inflationary pressures on commodities] [added: points)] and [removed: our] [added: a reduction in] supply chain [added: costs] (approximately [removed: 80] [added: 60] basis points).
Store operating expenses as a percentage of total net revenues [removed: decreased 120] [added: increased 140] basis points.
Store operating expenses as a percentage of company-operated store revenues [removed: decreased 100] [added: increased 140] basis points, primarily due to [removed: in-store operational efficiencies] [added: investments in store partner wages and benefits] (approximately [removed: 160] [added: 170] basis points), [removed: sales leverage] [added: deleverage] (approximately [removed: 160] [added: 80] basis [removed: points)] [added: points),] and [removed: pricing] [added: increased promotional activity] (approximately [removed: 160] [added: 70] basis [added: points), partially offset by in-store operational efficiencies (approximately 170 basis] points).
Other operating expenses increased [removed: $78] [added: $26] million, primarily due to [removed: higher strategic investments in technology and other initiatives ($32 million) and] support costs for our growing licensed [removed: markets ($25 million).][added: markets.]
You should read the following discussion of our financial condition and results of operations in conjunction with the financial statements and the notes thereto included elsewhere in this 10-K.
The following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs.
Readers are cautioned that these forward-looking statements are subject to risks, uncertainties, and assumptions that are difficult to predict, including those identified above, under Risk Factors in Part I, Item 1A of this 10-K, and elsewhere herein.
Therefore, our actual results could differ materially from those discussed in the forward-looking statements.
We undertake no obligation to revise or update any forward-looking statements for any reason.
Please also see the cautionary language at the beginning of Part I of this 10-K regarding forward-looking statements.
Starbucks results for fiscal 2024 reflect a challenging operating environment, notably driven by reduced customer traffic compared to fiscal 2023, that pressured our financial results.
This growth was partially offset by a 2% decline in comparable store sales.
For the International segment, revenue declined 2% in fiscal 2024 compared to fiscal 2023, primarily driven by the impact of unfavorable foreign currency translation, a 4% decline in comparable store sales driven by a decline in average ticket of 4%, and lower product and equipment sales to, and royalty revenues from, our licensees.
These decreases were partially offset by net new company-operated and licensed store openings over the past 12 months.
Revenue for our Channel Development segment decreased 7% in fiscal 2024 compared with fiscal 2023, primarily driven by a decline in revenue in the Global Coffee Alliance following the sale of our Seattle’s Best Coffee brand to Nestlé in the second quarter of fiscal 2023 as well as product SKU optimization.
Our performance was lower-than-expected as a result of a pronounced customer traffic decline, reflecting our targeted and accelerated investments not improving customer behaviors as intended, as well as the macroeconomic and competitive environment in China that further pressured our results.
Given these challenges, under the direction of our new chief executive officer, Brian Niccol, we are changing our business strategy to bring customers back to our stores and return to growth.
Our “Back to Starbucks” strategy includes supporting our green apron partners, enhancing the customer experience, reestablishing ourselves as the community coffee house, and innovating the coffee tasting experience through product development, marketing, and in-store experience.
This strategic reset will provide us with the opportunity to assess the business and refocus
our efforts, including capital allocation priorities, efficiency efforts, and store growth initiatives.
We remain confident in the strength of our brand and believe that the new action plans will position the Company for sustainable long-term growth.
Operating margin contraction of 130 basis points was primarily due to investments in store partner wages and benefits (approximately 140 basis points), deleverage (approximately 130 basis points), and increased promotional activity (approximately 100 basis points).
These decreases were partially offset by pricing (approximately 180 basis points) and in-store operational efficiencies (approximately 130 basis points).
The decrease was primarily driven by contraction in operating margin as compared to the prior year.
| Other | | | 1,905.2 | | | | | | 2,000.6 | | | | | | (4.8) | | |
Partially offsetting this increase were a 2% decrease in comparable store sales ($629 million), attributable to a 4% decrease in comparable transactions, partially offset by a 2% increase in average ticket, primarily due to annualization of pricing, and unfavorable foreign currency translation impacts ($235 million).
Other revenues decreased $95 million, primarily due to a decline in revenue in the Global Coffee Alliance ($125 million) following the sale of our Seattle’s Best Coffee brand to Nestlé in the second quarter of fiscal 2023 as well as product SKU optimization.
General and administrative expenses increased $82 million, primarily due to incremental investments in technology ($93 million), investments in partner wages and benefits ($90 million), and certain proxy solicitation and advisory services costs incurred in the second quarter of fiscal 2024 ($28 million).
These increases were partially offset by lower performance-based compensation ($86 million) and the lapping of donations to The Starbucks Foundation made in fiscal 2023 ($30 million).
The effective tax rate for fiscal 2024 was 24.3% compared to 23.6% for fiscal 2023.The increase was due to lapping the release of valuation allowances recorded against certain deferred tax assets of an international jurisdiction in the prior year (approximately 80 basis points) and the accrual of foreign withholding taxes related to the current year earnings of certain foreign subsidiaries (approximately 60 basis points), partially offset by electing an alternative tax approach in a certain foreign jurisdiction that resulted in a tax benefit in the second quarter of fiscal 2024 (approximately 60 basis points).
See [Note 14](#ieee4859bea5d45f4aee2fd5e41e39969_175), Income Taxes, to the consolidated financial statements included in Item 8 of Part II of this 10-K, for further discussion.
| Fiscal Year Ended | | | Sep 29, 2024 | | | | | | Oct 1, 2023 | | | | | | Sep 29, 2024 | | | | | | Oct 1, 2023 | | |
This growth was partially offset by a 2% decline in comparable store sales ($420 million) driven by a 5% decrease in comparable transactions, partially offset by a 4% increase in average ticket, primarily due to annualization of pricing.
Operating margin contracted 90 basis points to 19.8%, primarily due to investments in store partner wages and benefits (approximately 150 basis points), deleverage (approximately 150 basis points), and increased promotional activity (approximately 100 basis points), partially offset by pricing (approximately 220 basis points) and in-store operational efficiencies (approximately 150 basis points).
| Fiscal Year Ended | | | Sep 29, 2024 | | | | | | Oct 1, 2023 | | | | | | Sep 29, 2024 | | | | | | Oct 1, 2023 | | | | | | | | |
International total net revenues for fiscal 2024 decreased $149 million, or 2%, primarily due to unfavorable foreign currency translation impacts ($252 million), as well as a 4% decline in comparable store sales ($210 million), driven by a 4% decline in average ticket.
These decreases were partially offset by net new company-operated store growth of 10%, or 893 stores, over the past 12 months ($378 million).
Operating margin contracted 220 basis points to 14.2%, primarily due to increased promotional activity (approximately 170 basis points) and investments in store partner wages and benefits (approximately 120 basis points), partially offset by in-store operational efficiencies (approximately 100 basis points).
| Fiscal Year Ended | | | Sep 29, 2024 | | | | | | Oct 1, 2023 | | | | | | Sep 29, 2024 | | | | | | Oct 1, 2023 | | | | | | | | |
Channel Development total net revenues for fiscal 2024 decreased $124 million, or 7%, compared to fiscal 2023, primarily due to a decline in revenue in the Global Coffee Alliance ($125 million) following the sale of our Seattle’s Best Coffee brand to Nestlé in the second quarter of fiscal 2023 as well as product SKU optimization.
These increases were partially offset by lapping the gain from the sale of our Seattle’s Best Coffee brand in the second quarter of fiscal 2023 (approximately 480 basis points).
| Other | | | $ | 58.0 | | | | | $ | 24.6 | | | | | 135.8 | | % |
Corporate and Other primarily consists of our unallocated corporate expenses.
This increase was primarily driven by incremental investments in technology ($93 million), investments in partner wages and benefits ($57 million), and certain proxy solicitation and advisory services costs incurred in the second quarter of fiscal 2024 ($28 million).
Fiscal year 2021 included 53 weeks, with the 53rd week falling in the fourth fiscal quarter.
Starbucks results for fiscal 2023 demonstrate the overall strength of our brand.
For both the North America segment and U.S. market, comparable store sales increased 9% for fiscal 2023 compared to an increase of 12% in fiscal 2022.
The segment also experienced higher costs, primarily related to previously-committed investments in store partner wages and benefits and increased spend on partner training, as well as inflationary pressures on commodities and our supply chain.
In fiscal 2022, we announced our Reinvention Plan in the U.S. market to increase efficiency while elevating the partner and customer experience.
We believe the investments in partner wages and training have increased retention and in-store operational efficiencies while the acceleration of purpose-built store concepts and innovations in technologies have provided additional convenience and connection with our customers.
Also contributing to the increase was a 5% increase in comparable store sales, driven by customer transactions, compared to a decrease of 9% in fiscal 2022.
These increases were partially offset by the impact of unfavorable foreign currency translation.
Revenue for our Channel Development segment increased 3% in fiscal 2023 compared with fiscal 2022, primarily driven by higher Global Coffee Alliance product sales and royalty revenue and growth in our global ready-to-drink business.
In fiscal 2023, we sold the assets associated with the Seattle's Best Coffee brand to Nestlé, which resulted in a pre-tax gain of $91.3 million.
We have seen the strength and resilience of our brand as well as strong customer demand across our portfolio, with revenue and operating margin growth in fiscal 2023.
We expect to continue our trend of global new store growth in fiscal 2024, driven by a dynamic portfolio of store formats in the U.S. and leveraging the strength of our brand internationally.
We anticipate continued benefits from increased sales leverage and pricing decisions as well as in-store operational efficiencies driven by our Reinvention Plan.
We expect the inflationary pressures on commodities and supply chain that impacted fiscal 2023 to moderate in fiscal 2024, relative to the impact on our business and financial metrics, including operating margin.
Absent global economic disruptions, and based on the current trend of our business operations and our focused efforts on the Reinvention Plan, we are confident in the strength of our brand and strategy for sustainable, profitable growth over the long-term.
Operating margin expansion of 200 basis points was primarily due to pricing (approximately 250 basis points), sales leverage (approximately 240 basis points) and in-store operational efficiencies (approximately 160 basis points).
These increases were partially offset by previously-committed investments in store partner wages (approximately 250 basis points) and higher general and administrative expenses, primarily in support of our Reinvention Plan (approximately 130 basis points).
The increase was primarily driven by sales growth and in-store operational efficiencies.
This increase was partially offset by previously-committed investments in store partner wages and higher general and administrative expenses, primarily in support of our Reinvention Plan.
We returned $6.3 billion in fiscal 2022 through share repurchases and dividends.
| Other | | | 2,000.6 | | | | | | 2,018.7 | | | | | | (0.9) | | |
The growth in company-operated store revenue was driven by an 8% increase in comparable store sales ($2.1 billion) attributed to a 5% increase in average ticket and 3% increase in comparable transactions.
These increases were partially offset by the impact of unfavorable foreign currency translation ($555 million).
Other revenues decreased $18 million, primarily due to the absence of revenues from the Evolution Fresh business following its sale in the fourth quarter of fiscal 2022 ($60 million), partially offset by an increase in revenue in the Global Coffee Alliance ($37 million).
These were partially offset by previously-committed investments in store partner wages and benefits (approximately 290 basis points) and increased spend on partner training (approximately 30 basis points).
General and administrative expenses increased $409.3 million, primarily due to incremental investments in technology ($140 million), increased support costs of strategic initiatives including the Reinvention Plan ($86 million), higher performance-based compensation ($74 million) and other labor and leadership support costs ($31 million).
Income from equity investees increased $64 million, primarily due to higher income from our North American Coffee Partnership joint venture ($64 million).
Interest expense increased $67 million primarily due to higher debt balances and higher interest rates.
The effective tax rate for fiscal 2023 was 23.6% compared to 22.4% for fiscal 2022.The increase was due to lapping a beneficial return-to-provision adjustment related to the divestiture of certain joint venture operations (approximately 50 basis points) and a year-over-year decrease in beneficial valuation allowance activity related to international jurisdictions (approximately 40 basis points).
See [Note 14](#idd2c7243ae764e67ad4447ba21931f8b_172), Income Taxes, for further discussion.
North America total net revenues for fiscal 2023 increased $3.2 billion, or 14%, primarily due to a 9% increase in comparable store sales ($1.9 billion) driven by a 6% increase in average ticket and a 3% increase in comparable transactions.
Operating margin expanded 150 basis points to 20.7%, primarily due to pricing (approximately 300 basis points), in-store operational efficiencies (approximately 230 basis points) and sales leverage.
These were partially offset by previously-committed investments in store partner wages and benefits (approximately 300 basis points) and increased spend on partner training (approximately 40 basis points), as well as inflationary pressures on commodities and our supply chain (approximately 80 basis points).
Also contributing to the increase was a 5% increase in comparable store sales ($233 million), primarily driven by customer transactions.
These were partially offset by the impact of unfavorable foreign currency translation ($543 million).
Operating margin increased 440 basis points to 16.4%, primarily due to sales leverage (approximately 270 basis points) and lapping amortization expenses of acquisition-related intangibles assets that are now fully amortized (approximately 240 basis points).
Channel Development total net revenues for fiscal 2023 increased $50 million, or 3%, compared to fiscal 2022, primarily due to higher Global Coffee Alliance product sales and royalty revenue ($37 million) and growth in our ready-to-drink business ($22 million).
| Other | | | $ | 24.6 | | | | | $ | 95.8 | | | | | (74.3) | | % |
Corporate and Other primarily consists of our unallocated corporate expenses and Evolution Fresh, prior to its sale in the fourth quarter of fiscal 2022.
This increase was primarily driven by incremental investments in technology ($131 million), increased support costs of strategic initiatives including the Reinvention Plan ($86 million) and higher performance-based compensation ($56 million).
An excerpt. Shown here: 40 of 191 rewritten, 40 of 59 added and 40 of 55 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2024 filing and the FY2023 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is incorporated by reference to the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Commodity Prices, [removed: Availability] [added: Availability,] and General Risk Conditions” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Risk Management” in Item 7 of this Report.
Item 1. Business
104 rewritten, 51 added, 59 removed, 124 unchanged
In this Annual Report on Form 10-K (“10-K” or “Report”) for the fiscal year ended [removed: October 1, 2023] [added: September 29, 2024] (“fiscal [removed: 2023”),] [added: 2024”),] Starbucks Corporation (together with its subsidiaries) is referred to as “Starbucks,” the “Company,” “we,” [removed: “us”] [added: “us,”] or “our.”
Starbucks is the premier roaster, [removed: marketer] [added: marketer,] and retailer of specialty coffee in the world, operating in [removed: 86] [added: 87] markets.
Formed in 1985, Starbucks Corporation’s common stock trades on the Nasdaq Global Select Market (“Nasdaq”) under the symbol “SBUX.” We purchase and roast high-quality coffees that we sell, along with handcrafted coffee, [removed: tea] [added: tea,] and other beverages and a variety of high-quality food items through company-operated stores.
In addition to our flagship Starbucks Coffee® brand, we sell goods and services under the following brands: Teavana®, Ethos®, [removed: Starbucks Reserve®] and [removed: Princi®.][added: Starbucks Reserve®.]
This includes expansion of our global store base, adding stores in both existing, developed markets such as the U.S. and in higher growth [removed: markets such as China,] [added: markets,] as well as optimizing the mix of company-operated and licensed stores around the world.
In addition, by leveraging experiences gained through our stores and elsewhere, we continue to drive beverage, equipment, [removed: process] [added: process,] and technology innovation, including in our industry-leading digital platform.
We strive to regularly offer consumers new, innovative coffee and other products in a variety of forms, across new categories, diverse [removed: channels] [added: channels,] and alternative store formats.
With coffee at our core, we pursue ambitious goals for our partners (employees), our [removed: communities] [added: communities,] and our planet, which we believe also contributes to the long-term sustainability of [removed: our business to create] [added: creating] a thriving business powered by thriving people for a thriving planet and communities.
We are committed to responsible and ethical sourcing led by Coffee and Farmer Equity Practices [removed: (C.A.F.E. Practices),] [added: (“C.A.F.E. Practices”),] the Company’s third-party verification program and the cornerstone of our approach to ethical sourcing of coffee with over 98% of our coffee having been historically verified through C.A.F.E. Practices as ethically sourced.
We invest in the well-being – the mental, [removed: physical] [added: physical,] and financial health – of every partner through our practices, [removed: policies] [added: policies,] and benefits.
This work is grounded in the belief that we are at our best when we create inclusive, [removed: supportive] [added: supportive,] and welcoming environments, where we uplift one another with dignity, [removed: respect] [added: respect,] and kindness.
Therefore, one of our core strategies is to invest in and support our partners to differentiate our brand, [removed: products] [added: products,] and services in the competitive specialty coffee market, including the following areas of focus:
We recognize the diversity of customers, [removed: partners] [added: partners,] and communities and believe in creating an inclusive and equitable environment that represents a broad spectrum of backgrounds and cultures.
Working under these principles, our Partner Resources Organization is tasked with managing employment-related matters, including recruiting and hiring, onboarding and training, compensation planning, performance [removed: management] [added: management,] and professional development.
Our Board of Directors (the “Board”) and Board committees provide oversight on certain human capital matters, including our Inclusion and Diversity [removed: programs and] initiatives.
Our Audit and Compliance Committee works closely with the Risk Management Committee, led by Starbucks [removed: cfo] [added: chief financial officer (“cfo”)] and [removed: general counsel,] [added: chief legal officer,] to monitor and mitigate current and emerging labor and human capital management risks.
These reports and recommendations to the Board and its committees are part of the broader framework that guides how Starbucks should attract, [removed: retain] [added: retain,] and develop a skilled workforce that aligns with our values and strategies.
We regularly conduct anonymous surveys to seek feedback from our partners on a variety of topics, including confidence in company leadership, competitiveness of our compensation and benefits package, career growth [removed: opportunities] [added: opportunities,] and [added: recommendations on how we can remain an employer of choice.]
Our management and cross-functional teams also work closely to evaluate human capital management issues such as partner retention, workplace safety, [removed: harassment] [added: harassment,] and bullying, as well as to implement measures to mitigate these [removed: risks.][added: issues.]
*Diversity, [removed: Equity] [added: Equity, Inclusion,] and [removed: Inclusion*][added: Belonging*]
[removed: In] [added: The following list summarizes key benefits provided in] the U.S., [added: which is] our largest and most mature [removed: market, these include:][added: market:]
- 100% paid parental leave is available to new parents that welcome a child through birth, [removed: adoption] [added: adoption,] or foster placement and work an average of 20 hours or more each week.
Outside of the U.S., we have provided other innovative benefits to help address market-specific needs, such as providing interest-free loans to our U.K. partners to help cover rental deposits, mental health services in Canada, [removed: and] [added: and,] in China, an extra 14th Month Pay initiative, giving retail partners an additional month’s salary as a bonus on top of the 13th month pay that is customary in China, as well as a monthly housing subsidy for full-time Starbucks baristas and shift supervisors, and comprehensive health insurance coverage for parents of partners.
These include, but are not limited to, safety and security protocols, updates on new products and service [removed: offerings] [added: offerings,] and deployment of technologies.
Further, we have formulated pay-equity [removed: principles] [added: principles,] which provide equal footing, [removed: transparency] [added: transparency,] and accountability as best practices that help address known, systemic barriers to global pay equity.
As of [removed: October 1, 2023,] [added: September 29, 2024,] Starbucks employed approximately [removed: 381,000] [added: 361,000] people worldwide.
In the U.S., Starbucks employed approximately [removed: 228,000] [added: 211,000] people, with approximately [removed: 219,000] [added: 201,000] in company-operated stores and the remainder in corporate support, store development, roasting, manufacturing, [removed: warehousing] [added: warehousing,] and distribution operations.
Approximately [removed: 153,000] [added: 150,000] employees were employed outside of the U.S., with approximately [removed: 148,000] [added: 144,000] in company-operated stores and the remainder in regional support operations.
Approximately [removed: 3.6%] [added: 5%] of Starbucks partners in U.S. company-operated stores are represented by unions.
We believe our efforts in managing our workforce have been effective, evidenced by [removed: improved retention, lower] [added: low] turnover, [added: a strong culture,] and [added: active] employee [removed: satisfaction during fiscal 2023.][added: participation.]
| Sara Kelly | | | | | | [removed: 44] [added: 45] | | | | | | executive vice [removed: president and] [added: president,] chief partner officer | | |
| Brad Lerman | | | | | | [removed: 67] [added: 68] | | | | | | executive vice [removed: president and general counsel] [added: president, chief legal officer] | | |
| Rachel Ruggeri | | | | | | [removed: 54] [added: 55] | | | | | | executive vice [removed: president and] [added: president,] chief financial officer | | |
Mr. [removed: Narasimhan] [added: Niccol] currently serves on the Board of Directors of [removed: Verizon Communications,] [added: Walmart] Inc., a NYSE-listed [removed: telecommunications company.][added: omni-channel retailer.]
Sara Kelly joined Starbucks in 2001 and [removed: was named] [added: has served as] executive vice president and chief partner officer [removed: in] [added: since] 2022, where she is responsible for helping partners realize their career potential and building global partner capability to enable growth and deliver on the Company’s strategic plan.
Brad Lerman joined Starbucks in April 2023 as executive vice president and general [removed: counsel.][added: counsel and has served as executive vice president and chief legal officer since April 2024.]
Prior to Starbucks, Mr. Lerman served as senior vice president, general counsel and corporate secretary of Medtronic plc from 2014 to 2022; and [removed: prior to that he was an] executive vice president, general counsel and corporate secretary for the Federal National Mortgage Association (Fannie Mae) from 2012 to 2014.
In [removed: this leadership role, Rachel] [added: her role as chief financial officer, Ms. Ruggeri] is responsible for the global finance function for Starbucks, which includes developing and executing the financial strategies that enable the long-term growth of the Company.
We have three reportable operating segments: 1) North America, which is inclusive of the U.S. and Canada; 2) International, which is inclusive of China, Japan, Asia Pacific, Europe, Middle [removed: East and] [added: East,] Africa, Latin [removed: America] [added: America,] and [added: the] Caribbean; and 3) Channel Development.
[removed: Non-reportable operating segments and unallocated] [added: Unallocated] corporate expenses are reported within Corporate and Other.
Our Environmental, Partner, and Community Impact Committee annually reviews and assesses the effectiveness of the Company’s environmental and social
strategies, policies, practices, goals, programs, disclosure, and risks, including review of the Company’s annual global climate and social impact report.
As we create the future of Starbucks, we are continuing to work to improve the partner experience so our partners can thrive at work, individually, and together.
Core to this is taking steps to ensure that Starbucks is an inclusive, diverse, equitable, and accessible company—a place where all are welcome and where our partners know they belong.
Under the leadership of our senior vice president of Talent and Inclusion and our executive leadership team, we remain committed to accountability at every level of the Company.
We prioritize transparency with our partners, Inclusion and Diversity Executive Council, Partner Networks, Inclusion and Diversity Business Council, community leaders, customers, and stakeholders.
At Starbucks, we are committed to creating environments where everyone is welcome and belongs.
In 2024, we reaffirmed this commitment by cementing “Belonging” as one of our company values.
These values have long been part of our culture, and we are working to build a more inclusive, equitable, accessible, and diverse company, to make substantial progress in the representation of our partners and to expand opportunities for our partners.
To further this:
- we worked to reach a broader pool of candidates, prioritizing inclusivity in our recruitment, in partner engagement, and by continuing to foster inclusive leadership;
- we established and expanded our mentorship program to make valuable guidance and networking opportunities available to all partners; and
- we remained focused on addressing barriers impeding equal pay for equal work.
At the end of fiscal 2024, our U.S. partner base is made up 70.9% female and 28.4% male.
Additionally, in the U.S. diverse partners represent more than 51.9% of our retail team and more than 37.9% of our corporate roles.
We are expanding workforce diversity to bring new perspectives and experiences that improve our business and workplace.
To do this, we reach a broader pool of candidates and talent by prioritizing inclusivity in our recruitment practices, in partner engagement, and by continuing to foster inclusive leadership.
Starbucks is committed to pay equity.
We’ve achieved and maintained racial and gender pay equity for partners in the U.S. who are performing similar work, and we’re working toward achieving gender pay equity for Starbucks partners who are performing similar work in all of our company-operated markets globally.
| Brian Niccol | | | | | | 50 | | | | | | chairman and chief executive officer | | |
| Brady Brewer | | | | | | 51 | | | | | | chief executive officer, Starbucks International | | |
Brian Niccol joined Starbucks as its chairman and chief executive officer in September 2024.
Mr. Niccol spent more than 25 years in leadership, marketing, and operations roles for some of the world’s most respected brands.
Mr. Niccol joined Starbucks after leading Chipotle Mexican Grill, Inc. through a period of growth and transformation, having served as a director and as its chief executive officer from 2018 to 2024 and as its chairman, from 2020 to 2024.
Before joining Chipotle, he served as chief executive officer of Taco Bell, a division of Yum!
Brands, Inc., from 2015 to 2018, after having served as its President (2013 to 2014) and chief marketing and innovation officer (2011 to 2012).
Mr. Niccol also served in leadership roles at Pizza Hut, another division of Yum!
Brands from 2005 to 2011.
In August 2024, she served as interim chief executive officer during Starbucks recent chief executive officer transition.
Ms. Ruggeri currently serves on the Board of Directors of Stryker Corporation, a NYSE-listed medical technologies company.
Brady Brewer joined Starbucks in 2001 and has served as chief executive officer, Starbucks International since April 2024, where he is responsible for the teams across Asia Pacific, Europe, Middle East, Africa, Japan, Latin America, and the Caribbean, as well as Global Channel Development and the Company’s international licensed partners.
From February 2020 through March 2024, he served as Starbucks executive vice president and chief marketing officer, leading the Starbucks brand, marketing, food and beverage portfolio, digital customer experience innovation, R&D/Engineering, creative and brand management, consumer insights, data analytics, and sustainability.
His prior roles at Starbucks include senior vice president of Digital Customer Experience for Starbucks (2019 through February 2020), where he focused on delivering new innovations that made the Starbucks Experience continually more effortless and delightful for customers; chief operating officer for Starbucks Japan (2016 to 2019), where he led store operations as well as brand and marketing strategy; and senior vice president, Marketing and Product for the Company’s China and Asia Pacific region (2014 to 2016).
Segment information is prepared on the same basis that our ceo, who is our Chief Operating Decision Maker, manages the segments, evaluates financial results, and makes key operating decisions.
| Company-operated stores | | | 11,161 | | | | | | 61 | | % | | | | 9,857 | | | | | | 45 | | % | | | | | | | | | | | | | 21,018 | | | | | | 52 | | % |
| Licensed stores | | | 7,263 | | | | | | 39 | | % | | | | 11,918 | | | | | | 55 | | % | | | | | | | | | | | | | 19,181 | | | | | | 48 | | % |
| Total | | | 18,424 | | | | | | 100 | | % | | | | 21,775 | | | | | | 100 | | % | | | | | | | | | | | | | 40,199 | | | | | | 100 | | % |
| U.S. | | | 9,645 | | | | | | 611 | | | | | | (96) | | | | | | (2) | | | | | | 513 | | | | | | 10,158 | | |
| Total North America | | | 10,628 | | | | | | 648 | | | | | | (113) | | | | | | (2) | | | | | | 533 | | | | | | 11,161 | | |
| China | | | 6,804 | | | | | | 855 | | | | | | (65) | | | | | | — | | | | | | 790 | | | | | | 7,594 | | |
Furthermore, our Nominating and Corporate Governance Committee, in consultation with management, annually evaluates the effectiveness of our social responsibility policies, goals and programs, which also include partner-related issues.
recommendations on how we can remain an employer of choice.
We are committed to creating a welcoming, supportive and inclusive environment.
We are committed to advancing inclusion and racial and social equity, and we seek to further that work with intention, transparency and accountability.
We continue to welcome our partners, customers, civil rights and community leaders, along with our senior vice president, talent and inclusion, to advise us along this journey.
Starbucks has made specific equity commitments based on our principles of being intentional, transparent and accountable at all levels:
*•Being intentional in cultivating a culture of inclusion, with a focus on partner retention and development.*
◦Expanding our mentorship program designed to prioritize our partners’ sense of belonging by creating an inclusive and supportive environment.
Mentors offer guidance, encouragement and a safe space for partners to share their experiences, challenges and aspirations.
As of 2023, the program has welcomed nearly 1,400 partners and was expanded to include U.S. based store and district managers in 2023.
- *Being transparent in our approach to Inclusion and Diversity goal setting and progress.*
◦Publicly sharing workforce diversity data.
◦Setting aspirational Inclusion and Diversity goals based on retention rates and progress towards achieving racial and ethnic diversity.
Our goal is to achieve racial and ethnic diversity of at least 30% of all corporate roles and at least 40% of all retail and manufacturing roles in the U.S. by 2025, by setting broad recruiting parameters and through inclusive and legally compliant employment practices.
*•Holding ourselves accountable at the highest levels of the organization.*
*◦*Incorporating our efforts to build and retain inclusive and diverse teams into our executive compensation programs.
◦Joining the Board Diversity Action Alliance to act alongside other companies similarly committed to increasing diverse representation on corporate boards.
◦Publicizing self-identified race/ethnicity/gender of each member of our Board.
We previously achieved and currently maintain 100 percent pay equity in the U.S. for women and men and people of all races for partners performing similar work.
We have made a commitment to achieve gender pay equity in all company-operated markets.
| | | | | | | | | | | | | | | |
| Laxman Narasimhan | | | | | | 56 | | | | | | chief executive officer | | |
| Michael Conway | | | | | | 57 | | | | | | group president, International and Channel Development | | |
Laxman Narasimhan joined Starbucks as its chief executive officer-elect in 2022 and has served as chief executive officer and has been a Starbucks director since March 2023.
Prior to joining Starbucks, Mr. Narasimhan served as Chief Executive Officer of Reckitt Benckiser Group Plc (“Reckitt”), a FTSE 12 listed British multinational consumer health, hygiene, and nutrition company, from 2019 to 2022.
Prior to joining Reckitt, Mr. Narasimhan held various executive roles at PepsiCo from 2012 to 2019 including as PepsiCo’s Group Chief Commercial Officer and as Chief Executive Officer - Latin America, Europe, and Sub-Saharan Africa, Chief Executive Officer - Latin America, and Chief Financial Officer of PepsiCo Americas Foods.
Prior to joining PepsiCo, Mr. Narasimhan spent 19 years at McKinsey & Company, where he focused on its consumer, retail, and technology practices in the U.S., Asia, and India.
Mr. Narasimhan is a trustee of the Brookings Institution and a member of the Council on Foreign Relations.
Michael Conway joined Starbucks in 2013 and was named group president, International and Channel Development in 2021, where he is responsible for leading Starbucks retail growth and operations in over 80 markets across Asia Pacific, Europe, Middle East and Africa, Latin America and the Caribbean and growth for the Global Channel Development business, which consists of consumer packaged goods, ready-to-drink businesses and strategic partnerships, including those with Nestlé,
PepsiCo, and other key business partners.
Prior to this, he served as executive vice president and president, International Licensed Markets, from 2020 to 2021.
He also served as executive vice president and president of Starbucks Canada from 2018 to 2020, president of Starbucks Licensed Stores Operations for the United States and Latin America from 2016 to 2018, and president of Starbucks Global Channel Development from 2013 to 2016.
He currently serves on the Board of Directors of McCormick & Company, Incorporated, a NYSE-listed a spice and extract manufacturing company.
Segment information is prepared on the same basis that our management reviews financial information for operational decision-making purposes.
| Company-operated stores | | | 10,628 | | | | | | 60 | | % | | | | 8,964 | | | | | | 44 | | % | | | | | | | | | | | | | 19,592 | | | | | | 52 | | % |
| Licensed stores | | | 7,182 | | | | | | 40 | | % | | | | 11,264 | | | | | | 56 | | % | | | | | | | | | | | | | 18,446 | | | | | | 48 | | % |
| Total | | | 17,810 | | | | | | 100 | | % | | | | 20,228 | | | | | | 100 | | % | | | | | | | | | | | | | 38,038 | | | | | | 100 | | % |
| U.S. | | | 9,265 | | | | | | 483 | | | | | | (103) | | | | | | — | | | | | | 380 | | | | | | 9,645 | | |
| Total North America | | | 10,216 | | | | | | 527 | | | | | | (115) | | | | | | — | | | | | | 412 | | | | | | 10,628 | | |
| China | | | 6,019 | | | | | | 857 | | | | | | (72) | | | | | | — | | | | | | 785 | | | | | | 6,804 | | |
An excerpt. Shown here: 40 of 104 rewritten, 40 of 51 added and 40 of 59 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2024 filing and the FY2023 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 0 unchanged
See [Note [removed: 16](#idd2c7243ae764e67ad4447ba21931f8b_178),] [added: 16](#ieee4859bea5d45f4aee2fd5e41e39969_181),] Commitments and Contingencies, to the consolidated financial statements included in Item 8 of Part II of this 10-K for information regarding certain legal proceedings in which we are involved.
Cover and table of contents
45 rewritten, 18 added, 12 removed, 63 unchanged
For the Fiscal Year Ended [removed: October 1, 2023][added: September 29, 2024]
[removed: ][added: ]
The aggregate market value of [removed: the voting] [added: common] stock held by non-affiliates of the registrant as of the last business day of the registrant’s most recently completed second fiscal quarter, based upon the closing sale price of the registrant’s common stock on [removed: April 2, 2023] [added: March 31, 2024] as reported on the Nasdaq Global Select Market was [removed: $117.1] [added: $103.4] billion.
As of November [removed: 10, 2023,] [added: 13, 2024,] there were [removed: 1,136.7] [added: 1,133.8] million shares of the registrant’s Common Stock outstanding.
Portions of the [added: registrant’s] definitive Proxy Statement for the registrant’s Annual Meeting of Shareholders to be held on March [removed: 13, 2024] [added: 12, 2025,] have been incorporated by reference into Part III of this Annual Report on Form [removed: 10-K.][added: 10-K where indicated.]
| Item 1 | | | [removed: [Business](#idd2c7243ae764e67ad4447ba21931f8b_16)] [added: [Business](#ieee4859bea5d45f4aee2fd5e41e39969_16)] | | | [removed: [3](#idd2c7243ae764e67ad4447ba21931f8b_16)] [added: [3](#ieee4859bea5d45f4aee2fd5e41e39969_16)] | | |
| Item 1A | | | [Risk [removed: Factors](#idd2c7243ae764e67ad4447ba21931f8b_19)] [added: Factors](#ieee4859bea5d45f4aee2fd5e41e39969_19)] | | | [removed: [11](#idd2c7243ae764e67ad4447ba21931f8b_19)] [added: [11](#ieee4859bea5d45f4aee2fd5e41e39969_19)] | | |
| Item 1B | | | [Unresolved Staff [removed: Comments](#idd2c7243ae764e67ad4447ba21931f8b_22)] [added: Comments](#ieee4859bea5d45f4aee2fd5e41e39969_22)] | | | [removed: [23](#idd2c7243ae764e67ad4447ba21931f8b_22)] [added: [28](#ieee4859bea5d45f4aee2fd5e41e39969_22)] | | |
| Item 2 | | | [removed: [Properties](#idd2c7243ae764e67ad4447ba21931f8b_25)] [added: [Properties](#ieee4859bea5d45f4aee2fd5e41e39969_28)] | | | [removed: [23](#idd2c7243ae764e67ad4447ba21931f8b_25)] [added: [30](#ieee4859bea5d45f4aee2fd5e41e39969_28)] | | |
| Item 3 | | | [Legal [removed: Proceedings](#idd2c7243ae764e67ad4447ba21931f8b_28)] [added: Proceedings](#ieee4859bea5d45f4aee2fd5e41e39969_31)] | | | [removed: [24](#idd2c7243ae764e67ad4447ba21931f8b_28)] [added: [30](#ieee4859bea5d45f4aee2fd5e41e39969_31)] | | |
| Item 4 | | | [Mine Safety [removed: Disclosures](#idd2c7243ae764e67ad4447ba21931f8b_31)] [added: Disclosures](#ieee4859bea5d45f4aee2fd5e41e39969_34)] | | | [removed: [24](#idd2c7243ae764e67ad4447ba21931f8b_31)] [added: [30](#ieee4859bea5d45f4aee2fd5e41e39969_34)] | | |
| Item 5 | | | [Market for the Registrant’s Common Equity, Related Shareholder [removed: Matters and] [added: Matters](#ieee4859bea5d45f4aee2fd5e41e39969_40)[,](#ieee4859bea5d45f4aee2fd5e41e39969_40) [and] Issuer Purchases of Equity [removed: Securities](#idd2c7243ae764e67ad4447ba21931f8b_37)] [added: Securities](#ieee4859bea5d45f4aee2fd5e41e39969_40)] | | | [removed: [25](#idd2c7243ae764e67ad4447ba21931f8b_37)] [added: [31](#ieee4859bea5d45f4aee2fd5e41e39969_40)] | | |
| Item 6 | | | [removed: [Reserved](#idd2c7243ae764e67ad4447ba21931f8b_40)] [added: [Reserved](#ieee4859bea5d45f4aee2fd5e41e39969_43)] | | | [removed: [27](#idd2c7243ae764e67ad4447ba21931f8b_40)] [added: [33](#ieee4859bea5d45f4aee2fd5e41e39969_43)] | | |
| Item 7 | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#idd2c7243ae764e67ad4447ba21931f8b_43)] [added: Operations](#ieee4859bea5d45f4aee2fd5e41e39969_46)] | | | [removed: [28](#idd2c7243ae764e67ad4447ba21931f8b_43)] [added: [34](#ieee4859bea5d45f4aee2fd5e41e39969_46)] | | |
| Item 7A | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#idd2c7243ae764e67ad4447ba21931f8b_91)] [added: Risk](#ieee4859bea5d45f4aee2fd5e41e39969_94)] | | | [removed: [41](#idd2c7243ae764e67ad4447ba21931f8b_91)] [added: [49](#ieee4859bea5d45f4aee2fd5e41e39969_94)] | | |
| Item 8 | | | [Financial Statements and Supplementary [removed: Data](#idd2c7243ae764e67ad4447ba21931f8b_94)] [added: Data](#ieee4859bea5d45f4aee2fd5e41e39969_97)] | | | [removed: [42](#idd2c7243ae764e67ad4447ba21931f8b_94)] [added: [50](#ieee4859bea5d45f4aee2fd5e41e39969_97)] | | |
| | | | [Index for Notes to Consolidated Financial [removed: Statements](#idd2c7243ae764e67ad4447ba21931f8b_118)] [added: Statements](#ieee4859bea5d45f4aee2fd5e41e39969_121)] | | | [removed: [47](#idd2c7243ae764e67ad4447ba21931f8b_118)] [added: [55](#ieee4859bea5d45f4aee2fd5e41e39969_121)] | | |
| | | | [Report of Independent Registered Public Accounting [removed: Firm](#idd2c7243ae764e67ad4447ba21931f8b_193)] [added: Firm](#ieee4859bea5d45f4aee2fd5e41e39969_196)] | | | [removed: [81](#idd2c7243ae764e67ad4447ba21931f8b_193)] [added: [89](#ieee4859bea5d45f4aee2fd5e41e39969_196)] | | |
| Item 9 | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#idd2c7243ae764e67ad4447ba21931f8b_196)] [added: Disclosure](#ieee4859bea5d45f4aee2fd5e41e39969_199)] | | | [removed: [83](#idd2c7243ae764e67ad4447ba21931f8b_196)] [added: [91](#ieee4859bea5d45f4aee2fd5e41e39969_199)] | | |
| Item 9A | | | [Controls and [removed: Procedures](#idd2c7243ae764e67ad4447ba21931f8b_199)] [added: Procedures](#ieee4859bea5d45f4aee2fd5e41e39969_202)] | | | [removed: [83](#idd2c7243ae764e67ad4447ba21931f8b_199)] [added: [91](#ieee4859bea5d45f4aee2fd5e41e39969_202)] | | |
| Item 9B | | | [Other [removed: Information](#idd2c7243ae764e67ad4447ba21931f8b_205)] [added: Information](#ieee4859bea5d45f4aee2fd5e41e39969_208)] | | | [removed: [85](#idd2c7243ae764e67ad4447ba21931f8b_205)] [added: [93](#ieee4859bea5d45f4aee2fd5e41e39969_208)] | | |
| Item 9C | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#idd2c7243ae764e67ad4447ba21931f8b_208)] [added: Inspections](#ieee4859bea5d45f4aee2fd5e41e39969_211)] | | | [removed: [85](#idd2c7243ae764e67ad4447ba21931f8b_208)] [added: [93](#ieee4859bea5d45f4aee2fd5e41e39969_211)] | | |
| Item 10 | | | [Directors, Executive [removed: Officers and] [added: Officers](#ieee4859bea5d45f4aee2fd5e41e39969_217)[,](#ieee4859bea5d45f4aee2fd5e41e39969_217) [and] Corporate [removed: Governance](#idd2c7243ae764e67ad4447ba21931f8b_214)] [added: Governance](#ieee4859bea5d45f4aee2fd5e41e39969_217)] | | | [removed: [86](#idd2c7243ae764e67ad4447ba21931f8b_214)] [added: [94](#ieee4859bea5d45f4aee2fd5e41e39969_217)] | | |
| Item 11 | | | [Executive [removed: Compensation](#idd2c7243ae764e67ad4447ba21931f8b_217)] [added: Compensation](#ieee4859bea5d45f4aee2fd5e41e39969_220)] | | | [removed: [86](#idd2c7243ae764e67ad4447ba21931f8b_217)] [added: [94](#ieee4859bea5d45f4aee2fd5e41e39969_220)] | | |
| Item 12 | | | [Security Ownership of Certain Beneficial Owners and Management and Related Shareholder [removed: Matters](#idd2c7243ae764e67ad4447ba21931f8b_220)] [added: Matters](#ieee4859bea5d45f4aee2fd5e41e39969_223)] | | | [removed: [86](#idd2c7243ae764e67ad4447ba21931f8b_220)] [added: [94](#ieee4859bea5d45f4aee2fd5e41e39969_223)] | | |
| Item 13 | | | [Certain Relationships and Related Transactions and Director [removed: Independence](#idd2c7243ae764e67ad4447ba21931f8b_223)] [added: Independence](#ieee4859bea5d45f4aee2fd5e41e39969_226)] | | | [removed: [86](#idd2c7243ae764e67ad4447ba21931f8b_223)] [added: [94](#ieee4859bea5d45f4aee2fd5e41e39969_226)] | | |
| Item 14 | | | [Principal Accountant Fees and [removed: Services](#idd2c7243ae764e67ad4447ba21931f8b_226)] [added: Services](#ieee4859bea5d45f4aee2fd5e41e39969_229)] | | | [removed: [86](#idd2c7243ae764e67ad4447ba21931f8b_226)] [added: [94](#ieee4859bea5d45f4aee2fd5e41e39969_229)] | | |
| Item 15 | | | [Exhibits and Financial Statement [removed: Schedules](#idd2c7243ae764e67ad4447ba21931f8b_232)] [added: Schedules](#ieee4859bea5d45f4aee2fd5e41e39969_235)] | | | [removed: [87](#idd2c7243ae764e67ad4447ba21931f8b_232)] [added: [95](#ieee4859bea5d45f4aee2fd5e41e39969_235)] | | |
*This Annual Report on Form 10-K includes “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding future events and the future results of Starbucks Corporation (together with its subsidiaries) that are based on our current expectations, estimates, [removed: forecasts] [added: forecasts,] and projections about our business, our results of operations, the industry in which we operate, our economic and market outlook, and the beliefs and assumptions of our management.
[removed: They often include words such as “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “seeks” or words of similar meaning, or future or conditional verbs, such as “will,” “should,” “could,” “may,” “aims,” “intends,” or “projects.”] By their nature, forward-looking statements involve risks, uncertainties, and other factors (many beyond our control) that could cause our actual results to differ materially from our historical experience or from our current expectations or projections.
Our forward-looking statements, and the risks and uncertainties related thereto, include, but are not limited to, those described under the “Risk Factors” and [removed: “Management's] [added: “Management*’*s] Discussion and Analysis of Financial Condition and Results of Operations” sections and in other reports we file with the U.S. Securities and Exchange Commission (“SEC”), as well [removed: as:*][added: as, among others:*]
*• [removed: the acceptance of the company’s products and] changes in consumer preferences, [added: demand,] consumption, or spending [removed: behavior and our ability to anticipate or react] [added: behavior, including due] to [removed: them;] shifts in demographic or health and wellness [removed: trends; or unfavorable consumer reaction] [added: trends, reduction in discretionary spending and price increases, and our ability] to [removed: new products, platforms, reformulations,] [added: anticipate] or [removed: other innovations;*][added: react to these changes;*]
*• the costs [added: and risks] associated with, and the successful execution and effects of, our existing and any future business opportunities, expansions, initiatives, strategies, [removed: investments] [added: investments,] and plans, including our [removed: Reinvention Plan;*][added: Back to Starbucks plan;*]
*• the impacts of partner investments and changes in the availability and cost of [removed: labor] [added: labor,] including any union organizing efforts and our responses to such efforts;*
*• the ability of our business partners, [removed: suppliers] [added: suppliers,] and third-party providers to fulfill their responsibilities and commitments;*
*• higher costs, lower quality, or unavailability of coffee, dairy, [added: cocoa,] energy, water, raw materials, or product ingredients;*
*• the [added: potential] impact [added: on our supply chain] of [added: adverse weather conditions, natural disasters, or] significant increases in logistics costs;*
*• a worsening in the terms and conditions upon which we engage with our manufacturers and source suppliers, whether resulting from broader local or global [removed: conditions,] [added: conditions] or dynamics specific to our relationships with such parties;*
*• [added: the impact of] unfavorable global or regional economic conditions and related economic slowdowns or recessions, low consumer confidence, high unemployment, weak credit or capital markets, budget deficits, burdensome government debt, austerity measures, higher interest rates, higher taxes, [removed: political] [added: international trade disputes, government restrictions, geopolitical] instability, higher inflation, or deflation;*
*• the potential negative effects of [added: reported] incidents involving [removed: food] [added: food-] or beverage-borne illnesses, tampering, adulteration, [removed: contamination] [added: contamination,] or mislabeling;*
Except as expressly incorporated by reference, the registrant’s Proxy Statement shall not be deemed to be part of this report.
For the Fiscal Year Ended September 29, 2024
| Item 1C | | | [C](#ieee4859bea5d45f4aee2fd5e41e39969_25)[ybersecurity](#ieee4859bea5d45f4aee2fd5e41e39969_25) | | | [28](#ieee4859bea5d45f4aee2fd5e41e39969_25) | | |
| Item 16 | | | [Form 10-K Summary](#ieee4859bea5d45f4aee2fd5e41e39969_250) | | | [102](#ieee4859bea5d45f4aee2fd5e41e39969_250) | | |
| [SIGNATURES](#ieee4859bea5d45f4aee2fd5e41e39969_253) | | | | | | [103](#ieee4859bea5d45f4aee2fd5e41e39969_253) | | |
They often include words such as “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “seeks,” or words of similar meaning, or future or conditional verbs, such as “will,” “should,” “could,” “may,” “aims,” “intends,” or “projects,” and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.
*• our ability to preserve, grow, and leverage our brands, including the risk of negative responses by consumers (such as boycotts or negative publicity campaigns), governmental actors (such as retaliatory legislative treatment), or other third parties who object to certain actions taken or not taken by the Company, whose responses could adversely affect our brand value;*
*• the impact of our marketing strategies, promotional and advertising plans, pricing strategies, platforms, reformulations,* *innovations, or customer experience initiatives or investments;*
*• our ability to open new stores and efficiently maintain the attractiveness of our existing stores;*
*• our dependence on the financial performance of our North America operating segment and our increasing dependence on certain international markets;*
*• inherent risks of operating a global business, including changing conditions in our markets, local factors affecting store openings, protectionist trade or foreign investment policies, economic or trade sanctions, compliance with local laws and other regulations, and local labor policies and conditions, including labor strikes and work stoppages;*
*• the ability of our supply chain to meet current or future business needs and our ability to scale and improve our forecasting, planning, production, and logistics management;*
*• failure to meet our announced guidance or market expectations and the impact thereof;*
*• potential impacts of climate change;*
*• evolving corporate governance and public disclosure regulations and expectations;*
*• the potential impact of activist shareholder actions or tactics;*
*• failure to comply with applicable laws and changing legal and regulatory requirements;*
*• our ability to adequately protect our intellectual property or adequately ensure that we are not infringing the intellectual property of others.*
| Item 1C | | | [Cybersecurity](#idd2c7243ae764e67ad4447ba21931f8b_2415) | | | [23](#idd2c7243ae764e67ad4447ba21931f8b_2415) | | |
| Item 16 | | | [Form 10-K Summary](#idd2c7243ae764e67ad4447ba21931f8b_247) | | | [93](#idd2c7243ae764e67ad4447ba21931f8b_247) | | |
| [SIGNATURES](#idd2c7243ae764e67ad4447ba21931f8b_250) | | | | | | [94](#idd2c7243ae764e67ad4447ba21931f8b_250) | | |
*• our ability to preserve, grow and leverage our brands;*
*• inherent risks of operating a global business including geopolitical instability;*
*• negative publicity related to our company, products, brands, marketing, executive leadership, partners, board of directors, founder, operations, business performance, or prospects;*
*• our environmental, social and governance (“ESG”) efforts and any reaction related thereto such as the rise in opposition to ESG and inclusion and diversity efforts;*
*• risks associated with acquisitions, dispositions, business partnerships, or investments – such as acquisition integration, termination difficulties or costs or impairment in recorded value;*
*• the impact of changes in U.S. tax law and related guidance and regulations that may be implemented, including on tax rates and the Inflation Reduction Act of 2022;*
*• the impact of health epidemics, pandemics or other public health events on our business and financial results, and the risk of negative economic impacts and related regulatory measures or voluntary actions that may be put in place, including restrictions on business operations or social distancing requirements, and the duration and efficacy of such restrictions;*
*• failure to comply with anti-corruption laws, trade sanctions and restrictions or similar laws or regulations; and*
*circumstances, and those future events or circumstances may not occur.
An excerpt. Shown here: 40 of 45 rewritten, all 18 added and all 12 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2024 filing and the FY2023 filing.
Item 1C. Cybersecurity
0 rewritten, 34 added, 1 removed, 0 unchanged
Risk Management and Strategy
Starbucks has implemented a cybersecurity program that leverages industry-standard cybersecurity frameworks to assess, identify, and manage cybersecurity risk.
Our cybersecurity program is integrated with the Enterprise Risk Management (“ERM”) framework and governance processes utilized by management and our Board to oversee our various top enterprise risks.
Our internal audit function periodically evaluates our cybersecurity program and selected aspects of it.
We have implemented various processes and tools to identify cybersecurity threats, detect potential attacks, and protect our data and information technology.
We periodically evaluate evolving cybersecurity risks and legal and compliance requirements, and we make ongoing strategic investments to address those evolving risks and requirements.
Starbucks assesses, measures, and reports on cybersecurity risk at operational, program or management, and strategic or executive oversight levels.
We maintain and periodically update written cybersecurity policies, standards, and controls, which are reviewed by a cross-functional management-level committee and designed to align with business objectives, regulatory requirements, and industry best practices.
We train our employees through annual cybersecurity awareness training, phishing simulations, and periodic communications about timely cybersecurity topics and threats.
We also implement a variety of tools to monitor our systems and network activity, and we conduct various simulated attacks and penetration tests to assess the effectiveness of these tools.
We maintain an incident response plan that guides us in identifying, evaluating, responding to, and recovering from cybersecurity incidents.
The plan provides for the creation of a cross-functional, tailored incident response team, led by dedicated incident responders, that may include both Company personnel and third-party service providers, as appropriate.
The incident response plan includes incident classification and escalation protocols, as well as processes to assess and comply with applicable legal obligations.
We periodically test the effectiveness of the plan, and review and update it as appropriate.
We also maintain insurance coverage that, subject to its terms and conditions, is intended to help us mitigate certain costs associated with cybersecurity incidents.
We engage third-party security experts, as appropriate, to support our processes for assessing, identifying, and managing cybersecurity risks, including, for example, periodic evaluations of our cybersecurity program from a design and effectiveness perspective, penetration testing, vulnerability scanning, employee awareness training, phishing simulations, and incident monitoring and response.
To address cybersecurity risk arising from our relationships with our third-party business partners and service providers, we maintain a third-party risk management program, which takes a risk-based approach and includes elements such as conducting cybersecurity assessments, including cybersecurity-related obligations in agreements, and utilizing external monitoring sources.
In addition, we maintain a global privacy program to identify, assess, and manage privacy risks related to how we are collecting, using, sharing, storing, and otherwise processing personal data.
As of the date of this filing, we have not identified any cybersecurity threats or incidents that have materially affected or are reasonably likely to materially affect our business strategy, results of operations, or financial condition.
However, there can be no assurance that we, or our third-party business partners or service providers, will not experience a cybersecurity threat or incident in the future that could materially adversely affect our business strategy, results of operations, or financial condition.
For further discussion of the risks related to cybersecurity, see the risk factors discussed under “Risks Related to Cybersecurity and Data Privacy” in our Risk Factors in Item 1A of this Form 10-K.
Governance
Our cybersecurity program is led by our senior vice president, chief information security officer (“ciso”), who is responsible for identifying, assessing, and managing our collective information security and technology risks.
Our ciso has more than 20 years of experience in the information security and technology fields.
The ciso reports to our executive vice president, chief technology officer, who has spent more than 25 years of service in various leadership roles in information technology across multiple Fortune 500 companies.
The ciso is informed about the prevention, detection, mitigation, and remediation of cybersecurity incidents through management of, and participation in, the cybersecurity program described above, including through reports prepared by our internal cybersecurity team and the operation of our incident response plan.
The ciso meets regularly with leaders of our various information technology management teams and with the Risk Management Committee (a management-level committee, which is co-managed by our cfo and chief legal officer), to review and discuss our cybersecurity and other information technology risks and opportunities.
Our Board has ultimate cybersecurity and data privacy risk oversight responsibility for the Company and administers this responsibility both directly and with assistance from the Audit and Compliance Committee (“Audit Committee”) and the Environmental, Partner, and Community Impact Committee (the “Impact Committee”).
The Audit Committee oversees our cybersecurity and technology risks, and the Impact Committee oversees our data privacy risks, all of which are integrated into our overall ERM program.
The Audit Committee actively reviews and discusses our cybersecurity and technology risk management programs and regularly reports out to the full Board on our relevant strengths and opportunities.
The Impact Committee reviews our data privacy risk management programs and reports out to the full Board on our relevant strengths and opportunities.
The Audit Committee receives quarterly updates from the ciso or other members of the ciso’s team with responsibility for oversight of our key cybersecurity program components.
These updates include, as appropriate, ongoing changes in our external and internal cybersecurity threat landscape, new technology trends and regulatory developments, evolving internal policies and practices used to manage and mitigate cybersecurity and technology-related risks, cybersecurity incidents and our response to them, and trends in various metrics that are used to help assess our overall cybersecurity program effectiveness.
The Impact Committee receives annual updates from our vice president, data privacy, on our data privacy practices, emerging risks, and evolving global privacy laws and regulations.
Not applicable.
Item 2. Properties
4 rewritten, 0 added, 1 removed, 13 unchanged
The material properties used by Starbucks in connection with its roasting, manufacturing, warehousing, [removed: distribution] [added: distribution,] and corporate administrative operations, serving all segments, are as follows:
| Auburn, WA | | | [removed: 491,000] [added: 750,000] | | | | | | Warehousing and distribution | | |
As of [removed: October 1, 2023,] [added: September 29, 2024,] Starbucks had [removed: 19,592] [added: 21,018] company-operated stores, almost all of which are leased.
[added: We also lease space in various locations] worldwide for regional, [removed: district] [added: district,] and other administrative offices, training [removed: facilities] [added: facilities,] and storage.
We also lease space in various locations
Item 5. Market for the Registrant’s Common Equity, Related Shareholder Matters, and Issuer Purchases of Equity Securities
8 rewritten, 6 added, 16 removed, 9 unchanged
As of November [removed: 10, 2023,] [added: 13, 2024,] we had approximately [removed: 18,000] [added: 17,000] shareholders of record.
Future decisions to pay comparable cash dividends [added: to those paid in the past] continue to be at the discretion of the Board and will be dependent on our operating performance, financial condition, capital expenditure requirements and other factors that the Board considers relevant.
Shares under our ongoing share repurchase program may be repurchased in open market transactions, including pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, [added: as amended (the “Exchange Act”),] or through privately negotiated transactions.
The timing, manner, [removed: price] [added: price,] and amount of repurchases will be determined at our discretion and the share repurchase program may be suspended, [removed: terminated] [added: terminated,] or modified at any time for any reason.
The following graph depicts the total return to shareholders from September [removed: 30, 2018,] [added: 29, 2019,] through [removed: October 1, 2023,] [added: September 29, 2024,] relative to the performance of the Standard & Poor’s 500 Index, the Nasdaq Composite Index and the Standard & Poor’s 500 Consumer Discretionary Sector, a peer group that includes Starbucks.
All indices shown in the graph have been reset to a base of 100 as of September [removed: 30, 2018,] [added: 29, 2019,] and assume an investment of $100 on that date and the reinvestment of dividends paid since that date.
[removed: ][added: ]
| | | | Sep [removed: 30, 2018 | | | | | | Sep] 29, 2019 | | | | | | Sep 27, 2020 | | | | | | Oct 3, 2021 | | | | | | Oct 2, 2022 | | | | | | Oct 1, 2023 | | | [added: | | | Sep 29, 2024 | | |]
During the fiscal fourth quarter ended September 29, 2024, there was no share repurchase activity.
*The following graph shall not be deemed “filed” for purposes of section 18 of the Exchange Act, or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing of Starbucks Corporation under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing.*
| Starbucks Corporation | | | $ | 100.00 | | | | | $ | 97.36 | | | | | $ | 132.65 | | | | | $ | 101.19 | | | | | $ | 111.93 | | | | | $ | 122.41 | |
| S&P 500 | | | 100.00 | | | | | | 115.15 | | | | | | 149.70 | | | | | | 126.54 | | | | | | 153.89 | | | | | | 209.84 | | |
| Nasdaq Composite | | | 100.00 | | | | | | 140.96 | | | | | | 183.61 | | | | | | 135.42 | | | | | | 170.76 | | | | | | 236.74 | | |
| S&P Consumer Discretionary | | | 100.00 | | | | | | 128.89 | | | | | | 153.57 | | | | | | 121.48 | | | | | | 138.22 | | | | | | 177.00 | | |
The following table provides information regarding repurchases of our common stock during the quarter ended October 1, 2023.
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | Total Number of Shares Purchased | | | | | | Average Price Paid per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2) | | | | | | Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs(3) | | |
| Period (1) | | | | | | | | | | | | | | | | | | | | | | | | | | |
| July 3, 2023 - July 30, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | 45,720,818 | | |
| July 31, 2023 - August 27, 2023 | | | | | | 1,072,090 | | | | | | 98.16 | | | | | | 1,072,090 | | | | | | 44,648,728 | | |
| August 28, 2023 - October 1, 2023 | | | | | | 2,059,067 | | | | | | 95.39 | | | | | | 2,059,067 | | | | | | 42,589,661 | | |
| Total | | | | | | 3,131,157 | | | | | | $ | 96.34 | | | | | 3,131,157 | | | | | | | | |
(1)Monthly information is presented by reference to our fiscal months during the fourth quarter of fiscal 2023.
(2)Share repurchases are conducted under our ongoing share repurchase program announced in September 2001, which has no expiration date, and for which the authorized number of shares has been increased by our Board numerous times, with our Board most recently authorizing the repurchase of up to an additional 40 million shares in March 2022.
(3)This column includes the total number of shares available for repurchase under the Company's ongoing share repurchase program.
| Starbucks Corporation | | | $ | 100.00 | | | | | $ | 158.45 | | | | | $ | 154.26 | | | | | $ | 210.18 | | | | | $ | 160.32 | | | | | $ | 177.34 | |
| S&P 500 | | | 100.00 | | | | | | 104.25 | | | | | | 120.05 | | | | | | 156.07 | | | | | | 131.92 | | | | | | 160.44 | | |
| Nasdaq Composite | | | 100.00 | | | | | | 100.52 | | | | | | 141.70 | | | | | | 184.58 | | | | | | 136.12 | | | | | | 171.65 | | |
| S&P Consumer Discretionary | | | 100.00 | | | | | | 102.36 | | | | | | 131.93 | | | | | | 157.19 | | | | | | 124.35 | | | | | | 141.47 | | |
Item 8. Financial Statements and Supplementary Data
578 rewritten, 153 added, 138 removed, 755 unchanged
| Fiscal Year Ended | | | [removed: Oct 1, 2023] [added: Sep 29, 2024] | | | | | | Oct [removed: 2, 2022] [added: 1, 2023] | | | | | | Oct [removed: 3, 2021] [added: 2, 2022] | | |
| Company-operated stores | | | $ | [removed: 29,462.3] [added: 29,765.9] | | | | | $ | [removed: 26,576.1] [added: 29,462.3] | | | | | $ | [removed: 24,607.0] [added: 26,576.1] | |
| Licensed stores | | | [removed: 4,512.7] [added: 4,505.1] | | | | | | [removed: 3,655.5] [added: 4,512.7] | | | | | | [removed: 2,683.6] [added: 3,655.5] | | |
| Other | | | [removed: 2,000.6] [added: 1,905.2] | | | | | | [removed: 2,018.7] [added: 2,000.6] | | | | | | [removed: 1,770.0] [added: 2,018.7] | | |
| Total net revenues | | | [removed: 35,975.6] [added: 36,176.2] | | | | | | [removed: 32,250.3] [added: 35,975.6] | | | | | | [removed: 29,060.6] [added: 32,250.3] | | |
| Product and distribution costs | | | [removed: 11,409.1] [added: 11,180.6] | | | | | | [removed: 10,317.4] [added: 11,409.1] | | | | | | [removed: 8,738.7] [added: 10,317.4] | | |
| Store operating expenses | | | [removed: 14,720.3] [added: 15,286.5] | | | | | | [removed: 13,561.8] [added: 14,720.3] | | | | | | [removed: 11,930.9] [added: 13,561.8] | | |
| Other operating expenses | | | [removed: 539.4] [added: 565.6] | | | | | | [removed: 461.5] [added: 539.4] | | | | | | [removed: 359.5] [added: 461.5] | | |
| Depreciation and amortization expenses | | | [removed: 1,362.6] [added: 1,512.6] | | | | | | [removed: 1,447.9] [added: 1,362.6] | | | | | | [removed: 1,441.7] [added: 1,447.9] | | |
| General and administrative expenses | | | [removed: 2,441.3] [added: 2,523.3] | | | | | | [removed: 2,032.0] [added: 2,441.3] | | | | | | [removed: 1,932.6] [added: 2,032.0] | | |
| Restructuring and impairments | | | [removed: 21.8] [added: —] | | | | | | [removed: 46.0] [added: 21.8] | | | | | | [removed: 170.4] [added: 46.0] | | |
| Total operating expenses | | | [removed: 30,494.5] [added: 31,068.6] | | | | | | [removed: 27,866.6] [added: 30,494.5] | | | | | | [removed: 24,573.8] [added: 27,866.6] | | |
| Income from equity investees | | | [removed: 298.4] [added: 301.2] | | | | | | [removed: 234.1] [added: 298.4] | | | | | | [removed: 385.3] [added: 234.1] | | |
| Gain from sale of assets | | | [removed: 91.3] [added: —] | | | | | | [removed: —] [added: 91.3] | | | | | | — | | |
| Operating income | | | [removed: 5,870.8] [added: 5,408.8] | | | | | | [removed: 4,617.8] [added: 5,870.8] | | | | | | [removed: 4,872.1] [added: 4,617.8] | | |
| Net [removed: gain resulting] [added: proceeds] from [added: the] divestiture of certain operations | | | [added: | | |] — | | | | | | — | | | | | | [removed: 864.5] [added: 59.3] | | |
| Interest income and other, net | | | [removed: 81.2] [added: 122.8] | | | | | | [removed: 97.0] [added: 81.2] | | | | | | [removed: 90.1] [added: 97.0] | | |
| Interest expense | | | [removed: (550.1)] [added: (562.0)] | | | | | | [removed: (482.9)] [added: (550.1)] | | | | | | [removed: (469.8)] [added: (482.9)] | | |
| Earnings before income taxes | | | [removed: 5,401.9] [added: 4,969.6] | | | | | | [removed: 4,231.9] [added: 5,401.9] | | | | | | [removed: 5,356.9] [added: 4,231.9] | | |
| Income tax expense | | | [removed: 1,277.2] [added: 1,207.3] | | | | | | [removed: 948.5] [added: 1,277.2] | | | | | | [removed: 1,156.6] [added: 948.5] | | |
| Net earnings including noncontrolling interests | | | [removed: 4,124.7] [added: 3,762.3] | | | | | | [removed: 3,283.4] [added: 4,124.7] | | | | | | [removed: 4,200.3] [added: 3,283.4] | | |
| Net earnings attributable to noncontrolling interests | | | [removed: 0.2] [added: 1.4] | | | | | | [removed: 1.8] [added: 0.2] | | | | | | [removed: 1.0] [added: 1.8] | | |
| Net earnings attributable to Starbucks | | | $ | [removed: 4,124.5] [added: 3,760.9] | | | | | $ | [removed: 3,281.6] [added: 4,124.5] | | | | | $ | [removed: 4,199.3] [added: 3,281.6] | |
| Earnings per share — basic | | | $ | [removed: 3.60] [added: 3.32] | | | | | $ | [removed: 2.85] [added: 3.60] | | | | | $ | [removed: 3.57] [added: 2.85] | |
| Earnings per share — diluted | | | $ | [removed: 3.58] [added: 3.31] | | | | | $ | [removed: 2.83] [added: 3.58] | | | | | $ | [removed: 3.54] [added: 2.83] | |
| Basic | | | [removed: 1,146.8] [added: 1,133.8] | | | | | | [removed: 1,153.3] [added: 1,146.8] | | | | | | [removed: 1,177.6] [added: 1,153.3] | | |
| Diluted | | | [removed: 1,151.3] [added: 1,137.3] | | | | | | [removed: 1,158.5] [added: 1,151.3] | | | | | | [removed: 1,185.5] [added: 1,158.5] | | |
| Net earnings including noncontrolling interests | | | $ | [removed: 4,124.7] [added: 3,762.3] | | | | | $ | [removed: 3,283.4] [added: 4,124.7] | | | | | $ | [removed: 4,200.3] [added: 3,283.4] | |
| Unrealized holding gains/(losses) on available-for-sale debt securities | | | [removed: 3.3] [added: 12.1] | | | | | | [removed: (22.8)] [added: 3.3] | | | | | | [removed: (3.4)] [added: (22.8)] | | |
| Tax (expense)/benefit | | | [removed: (0.8)] [added: (3.0)] | | | | | | [removed: 5.6] [added: (0.8)] | | | | | | [removed: 0.7] [added: 5.6] | | |
| Unrealized gains/(losses) on cash flow hedging instruments | | | [removed: (149.4)] [added: 106.0] | | | | | | [removed: 259.5] [added: (149.4)] | | | | | | [removed: 283.8] [added: 259.5] | | |
| Tax (expense)/benefit | | | [removed: 17.2] [added: (16.2)] | | | | | | [removed: (52.8)] [added: 17.2] | | | | | | [removed: (43.6)] [added: (52.8)] | | |
| Unrealized gains/(losses) on net investment hedging instruments | | | [removed: 73.2] [added: 55.7] | | | | | | [removed: 229.0] [added: 73.2] | | | | | | [removed: 63.1] [added: 229.0] | | |
| Tax (expense)/benefit | | | [removed: (18.5)] [added: (14.1)] | | | | | | [removed: (57.9)] [added: (18.5)] | | | | | | [removed: (16.0)] [added: (57.9)] | | |
| Translation adjustment and other | | | [removed: (109.0)] [added: 225.9] | | | | | | [removed: (794.7)] [added: (109.0)] | | | | | | [removed: 188.2] [added: (794.7)] | | |
| Tax (expense)/benefit | | | [removed: 1.8] [added: (8.8)] | | | | | | [removed: —] [added: 1.8] | | | | | | [removed: 2.2] [added: —] | | |
| Reclassification adjustment for net (gains)/losses realized in net earnings for available-for-sale securities, hedging instruments, translation adjustment and other | | | [removed: (158.9)] [added: (19.2)] | | | | | | [removed: (210.5)] [added: (158.9)] | | | | | | [removed: 41.8] [added: (210.5)] | | |
| Tax expense/(benefit) | | | [removed: 26.1] [added: 11.0] | | | | | | [removed: 34.2] [added: 26.1] | | | | | | [removed: (5.0)] [added: 34.2] | | |
| Other comprehensive income/(loss) | | | [removed: (315.0)] [added: 349.4] | | | | | | [removed: (610.4)] [added: (315.0)] | | | | | | [removed: 511.8] [added: (610.4)] | | |
| Comprehensive income including noncontrolling interests | | | [removed: 3,809.7] [added: 4,111.7] | | | | | | [removed: 2,673.0] [added: 3,809.7] | | | | | | [removed: 4,712.1] [added: 2,673.0] | | |
| Net distributions to noncontrolling interests | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (0.6) | | | | | | (0.6) | | |
| Net earnings | | | — | | | | | | — | | | | | | — | | | | | | 3,760.9 | | | | | | — | | | | | | 3,760.9 | | | | | | 1.4 | | | | | | 3,762.3 | | |
| Repurchase of common stock(1) | | | (12.8) | | | | | | — | | | | | | (35.2) | | | | | | (1,223.9) | | | | | | — | | | | | | (1,259.1) | | | | | | — | | | | | | (1,259.1) | | |
| Balance, September 29, 2024 | | | 1,133.5 | | | | | | $ | 1.1 | | | | | $ | 322.6 | | | | | $ | (7,343.8) | | | | | $ | (428.8) | | | | | $ | (7,448.9) | | | | | $ | 7.3 | | | | | $ | (7,441.6) | |
(1) Includes excise tax on share repurchases.
| Note 5 | | | [Inventories](#ieee4859bea5d45f4aee2fd5e41e39969_145) | | | [72](#ieee4859bea5d45f4aee2fd5e41e39969_145) | | |
| Note 9 | | | [Debt](#ieee4859bea5d45f4aee2fd5e41e39969_157) | | | [75](#ieee4859bea5d45f4aee2fd5e41e39969_157) | | |
| Note 10 | | | [Leases](#ieee4859bea5d45f4aee2fd5e41e39969_160) | | | [78](#ieee4859bea5d45f4aee2fd5e41e39969_160) | | |
| Note 12 | | | [Equity](#ieee4859bea5d45f4aee2fd5e41e39969_166) | | | [79](#ieee4859bea5d45f4aee2fd5e41e39969_166) | | |
| Note 18 | | | [Subsequent Event](#ieee4859bea5d45f4aee2fd5e41e39969_193) | | | [88](#ieee4859bea5d45f4aee2fd5e41e39969_193) | | |
In addition to our flagship Starbucks Coffee® brand, we sell goods and services under the following brands: Teavana®, Ethos®, and Starbucks Reserve®.
No restructuring and impairment costs attributable to this plan were recorded in our consolidated statements of earnings during fiscal year 2024.
*Level 3:* We determine the fair value of private equity instruments using valuation models, including Black Scholes’ option pricing model and discounted cash flow models.
Inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability.
We also hold cash and cash equivalents from various settled-to-market exchange traded futures related to coffee and dairy hedging.
These indicators are assessed on a quarterly basis.
Capitalized software includes the costs of developing or obtaining internal-use software, such as external direct costs of materials and services, payroll and benefits costs, interest costs, and costs to develop or obtain software that allows for access or conversion of historical data by new systems.
We capitalize costs when the preliminary project stage is complete, management has authorized and committed to funding the software project, it is probable that the software project will be completed, and it is probable that the software will be used to perform the intended function.
If the estimated undiscounted future cash flows are less than the carrying
See [Note 8](#ieee4859bea5d45f4aee2fd5e41e39969_154), Other Intangible Assets and Goodwill, for further information.
For products sold via delivery platforms, contractual terms are evaluated for each service provider to
Product and distribution costs primarily include expenses related to raw materials, purchased goods, packaging, and delivery, along with operational costs of our supply chain organization.
Additionally, it includes costs related to inventory and supply chain asset impairments.
model.
The related assumptions used in the Monte Carlo simulation valuation model include expected term, volatility, dividend yield, and risk-free interest rate.
*Recent Accounting Pronouncements Not Yet Adopted*
In November 2023, the FASB issued guidance expanding segment disclosure requirements.
The amendments require enhanced disclosure for certain segment items and disclosure on how management uses reported measures to assess segment performance.
The amendments do not change how segments are determined, aggregated, or how thresholds are applied to determine reportable segments.
We expect to adopt the guidance for the fiscal year ending September 28, 2025.
We are currently evaluating the expanded disclosure requirements and do not expect the adoption of this guidance to have a significant impact on our consolidated financial statement disclosures.
In December 2023, the FASB issued guidance expanding disclosure requirements related to income taxes.
The amendments require enhanced jurisdictional disclosures for the income tax rate reconciliation and related to cash income taxes paid.
Additionally, certain disclosures related to unrecognized tax benefits and indefinite reinvestment assertions were removed.
The amendments are effective for our fiscal year ending September 27, 2026.
While we are still evaluating the specific impacts and timing of adoption, we anticipate this guidance will have a significant impact on our annual income tax disclosures.
In March 2024, the SEC issued its final climate disclosure rules, which require the disclosure of climate-related information in annual reports and registration statements.
The rules require disclosure in the audited financial statements of certain effects of severe weather events and other natural conditions above certain financial thresholds, as well as amounts related to carbon offsets and renewable energy credits or certificates, if material.
Under the rules as originally issued, disclosure requirements begin phasing in for fiscal years beginning on or after January 1, 2025.
However, on April 4, 2024, the SEC determined to voluntarily stay the final rules pending certain legal challenges.
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net gain resulting from divestiture of certain operations | | | | | | — | | | | | | — | | | | | | (864.5) | | |
| Net proceeds from the divestiture of certain operations | | | | | | — | | | | | | 59.3 | | | | | | 1,175.0 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance, September 27, 2020 | | | 1,173.3 | | | | | | $ | 1.2 | | | | | $ | 373.9 | | | | | $ | (7,815.6) | | | | | $ | (364.6) | | | | | $ | (7,805.1) | | | | | $ | 5.7 | | | | | $ | (7,799.4) | |
| Cumulative effect of adoption of new accounting guidance | | | — | | | | | | — | | | | | | — | | | | | | (2.2) | | | | | | — | | | | | | (2.2) | | | | | | — | | | | | | (2.2) | | |
| Net earnings | | | — | | | | | | — | | | | | | — | | | | | | 4,199.3 | | | | | | — | | | | | | 4,199.3 | | | | | | 1.0 | | | | | | 4,200.3 | | |
| | | | | | | | | |
| Note 5 | | | [Inventories](#idd2c7243ae764e67ad4447ba21931f8b_142) | | | [64](#idd2c7243ae764e67ad4447ba21931f8b_142) | | |
| Note 9 | | | [Debt](#idd2c7243ae764e67ad4447ba21931f8b_154) | | | [67](#idd2c7243ae764e67ad4447ba21931f8b_154) | | |
| Note 10 | | | [Leases](#idd2c7243ae764e67ad4447ba21931f8b_157) | | | [70](#idd2c7243ae764e67ad4447ba21931f8b_157) | | |
| Note 12 | | | [Equity](#idd2c7243ae764e67ad4447ba21931f8b_163) | | | [71](#idd2c7243ae764e67ad4447ba21931f8b_163) | | |
The grocery and foodservice business is primarily through our Global Coffee Alliance with Nestlé established in August 2018.
Segment information is prepared on the same basis that our management reviews financial information for operational decision-making purposes.
In the fourth quarter of fiscal 2021, certain changes were made to our management team, and our operating segment reporting structure was realigned as a result.
We realigned our fully licensed Latin America and Caribbean markets from our Americas operating segment to our International operating segment.
We renamed the Americas operating segment to the North America operating segment, since it is comprised of our company-operated and licensed stores in the U.S. and Canada.
We also made certain other immaterial changes between our International operating segment and Corporate and Other.
There was no impact on consolidated net revenues, total operating expenses, operating income or net earnings per share as a result of these changes.
The 53rd week in fiscal 2021 fell in the fourth fiscal quarter.
We believe the company-operated market investments in partner wages and trainings have increased retention and productivity while the acceleration of purpose-built store concepts and innovations in technologies have provided additional convenience and connection with our customers.
Future restructuring and impairment costs attributable to our Reinvention Plan are not expected to be material.
In fiscal 2021, we substantially completed our plan to reposition our North America store portfolio, primarily in dense metropolitan markets by pursuing strategic store closures and focusing on new store formats that better cater to changing customer tastes and preferences.
During fiscal 2021, we recorded approximately $155.4 million to restructuring and impairments on our consolidated statements of earnings.
This total included $53.1 million related to disposal and impairment of company-operated store assets and $89.5 million primarily associated with accelerated amortization of ROU lease assets and other lease costs due to store closures prior to the end of contractual lease terms.
As this restructuring plan was substantially completed in fiscal 2021, we did not recognize any material restructuring and impairment amounts related to this plan during the fiscal years ended October 1, 2023 and October 2, 2022.
event indicates impairment may be present.
*Level 3:* We determine the fair value of our auction rate securities using an internally-developed valuation model, using inputs that include interest rate curves, credit and liquidity spreads and effective maturity.
For the fiscal year ended October 3, 2021, we recognized accelerated amortization of ROU lease assets and other lease costs of $89.5 million, due to planned store closures prior to the end of contractual lease terms, which were recorded in restructuring and impairments on the consolidated statement of earnings.
In fiscal 2021, we substantially completed our plan to optimize our North America store portfolio, and we did not recognize any material restructuring and impairment amounts related to this plan during fiscal 2023 and fiscal 2022.
Additionally,
Also included are inventory and supply chain asset impairment costs.
Government Subsidies
On March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”), which among other things, provided employer payroll tax credits for wages paid to employees who are unable to work during the COVID-19 pandemic and options to defer payroll tax payments for a limited period.
Based on our evaluation of the CARES Act, we qualified for certain employer payroll tax credits as well as the deferral of payroll tax payments in the future.
Additionally, the Canadian government enacted the Canada Emergency Wage Subsidy (“CEWS”) to help employers offset a portion of their employee wages for a limited period.
We elected to treat qualified government subsidies from the U.S., Canada and other governments as offsets to the related operating expenses.
The CARES Act and CEWS were no longer applicable to us in late fiscal 2021.
The qualified payroll credits reduced our store operating expenses by $210.0 million on our consolidated statement of earnings during fiscal 2021.
After netting the qualified credits against our payable, a receivable balance of $15.6 million and $69.4 million was included in prepaid expenses and other current assets as of October 1, 2023 and October 2, 2022, respectively.
An excerpt. Shown here: 40 of 578 rewritten, 40 of 153 added and 40 of 138 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2024 filing and the FY2023 filing.
Item 9A. Controls and Procedures
11 rewritten, 1 added, 1 removed, 26 unchanged
We maintain disclosure controls and procedures that are designed to ensure that material information required to be disclosed in our periodic reports filed or submitted under the Exchange Act, is recorded, processed, [removed: summarized] [added: summarized,] and reported within the time periods specified in the SEC’s rules and forms.
During the fourth quarter of fiscal [removed: 2023,] [added: 2024,] we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and our chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act.
Based upon that evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective, as of the end of the period covered by this report [removed: (October 1, 2023).][added: (September 29, 2024).]
The certifications required by Section 302 of the Sarbanes-Oxley Act of 2002 are filed as exhibits [removed: [31.1](https://www.sec.gov/Archives/edgar/data/829224/000082922423000058/sbux-1012023xexhibit311.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit311.htm)] and [removed: [31.2](https://www.sec.gov/Archives/edgar/data/829224/000082922423000058/sbux-1012023xexhibit312.htm),] [added: [31.2](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit312.htm),] respectively, to this 10-K.
Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements; providing reasonable assurance that receipts and expenditures are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, [removed: use] [added: use,] or disposition of company assets that could have a material effect on our financial statements would be prevented or detected on a timely basis.
This evaluation included review of the documentation of controls, evaluation of the design effectiveness of controls, testing of the operating effectiveness of [removed: controls] [added: controls,] and a conclusion on this evaluation.
Based on this evaluation, management concluded that our internal control over financial reporting was effective as of [removed: October 1, 2023.][added: September 29, 2024.]
Our internal control over financial reporting as of [removed: October 1, 2023] [added: September 29, 2024,] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their [removed: report] [added: report,] which is included herein.
We have audited the internal control over financial reporting of Starbucks Corporation and subsidiaries (the “Company”) as of [removed: October 1, 2023,] [added: September 29, 2024,] 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 Company maintained, in all material respects, effective internal control over financial reporting as of [removed: October 1, 2023,] [added: September 29, 2024,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended [removed: October 1, 2023,] [added: September 29, 2024,] of the Company and our report dated November [removed: 17, 2023,] [added: 20, 2024,] expressed an unqualified opinion on those financial statements.
November 20, 2024
November 17, 2023
Item 9B. Other Information
5 rewritten, 5 added, 1 removed, 13 unchanged
During the fiscal quarter ended [removed: October 1, 2023,] [added: September 29, 2024,] none of our directors or officers informed us of the adoption or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408, except as described in the table below:
| Name & Title | | | | | | Date Adopted | | | | | | Character of Trading Arrangement (1) | | | | | | Aggregate Number of Shares of Common Stock to be Purchased or Sold Pursuant to Trading Arrangement | | | | | | Duration [removed: (3)] [added: (5)] | | | | | | Other Material Terms | | | | | | Date Terminated | | |
| Sara Kelly, [removed: executive] [added: *executive] vice president, chief partner [removed: officer] [added: officer*] | | | | | | August [removed: 5, 2023] [added: 28, 2024] | | | | | | Rule 10b5-1 Trading Arrangement | | | | | | Up to [removed: 3,500] [added: 4,859] shares to be [removed: Sold] [added: sold] (2) [added: *Plus* Up to 6,743 shares to be sold (3) *Plus* Up to 7,500 shares to be sold (4)] | | | | | | [removed: 6/7/2024 (4)] [added: August 27, 2025 (6)] | | | | | | N/A | | | | | | N/A | | |
[removed: (2)] [added: (4)] Ms. Kelly’s trading plan provides for the sale of up to [removed: 500] [added: 7,500] shares [removed: on a monthly basis beginning] in [removed: November 2023 with 250 shares subject to a] [added: three tranches at different] limit [removed: price of $110.][added: prices, pursuant to an order entered on November 29, 2024.]
[removed: (3)] [added: (5)] Except as indicated by footnote, each trading arrangement permitted or permits transactions through and including the earlier to occur of (a) the completion of all purchases or sales or the expiration of all of the orders relating to such trades, or (b) the date listed in the table.
(2) Ms. Kelly’s trading plan provides for the sale of up to 4,859 shares, which will be issued to Ms. Kelly upon the exercise of a stock option on November 29, 2024, and sold pursuant to an order entered on November 29, 2024, with such sale subject to a limit price of $95 during the applicable good-until-cancelled period for such order, which lasts until August 26, 2025.
In the event not all shares are sold under the order described in the prior sentence during the applicable good-until-cancelled period, Ms. Kelly’s trading plan provides for the sale of any remaining shares (up to 4,859 shares), pursuant to an order entered on August 27, 2025, with such sale subject to a limit price of $61.
(3) Ms. Kelly’s trading plan provides for the sale of up to 6,743 shares, which will be issued to Ms. Kelly upon the exercise of a stock option on November 29, 2024, and sold pursuant to an order entered on November 29, 2024, with such sale subject to a limit price of $95 during the applicable good-until-cancelled period for such order, which lasts until August 27, 2025.
Such sales are subject to limit prices of (i) $95 for 2,500 shares, (ii) $97.50 for 2,500 shares, and (iii) $100 for 2,500 shares, during the applicable good-until-cancelled period for such order, which lasts until August 27, 2025.
(6) The arrangement also provides for automatic expiration in the event of the officer’s death, bankruptcy, or insolvency, notice from the officer or the officer’s agent of termination of the trading arrangement, or a determination by the broker that the trading arrangement has been terminated or that a breach by the officer has occurred or upon the broker’s exercise of its termination rights under the trading arrangement.
(4) The arrangement also provides for automatic expiration in the event of Ms. Kelly’s death, bankruptcy or insolvency.
Item 10. Directors, Executive Officers, and Corporate Governance
5 rewritten, 0 added, 0 removed, 1 unchanged
We adopted a code of ethics that applies to our chief executive officer, chief financial officer, chief accounting officer, [removed: controller] [added: controller,] and other finance leaders, which is a “code of ethics” as defined by applicable rules of the SEC.
This code is publicly available on our website at [removed: www.starbucks.com/about-us/company-information/corporate-governance.][added: www.starbucks.com/about-us/corporate-governance.]
If we make any amendments to this code other than technical, administrative or other non-substantive amendments, or grant any waivers, including implicit waivers, from a provision of this code to our chief executive officer, chief financial officer, chief accounting [removed: officer] [added: officer,] or controller, we will disclose the nature of the amendment or waiver, its effective [removed: date] [added: date,] and to whom it applies on our website at [removed: www.starbucks.com/about-us/company-information/corporate-governance] [added: www.starbucks.com/about-us/corporate-governance] or in a report on Form 8-K filed electronically with the SEC at www.sec.gov.
The remaining information required by this item is incorporated herein by reference to the sections entitled “Proposal 1 - Election of Directors,” [removed: “Beneficial] [added: “Stock] Ownership [added: - Beneficial Ownership] of Common Stock,” “Corporate [removed: Governance”] [added: Governance,”] and “Corporate Governance - Audit and Compliance Committee” in our definitive Proxy Statement for the Annual Meeting of Shareholders to be held on March [removed: 13, 2024] [added: 12, 2025] (the “Proxy Statement”).
We will provide disclosure of delinquent Section 16(a) reports, if any, in our Proxy Statement in a section entitled [removed: “Delinquent] [added: “Stock Ownership - Delinquent] Section 16(a) [removed: Reports”,] [added: Reports,”] and such disclosure, if any, is incorporated herein by reference.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is incorporated by reference to the sections entitled “Executive Compensation,” “Executive Compensation [added: - Executive Compensation] Tables,” [removed: “Compensation] [added: “Corporate Governance - Compensation] of [removed: Directors”] [added: Directors,”] and [removed: “Compensation] [added: “Corporate Governance - Role of Our Board Committees - Compensation] Committee Interlocks and Insider Participation” in the Proxy Statement.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is incorporated by reference to the sections entitled [removed: “Equity] [added: “Stock Ownership - Equity] Compensation Plan Information” and [removed: “Beneficial] [added: “Stock] Ownership [added: - Beneficial Ownership] of Common Stock” in the Proxy Statement.
Item 13. Certain Relationships and Related Transactions and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is incorporated by reference to the section entitled [removed: “Certain] [added: “Affirmative Determinations - Certain] Relationships and Related Person Transactions” and “Corporate Governance - [removed: Affirmative Determinations Regarding] Director [removed: Independence and Other Matters”] [added: Independence”] in the Proxy Statement.
Item 15. Exhibits and Financial Statement Schedules
77 rewritten, 7 added, 3 removed, 53 unchanged
- Consolidated Statements of Earnings for the fiscal years ended [added: September 29, 2024,] October 1, 2023, [removed: October 2, 2022] and October [removed: 3, 2021;][added: 2, 2022;]
- Consolidated Statements of Comprehensive Income for the fiscal years ended [added: September 29, 2024,] October 1, 2023, [removed: October 2, 2022] and October [removed: 3, 2021;][added: 2, 2022;]
- Consolidated Balance Sheets as of [removed: October 1, 2023] [added: September 29, 2024,] and October [removed: 2, 2022;][added: 1, 2023;]
- Consolidated Statements of Cash Flows for the fiscal years ended [added: September 29, 2024,] October 1, 2023, [removed: October 2, 2022] and October [removed: 3, 2021;][added: 2, 2022;]
- Consolidated Statements of Equity for the fiscal years ended [added: September 29, 2024,] October 1, 2023, [removed: October 2, 2022] and October [removed: 3, 2021;][added: 2, 2022;]
| [removed: [2.1](http://www.sec.gov/Archives/edgar/data/829224/000119312518154644/d555051dex21.htm)] [added: [2.1](https://www.sec.gov/Archives/edgar/data/829224/000119312518154644/d555051dex21.htm)] | | | | | | [Transaction Agreement, dated as of May 6, 2018, by and between Starbucks Corporation and Nestlé [removed: S.A.](http://www.sec.gov/Archives/edgar/data/829224/000119312518154644/d555051dex21.htm)] [added: S.A.](https://www.sec.gov/Archives/edgar/data/829224/000119312518154644/d555051dex21.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 5/7/2018 | | | | | | 2.1 | | | | | | | | |
| [removed: [3.1](http://www.sec.gov/Archives/edgar/data/829224/000082922415000017/sbux-3292015xexhibit31.htm)] [added: [3.1](https://www.sec.gov/Archives/edgar/data/829224/000082922415000017/sbux-3292015xexhibit31.htm)] | | | | | | [Restated Articles of Incorporation of Starbucks [removed: Corporation](http://www.sec.gov/Archives/edgar/data/829224/000082922415000017/sbux-3292015xexhibit31.htm)] [added: Corporation](https://www.sec.gov/Archives/edgar/data/829224/000082922415000017/sbux-3292015xexhibit31.htm)] | | | | | | 10-Q | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 4/28/2015 | | | | | | 3.1 | | | | | | | | |
| [3.2](https://www.sec.gov/Archives/edgar/data/0000829224/000119312521087492/d152191dex31.htm) | | | | | | [Amended and Restated Bylaws of Starbucks Corporation (As amended and restated through March 17, 2021)](https://www.sec.gov/Archives/edgar/data/0000829224/000119312521087492/d152191dex31.htm) | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 3/19/2021 | | | | | | 3.1 | | | | | | | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/829224/000119312516711031/d243558dex41.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/829224/000119312516711031/d243558dex41.htm)] | | | | | | [Indenture, dated as of September 15, 2016, by and between Starbucks Corporation and U.S. Bank Trust Company, National Association, as trustee (as successor in interest to U.S. Bank National [removed: Association)](http://www.sec.gov/Archives/edgar/data/829224/000119312516711031/d243558dex41.htm)] [added: Association)](https://www.sec.gov/Archives/edgar/data/829224/000119312516711031/d243558dex41.htm)] | | | | | | S-3ASR | | | | | | 333-213645 | | | | | | 9/15/2016 | | | | | | 4.1 | | | | | | | | |
| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/829224/000119312517087865/d345081dex42.htm)] [added: [4](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)[.2](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)] | | | | | | [removed: [First] [added: [Second] Supplemental Indenture, dated [removed: March 17,] [added: as of November 22,] 2017, by and between Starbucks Corporation and U.S. Bank National Association, as [removed: trustee, transfer agent and registrar, and Elavon Financial Services, DAC, UK Branch, as paying agent (0.372%] [added: trustee (](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)[3.750%] Senior Notes due [removed: 2024)](http://www.sec.gov/Archives/edgar/data/829224/000119312517087865/d345081dex42.htm)] [added: 2047)](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 3/20/2017] [added: 11/22/2017] | | | | | | 4.2 | | | | | | | | |
| [removed: [4.4](http://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)] [added: [4](https://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)[.4](https://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)] | | | | | | [removed: [Second] [added: [Third] Supplemental Indenture, dated as of [removed: November 22, 2017,] [added: February 28, 2018,] by and between Starbucks Corporation and U.S. Bank National Association, as trustee [removed: (2.200% Senior Notes due 2020 and 3.750%] [added: (](https://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)[3.500%] Senior Notes due [removed: 2047)](http://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)] [added: 2028)](https://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 11/22/2017] [added: 2/28/2018] | | | | | | 4.2 | | | | | | | | |
| [removed: [4.5](http://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)] [added: [4.3](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)] | | | | | | [Form of 3.750% Senior Notes due December 1, 2047 [removed: (included in Exhibit 4.2)](http://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)] [added: (included](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm) [as](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm) [B to](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm) [Exhibit 4.2)](https://www.sec.gov/Archives/edgar/data/829224/000119312517350711/d497269dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 11/22/2017 | | | | | | 4.4 | | | | | | | | |
| [removed: [4.6](http://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)] [added: [4.6](https://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] | | | | | | [removed: [Third] [added: [Fourth] Supplemental Indenture, dated as of [removed: February 28,] [added: August 10,] 2018, by and between Starbucks Corporation and U.S. Bank National Association, as trustee [removed: (3.100%] [added: (3.800%] Senior Notes due [removed: 2023] [added: 2025, 4.000% Senior Notes due 2028] and [removed: 3.500%] [added: 4.500%] Senior Notes due [removed: 2028)](http://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)] [added: 2048)](https://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 2/28/2018] [added: 8/10/2018] | | | | | | 4.2 | | | | | | | | |
| [removed: [4.7](http://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)] [added: [4.5](https://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)] | | | | | | [Form of 3.500% Senior Notes due March 1, [removed: 2028](http://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)] [added: 2028 (included as Exhibit B to Exhibit 4.4)](https://www.sec.gov/Archives/edgar/data/829224/000119312518063481/d487237dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 2/28/2018 | | | | | | 4.4 | | | | | | | | |
| [removed: [4.8](http://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] [added: [4.10](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] | | | | | | [removed: [Fourth] [added: [Fifth] Supplemental Indenture, dated as of [removed: August 10, 2018,] [added: May 13, 2019,] by and between Starbucks Corporation and U.S. Bank National Association, as trustee [removed: (3.800% Senior Notes due 2025, 4.000%] [added: (3.550%] Senior Notes due [removed: 2028] [added: 2029] and [removed: 4.500%] [added: 4.450%] Senior Notes due [removed: 2048)](http://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] [added: 2049)](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 8/10/2018] [added: 5/13/2019] | | | | | | 4.2 | | | | | | | | |
| [removed: [4.9](http://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] [added: [4.7](https://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] | | | | | | [Form of 3.800% Senior Notes due August 15, [removed: 2025](http://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] [added: 2025 (included as Exhibit A to Exhibit 4.6)](https://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 8/10/2018 | | | | | | 4.3 | | | | | | | | |
| [removed: [4.10](http://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] [added: [4.8](https://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] | | | | | | [Form of 4.000% Senior Notes due November 15, [removed: 2028](http://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] [added: 2028 (included as Exhibit B to Exhibit 4.6)](https://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 8/10/2018 | | | | | | 4.4 | | | | | | | | |
| [removed: [4.11](http://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] [added: [4.9](https://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] | | | | | | [Form of 4.500% Senior Notes due November 15, [removed: 2048](http://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] [added: 2048 (included as Exhibit C to Exhibit 4.6)](https://www.sec.gov/Archives/edgar/data/829224/000119312518245636/d593042dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 8/10/2018 | | | | | | 4.2 | | | | | | | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)[2](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] [added: [4.17](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] | | | | | | [removed: [Fifth] [added: [Seventh] Supplemental Indenture, dated as of May [removed: 13, 2019,] [added: 7, 2020,] by and between Starbucks Corporation and U.S. Bank National Association, as trustee [removed: (3.550%] [added: (](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[2.550%] Senior Notes due [removed: 2029] [added: 2030] and [removed: 4.450%] [added: 3.500%] Senior Notes due [removed: 2049)](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] [added: 2050)](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 5/13/2019] [added: 5/7/2020] | | | | | | 4.2 | | | | | | | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)[3](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] [added: [4.11](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] | | | | | | [Form of 3.550% Senior Notes due August 15, 2029 (included [removed: in] [added: as] Exhibit [removed: 4.2)](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] [added: A to Exhibit 4.10)](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 5/13/2019 | | | | | | 4.3 | | | | | | | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)[4](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] [added: [4.12](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] | | | | | | [Form of 4.450% Senior Notes due August 15, 2049 [removed: (included in] [added: (included](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm) [as] Exhibit [removed: 4.2)](http://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] [added: B t](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)[o](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm) [Exhibit 4.](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)[10](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)[)](https://www.sec.gov/Archives/edgar/data/829224/000119312519145447/d652512dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 5/13/2019 | | | | | | 4.4 | | | | | | | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[5](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] [added: [4.13](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] | | | | | | [Sixth Supplemental Indenture, dated as of March 12, 2020, by and between Starbucks Corporation and U.S. Bank National Association, as trustee (2.000% Senior Notes due 2027, 2.250% Senior Notes due 2030 and 3.350% Senior Notes due [removed: 2050)](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] [added: 2050)](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 3/12/2020 | | | | | | 4.2 | | | | | | | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[6](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] [added: [4.14](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] | | | | | | [Form of 2.000% Senior Notes due March 12, 2027 [removed: (included in] [added: (included](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm) [as] Exhibit [removed: 4.2)](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] [added: A](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm) [to](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm) [Exhibit 4.](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[13](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[)](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 3/12/2020 | | | | | | 4.3 | | | | | | | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[7](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] [added: [4.15](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] | | | | | | [Form of 2.250% Senior Notes due March 12, 2030 [removed: (included in] [added: (included](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm) [as] Exhibit [removed: 4.2)](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] [added: B](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm) [to](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm) [Exhibit 4.](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[13](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[)](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 3/12/2020 | | | | | | 4.4 | | | | | | | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[8](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] [added: [4.16](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] | | | | | | [Form of 3.350% Senior Notes due March 12, 2050 [removed: (included in] [added: (included](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm) [as] Exhibit [removed: 4.2)](http://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] [added: C to](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm) [Exhibit 4.](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[13](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)[)](https://www.sec.gov/Archives/edgar/data/829224/000119312520071550/d859206dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 3/12/2020 | | | | | | 4.5 | | | | | | | | |
| [removed: [4.](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[19](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] [added: [4.2](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)[0](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] | | | | | | [removed: [Seventh] [added: [Eighth] Supplemental Indenture, dated as of [removed: May 7, 2020,] [added: February 14, 2022,] by and between Starbucks Corporation and U.S. Bank [added: Trust Company,] National Association, as trustee [removed: (1.300% Senior Notes due 2022, 2.550% Senior Notes due 2030] and [removed: 3.500%] [added: as successor in interest to U.S. Bank National Association (](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)[3.000%] Senior Notes due [removed: 2050)](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] [added: 2032)](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 5/7/2020] [added: 2/14/2022] | | | | | | 4.2 | | | | | | | | |
| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[0](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] [added: [4.18](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] | | | | | | [Form of 2.550% Senior Notes due November 15, 2030 [removed: (included in] [added: (included](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm) [as] Exhibit [removed: 4.2)](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] [added: B to](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm) [Exhibit 4.](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[17](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[)](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 5/7/2020 | | | | | | 4.4 | | | | | | | | |
| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[1](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] [added: [4.19](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] | | | | | | [Form of 3.500% Senior Notes due November 15, 2050 [removed: (included in Exhibit 4.2)](http://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] [added: (included](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm) [as Ex](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[hibit C](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm) [to](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm) [Exhibit 4.](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[17](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)[)](https://www.sec.gov/Archives/edgar/data/829224/000119312520136264/d923805dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 5/7/2020 | | | | | | 4.5 | | | | | | | | |
| [removed: [4.2](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)[2](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] [added: [4.25](https://www.sec.gov/Archives/edgar/data/829224/000119312524028387/d718817dex42.htm)] | | | | | | [removed: [Eighth] [added: [Tenth] Supplemental Indenture, dated as of February [removed: 14, 2022,] [added: 8, 2024,] by and between Starbucks Corporation and U.S. Bank Trust Company, National Association, as trustee and [removed: as] successor in interest to U.S. Bank National Association [removed: (Floating Rate] [added: (4.850%] Senior Notes due [removed: 2024] [added: 2027, 4.900% Senior Notes due 2031] and [removed: 3.000%] [added: 5.000%] Senior Notes due [removed: 2032)](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] [added: 2034)](https://www.sec.gov/Archives/edgar/data/829224/000119312524028387/d718817dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 2/14/2022] [added: 2/8/2024] | | | | | | 4.2 | | | | | | | | |
| [removed: [4.2](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)[3](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] [added: [4.21](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] | | | | | | [Form of [removed: Floating Rate] [added: 3.000%] Senior Notes due [removed: 2024] [added: February 14, 2032] (included as Exhibit [removed: A] [added: B] to Exhibit [removed: 4.24)](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] [added: 4.20)](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 2/14/2022 | | | | | | [removed: 4.3] [added: 4.4] | | | | | | | | |
| [removed: [4.2](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)[4](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] [added: [4.24](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] | | | | | | [Form of [removed: 3.000%] [added: 4.800%] Senior Notes due [removed: 2032] [added: February 15, 2033] (included as Exhibit B to Exhibit [removed: 4.24)](https://www.sec.gov/Archives/edgar/data/829224/000119312522041748/d333670dex42.htm)] [added: 4.22)](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 2/14/2022] [added: 2/16/2023] | | | | | | 4.4 | | | | | | | | |
| [removed: [4.2](https://www.sec.gov/Archives/edgar/data/829224/000119312513354873/d591145dex41.htm)[5](https://www.sec.gov/Archives/edgar/data/829224/000119312513354873/d591145dex41.htm)] [added: [4.29](https://www.sec.gov/Archives/edgar/data/829224/000119312513354873/d591145dex41.htm)] | | | | | | [Indenture, dated as of August 23, 2007, by and between Starbucks Corporation and Deutsche Bank Trust Company Americas, as [removed: trustee](http://www.sec.gov/Archives/edgar/data/829224/000119312513354873/d591145dex41.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/829224/000119312513354873/d591145dex41.htm)] | | | | | | S-3ASR | | | | | | 333-190955 | | | | | | 9/3/2013 | | | | | | 4.1 | | | | | | | | |
| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)[6](http://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)] [added: [4.30](https://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)] | | | | | | [Fourth Supplemental Indenture, dated as of June 10, 2015, by and between Starbucks Corporation and Deutsche Bank Trust Company Americas, as trustee [removed: (2.700% Senior Notes due June 15, 2022 and 4.300%] [added: (](https://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)[4.300%] Senior Notes due [removed: June 15, 2045)](http://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)] [added: June](https://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm) [](https://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)[2045)](https://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 6/10/2015 | | | | | | 4.2 | | | | | | | | |
| [removed: [4.](http://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)[27](http://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)] [added: [4.31](https://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)] | | | | | | [Form of 4.300% Senior Notes due June 15, [removed: 2045](http://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)] [added: 2045 (included as Exhibit B to Exhibit 4.30)](https://www.sec.gov/Archives/edgar/data/829224/000119312515219163/d939863dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 6/10/2015 | | | | | | 4.4 | | | | | | | | |
| [removed: [4.](http://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)[28](http://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)] [added: [4](https://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)[.32](https://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)] | | | | | | [Sixth Supplemental Indenture, dated as of May 16, 2016, by and between Starbucks Corporation and Deutsche Bank Trust Company Americas, as trustee (2.450% Senior Notes due [removed: June 15, 2026)](http://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)] [added: June](https://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm) [2026)](https://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 5/16/2016 | | | | | | 4.4 | | | | | | | | |
| [removed: [4.](http://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)[29](http://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)] [added: [4.33](https://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)] | | | | | | [Form of 2.450% Senior Notes due June 15, [removed: 2026](http://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)] [added: 2026 (included as Exhibit A to Exhibit 4.32)](https://www.sec.gov/Archives/edgar/data/829224/000119312516591921/d193458dex44.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 5/16/2016 | | | | | | 4.5 | | | | | | | | |
| [removed: [4.](https://www.sec.gov/Archives/edgar/data/829224/000082922419000051/sbux-9292019xexhibit429.htm)[30](https://www.sec.gov/Archives/edgar/data/829224/000082922419000051/sbux-9292019xexhibit429.htm)] [added: [4.](https://www.sec.gov/Archives/edgar/data/829224/000082922419000051/sbux-9292019xexhibit429.htm)[34](https://www.sec.gov/Archives/edgar/data/829224/000082922419000051/sbux-9292019xexhibit429.htm)] | | | | | | [Description of [removed: Securities](http://www.sec.gov/Archives/edgar/data/829224/000082922419000051/sbux-9292019xexhibit429.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/829224/000082922419000051/sbux-9292019xexhibit429.htm)] | | | | | | 10-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 11/15/2019 | | | | | | 4.29 | | | | | | | | |
| [removed: [4.31](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] [added: [4.22](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] | | | | | | [Ninth Supplemental Indenture, dated as of February 16, 2023, by and between Starbucks Corporation and U.S. Bank Trust Company, National Association, as trustee and as successor in interest to U.S. Bank National Association (4.750% Senior Notes due 2026 and 4.800% Senior Notes due 2033)](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm) | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 2/16/2023 | | | | | | 4.2 | | | | | | | | |
| [removed: [4.32](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] [added: [4.23](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] | | | | | | [Form of 4.750% Senior Notes due [added: February 15,] 2026 (included as Exhibit A to Exhibit [removed: 4.31)](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] [added: 4.22)](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | 2/16/2023 | | | | | | 4.3 | | | | | | | | |
| [removed: [4.33](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] [added: [4.27](https://www.sec.gov/Archives/edgar/data/829224/000119312524028387/d718817dex42.htm)] | | | | | | [Form of [removed: 4.800%] [added: 4.900%] Senior Notes due [removed: 2033] [added: February 15, 2031] (included as Exhibit B to Exhibit [removed: 4.31)](https://www.sec.gov/Archives/edgar/data/829224/000119312523041100/d423999dex42.htm)] [added: 4.25)](https://www.sec.gov/Archives/edgar/data/829224/000119312524028387/d718817dex42.htm)] | | | | | | 8-K | | | | | | [removed: 0-20322] [added: 000-20322] | | | | | | [removed: 2/16/2023] [added: 2/8/2024] | | | | | | 4.4 | | | | | | | | |
| [4.26](https://www.sec.gov/Archives/edgar/data/829224/000119312524028387/d718817dex42.htm) | | | | | | [Form of 4.850% Senior Notes due February 8, 2027 (included as Exhibit A to Exhibit 4.25)](https://www.sec.gov/Archives/edgar/data/829224/000119312524028387/d718817dex42.htm) | | | | | | 8-K | | | | | | 000-20322 | | | | | | 2/8/2024 | | | | | | 4.3 | | | | | | | | |
| [4.28](https://www.sec.gov/Archives/edgar/data/829224/000119312524028387/d718817dex42.htm) | | | | | | [Form of 5.000% Senior Notes due February 15, 2034 (included as Exhibit C to Exhibit 4.25)](https://www.sec.gov/Archives/edgar/data/829224/000119312524028387/d718817dex42.htm) | | | | | | 8-K | | | | | | 000-20322 | | | | | | 2/8/2024 | | | | | | 4.5 | | | | | | | | |
| [1](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000829224/000119312524200724/d848513d8k.htm)[0.32*](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000829224/000119312524200724/d848513d8k.htm) | | | | | | [Offer Letter, dated August 11, 2024, by and between Starbucks Corporation and Brian R. Niccol](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000829224/000119312524200724/d848513d8k.htm) | | | | | | 8-K | | | | | | 000-20322 | | | | | | 8/14/2024 | | | | | | 10.1 | | | | | | | | |
| [1](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1033.htm)[0.33*](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1033.htm) | | | | | | [S](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1033.htm)[tarbucks Corporation Global Key Employee Restricted Stock Unit Grant Agreement (Performance-Based) (Effective November 2024)](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1033.htm) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | X | | |
| [1](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1034.htm)[0.34*](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1034.htm) | | | | | | [S](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1034.htm)[tarbucks Corporation Global Key Employee Restricte](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1034.htm)[d Stock Unit Grant Agreement (Time-](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1034.htm)[Based](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1034.htm)[)](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1034.htm) [(Effective November 2024)](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit1034.htm) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | X | | |
| [19.1](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit191.htm) | | | | | | [Starbucks Corporation](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit191.htm) [I](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit191.htm)[nsider Trading](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit191.htm) [Policy](https://www.sec.gov/Archives/edgar/data/829224/000082922424000057/sbux-9292024xexhibit191.htm) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | X | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| [4.3](http://www.sec.gov/Archives/edgar/data/829224/000119312517087865/d345081dex42.htm) | | | | | | [Form of 0.372% Senior Note due March 15, 2024](http://www.sec.gov/Archives/edgar/data/829224/000119312517087865/d345081dex42.htm) | | | | | | 8-K | | | | | | 0-20322 | | | | | | 3/20/2017 | | | | | | 4.3 | | | | | | | | |
| [10.17*](http://www.sec.gov/Archives/edgar/data/829224/000082922417000049/sbux-1012017xexhibit1025.htm) | | | | | | [Form of Global Key Employee Stock Option Grant Agreement for Purchase of Stock under the 2005 Long-Term Equity Incentive Plan](http://www.sec.gov/Archives/edgar/data/829224/000082922417000049/sbux-1012017xexhibit1025.htm) | | | | | | 10-K | | | | | | 0-20322 | | | | | | 11/17/2017 | | | | | | 10.25 | | | | | | | | |
An excerpt. Shown here: 40 of 77 rewritten, all 7 added and all 3 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2024 filing and the FY2023 filing.
Item 16. Form 10-K Summary
1 rewritten, 13 added, 7 removed, 39 unchanged
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated as of November [removed: 17, 2023.][added: 20, 2024.]
| | | | By: | | | /s/ Brian R. Niccol | | |
| | | | | | | Brian R. Niccol chairman and chief executive officer | | |
November 20, 2024
| By: | | | | | | /s/ Brian R. Niccol | | | | | | chairman and chief executive officer (principal executive officer) | | |
| | | | | | | Brian R. Niccol | | | | | | | | |
| By: | | | | | | /s/ Neal Mohan | | | | | | director | | |
| | | | | | | Neal Mohan | | | | | | | | |
| By: | | | | | | /s/ Daniel Servitje | | | | | | director | | |
| | | | | | | Daniel Servitje | | | | | | | | |
| By: | | | | | | /s/ Mike Sievert | | | | | | director | | |
| | | | | | | Mike Sievert | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | By: | | | /s/ Laxman Narasimhan | | |
| | | | | | | Laxman Narasimhan chief executive officer | | |
November 17, 2023
| By: | | | | | | /s/ Laxman Narasimhan | | | | | | chief executive officer, director (principal executive officer) | | |
| | | | | | | Laxman Narasimhan | | | | | | | | |
| By: | | | | | | /s/ Satya Nadella | | | | | | director | | |
| | | | | | | Satya Nadella | | | | | | | | |