Molson Coors Beverage 8-K 2024-05-15

Filed 2024-05-17. 1 sections, 6K characters. Original on sec.gov · Markdown · JSON

Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 15, 2024

MOLSON COORS BEVERAGE COMPANY

(Exact name of registrant as specified in its charter)

Commission File Number: 001-14829

Delaware84-0178360
(State or other jurisdiction of incorporation)(IRS Employer Identification No.)

P.O. Box 4030, BC555, Golden, Colorado 80401

111 Boulevard Robert-Bourassa, 9th Floor, Montréal, Québec, Canada H3C 2M1

(Address of principal executive offices, including zip code)

(303**) 279-6565** / (514**) 521-1786**

(Registrant’s telephone number, including area code)

Not applicable

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each classTrading symbolsName of each exchange on which registered
Class A Common Stock, par value $0.01TAP.ANew York Stock Exchange
Class B Common Stock, par value $0.01TAPNew York Stock Exchange
1.25% Senior Notes due 2024TAPNew York Stock Exchange

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

Emerging growth company ¨

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

Item 5.07Submission of Matters to a Vote of Security Holders.

The 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of Molson Coors Beverage Company (the “Company”) was held on May 15, 2024 in Golden, Colorado. The Company's stockholders voted on three proposals that are described in detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 3, 2024. Set forth below are the matters the stockholders voted on and the final voting results.

Proposal 1:

Votes of the Company's Class A and Class B common stock, respectively, regarding the election of the persons named below as directors for a one-year term were as follows:

CLASS A DIRECTOR NOMINEEForWithheldBroker Non-Votes
Julia M. Brown5,120,60234213,356
David S. Coors5,104,44616,49813,356
Peter H. Coors5,104,55616,38813,356
Mary Lynn Ferguson-McHugh5,120,56637813,356
Gavin D.K. Hattersley5,120,79115313,356
Andrew T. Molson5,104,45516,48913,356
Geoffrey E. Molson5,104,40216,54213,356
Nessa O'Sullivan5,120,62232213,356
Jill Timm5,120,59634813,356
Leroy J. Williams, Jr.5,120,76318113,356
James "Sandy" A. Winnefeld, Jr.5,120,76018413,356
CLASS B DIRECTOR NOMINEEForWithheldBroker Non-Votes
Roger G. Eaton168,099,2829,675,2730
Charles M. Herington167,005,31910,769,2360
H. Sanford Riley124,561,71153,212,8440

Proposal 2:

Votes of the Company's Class A and Class B common stock, together as a single class, regarding the approval, in a non-binding advisory vote, of the compensation of the Company's named executive officers were as follows:

ForAgainstAbstainBroker Non-Votes
171,915,69410,326,551653,25413,356

Proposal 3:

Votes of the Company's Class A common stock regarding the ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 were as follows:

ForAgainstAbstainBroker Non-Votes
5,134,1251750n/a
Item 9.01Financial Statements and Exhibits.

(d) Exhibits:

Exhibit NumberDocument Description
104Cover Page Interactive Data File (embedded within the Inline XBRL document).

Signature

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

MOLSON COORS BEVERAGE COMPANY
Date:May 17, 2024By:/s/ Natalie G. Maciolek
Natalie G. Maciolek
Chief Legal & Government Affairs Officer and Secretary