Coca-Cola Consolidated Inc
For the period ended Dec 31, 2024. Filed Feb 20, 2025.
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FY2024 · Filed Feb 20, 2025
COKE$214.28+3.0%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a)List of documents filed as part of this report.
- Financial Statements
| Consolidated Statements of Operations | 42 |
|---|---|
| Consolidated Statements of Comprehensive Income | 43 |
| Consolidated Balance Sheets | 44 |
| Consolidated Statements of Cash Flows | 45 |
| Consolidated Statements of Changes in Stockholders’ Equity | 46 |
| Notes to Consolidated Financial Statements | 47 |
| Management’s Report on Internal Control over Financial Reporting | 83 |
| Report of Independent Registered Public Accounting Firm | 84 |
- Financial Statement Schedule
The Financial Statement Schedule included under Item 15 hereof, as required for the fiscal years ended December 31, 2024, December 31, 2023 and December 31, 2022, consisted of the following:
| Schedule II - Valuation and Qualifying Accounts and Reserves | 94 |
|---|
All other financial statements and financial statement schedules not listed have been omitted because the required information is included in the consolidated financial statements or the notes thereto, or is not applicable or required.
- Listing of Exhibits
The agreements included in the following exhibits to this report are included to provide information regarding their terms and are not intended to provide any other factual or disclosure information about the Company or the other parties to the agreements. Some of the agreements contain representations and warranties by each of the parties to the applicable agreements. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreements and:
should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;
may have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;
may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and
were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.
Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time.
EXHIBIT INDEX
| ExhibitNo. | Description | Incorporated by Reference orFiled/Furnished Herewith |
| 3.1 | Restated Certificate of Incorporation of the Company. | Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended July 2, 2017 (File No. 0‑9286). |
| 3.2 | Certificate of Amendment to Restated Certificate of Incorporation of the Company. | Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on January 2, 2019 (File No. 0-9286). |
| 3.3 | Certificate of Amendment to Restated Certificate of Incorporation of the Company. | Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 (File No. 0-9286). |
| 3.4 | Amended and Restated By-laws of the Company. | Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on January 2, 2019 (File No. 0-9286). |
| 4.1 | Description of Securities of the Company. | Exhibit 4.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (File No. 0-9286). |
| 4.2 | Specimen of Common Stock Certificate of the Company. | Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on February 19, 2019 (File No. 0‑9286). |
| 4.3 | Supplemental Indenture, dated as of March 3, 1995, between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee. | Exhibit 4.2 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2002 (File No. 0‑9286). |
| 4.4 | Second Supplemental Indenture, dated as of November 25, 2015, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee. | Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 25, 2015 (File No. 0‑9286). |
| 4.5 | Form of 3.800% Senior Notes due 2025 (included in Exhibit 4.4 above). | Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on November 25, 2015 (File No. 0‑9286). |
| 4.6 | Indenture, dated as of December 15, 2020, between the Company and Truist Bank, as successor trustee. | Exhibit 4.4 to the Company’s Registration Statement on Form S-3 filed on December 15, 2020 (File No. 333-251358). |
| 4.7 | First Supplemental Indenture, dated as of May 21, 2024, by and among the Company, U.S. Bank Trust Company, National Association, as prior trustee, and Truist Bank, as successor trustee. | Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 24, 2024 (File No. 0-9286). |
| 4.8 | Second Supplemental Indenture, dated as of May 29, 2024, by and between the Company and Truist Bank, as trustee. | Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 29, 2024 (File No. 0-9286). |
| 4.9 | Form of 5.250% Senior Notes due 2029 (included in Exhibit 4.8 above). | Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on May 29, 2024 (File No. 0-9286). |
| 4.10 | Form of 5.450% Senior Notes due 2034 (included in Exhibit 4.8 above). | Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on May 29, 2024 (File No. 0-9286). |
| 10.1 | Amended and Restated Credit Agreement, dated as of June 10, 2024, by and among the Company, Wells Fargo Bank, National Association, as administrative agent, swingline lender and issuing lender, and the other lenders party thereto. | Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on June 10, 2024 (File No. 0-9286). |
| 10.2 | Note Purchase and Private Shelf Agreement, dated March 6, 2018, by and among the Company, NYL Investors LLC and the other parties thereto. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on March 14, 2018 (File No. 0‑9286). |
| 10.3 | First Amendment to Note Purchase and Private Shelf Agreement, dated July 20, 2018, by and among the Company, NYL Investors LLC and the other parties thereto. | Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on July 25, 2018 (File No. 0‑9286). |
| 10.4 | Note Purchase and Private Shelf Agreement, dated January 23, 2019, by and among the Company, MetLife Investment Advisors, LLC and the other parties thereto. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 5, 2019 (File No. 0‑9286). |
| ExhibitNo. | Description | Incorporated by Reference orFiled/Furnished Herewith |
| 10.5 | Incidence Agreement, dated February 5, 2019, by and between the Company and The Coca‑Cola Company. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 5, 2019 (File No. 0‑9286). |
| 10.6+ | National Product Supply Governance Agreement, dated October 30, 2015, by and among the Company, The Coca‑Cola Company, Coca‑Cola Bottling Company United, Inc., Coca‑Cola Refreshments USA, Inc. and Swire Pacific Holdings Inc. d/b/a Swire Coca-Cola USA. | Filed herewith. |
| 10.7+ | First Amendment to National Product Supply Governance Agreement, dated October 26, 2018, by and among the Company, The Coca‑Cola Company, Coca‑Cola Bottling Company United, Inc., Swire Pacific Holdings Inc. d/b/a Swire Coca‑Cola USA and the other parties thereto. | Filed herewith. |
| 10.8+ | Limited Liability Company Agreement of CONA Services LLC, dated as of January 27, 2016, by and among the Company, The Coca‑Cola Company, Coca-Cola Refreshments USA, Inc. and the other bottlers named therein. | Filed herewith. |
| 10.9+ | Amendment No. 1 to Limited Liability Company Agreement of CONA Services LLC, dated as of April 6, 2016 and effective as of April 2, 2016, by and among the Company, The Coca‑Cola Company, Coca‑Cola Refreshments USA, Inc. and the other bottlers named therein. | Filed herewith. |
| 10.10+ | Amendment No. 2 to Limited Liability Company Agreement of CONA Services LLC, effective as of February 22, 2017, by and among the Company, The Coca‑Cola Company, Coca‑Cola Refreshments USA, Inc. and the other bottlers named therein. | Filed herewith. |
| 10.11 | Amendment No. 3 to Limited Liability Company Agreement of CONA Services LLC, dated as of August 5, 2020 and effective as of January 1, 2019, by and among the Company, The Coca‑Cola Company and the other bottlers named therein. | Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2020 (File No. 0‑9286). |
| 10.12++ | Amendment No. 4 to Limited Liability Company Agreement of CONA Services LLC, effective as of July 2, 2024, by and among the Company, The Coca-Cola Company, North America Operating Unit, CONA Services LLC and the other bottlers named therein. | Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2024 (File No. 0‑9286). |
| 10.13+ | Amended and Restated Master Services Agreement, dated as of October 2, 2017, by and between the Company and CONA Services LLC. | Filed herewith. |
| 10.14 | Omnibus Letter Agreement, dated March 31, 2017, by and between the Company and Coca‑Cola Refreshments USA, Inc. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 4, 2017 (File No. 0‑9286). |
| 10.15 | Amended and Restated Ancillary Business Letter, dated March 31, 2017, by and between the Company and The Coca‑Cola Company. | Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on April 4, 2017 (File No. 0‑9286). |
| 10.16+ | Comprehensive Beverage Agreement, dated March 31, 2017, by and among the Company, The Coca‑Cola Company and Coca‑Cola Refreshments USA, Inc. | Filed herewith. |
| 10.17+ | Comprehensive Beverage Agreement, dated March 31, 2017, by and between CCBCC Operations, LLC, a wholly owned subsidiary of the Company (as successor in interest to Piedmont Coca‑Cola Bottling Partnership), and The Coca‑Cola Company. | Filed herewith. |
| 10.18+ | First Amendment to Comprehensive Beverage Agreement, dated April 28, 2017, by and among the Company, The Coca‑Cola Company and Coca‑Cola Refreshments USA, Inc. | Filed herewith. |
| 10.19+ | Amendment to Comprehensive Beverage Agreements, dated October 2, 2017, by and among the Company, CCBCC Operations, LLC, a wholly owned subsidiary of the Company (as successor in interest to Piedmont Coca‑Cola Bottling Partnership), The Coca-Cola Company, Coca-Cola Refreshments USA, Inc. and CCBC of Wilmington, Inc. | Filed herewith. |
| 10.20+ | Third Amendment to Comprehensive Beverage Agreement, dated December 26, 2017, by and among the Company, The Coca‑Cola Company and Coca‑Cola Refreshments USA, Inc. | Filed herewith. |
| 10.21+ | Fourth Amendment to Comprehensive Beverage Agreement, dated April 30, 2018, by and among the Company, The Coca‑Cola Company and Coca‑Cola Refreshments USA, Inc. | Filed herewith. |
| ExhibitNo. | Description | Incorporated by Reference orFiled/Furnished Herewith |
| 10.22+ | Fifth Amendment to Comprehensive Beverage Agreement, dated August 20, 2018, by and among the Company, The Coca‑Cola Company and Coca‑Cola Refreshments USA, Inc. | Filed herewith. |
| 10.23+ | Sixth Amendment to Comprehensive Beverage Agreement, dated September 9, 2019, by and among the Company, The Coca‑Cola Company and Coca‑Cola Refreshments USA, LLC (formerly known as Coca-Cola Refreshments USA, Inc.) | Filed herewith. |
| 10.24+ | Seventh Amendment to Comprehensive Beverage Agreement, dated October 1, 2024, by and among the Company, The Coca-Cola Company and Coca-Cola Refreshments USA, LLC | Filed herewith. |
| 10.25 | Second Amendment to Comprehensive Beverage Agreement, dated December 31, 2021, by and between CCBCC Operations, LLC, a wholly owned subsidiary of the Company, and The Coca-Cola Company. | Exhibit 10.30 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (File No. 0‑9286). |
| 10.26+ | Third Amendment to Comprehensive Beverage Agreement, dated October 1, 2024, by and between CCBCC Operations, LLC, a wholly owned subsidiary of the Company, and The Coca-Cola Company. | Filed herewith. |
| 10.27+ | Regional Manufacturing Agreement, dated March 31, 2017, by and between the Company and The Coca‑Cola Company. | Filed herewith. |
| 10.28 | First Amendment to Regional Manufacturing Agreement, dated April 28, 2017, by and between the Company and The Coca‑Cola Company. | Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended July 2, 2017 (File No. 0‑9286). |
| 10.29 | Second Amendment to Regional Manufacturing Agreement, dated October 2, 2017, by and between the Company and The Coca‑Cola Company. | Exhibit 10.73 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 (File No. 0‑9286). |
| 10.30 | Amended and Restated Stock Rights and Restrictions Agreement, dated February 19, 2009, by and among the Company, The Coca‑Cola Company, Carolina Coca‑Cola Bottling Investments, Inc. and J. Frank Harrison, III. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 19, 2009 (File No. 0‑9286). |
| 10.31 | First Amendment to Amended and Restated Stock Rights and Restrictions Agreement, dated as of May 6, 2024, by and among the Company, The Coca‑Cola Company, Carolina Coca-Cola Bottling Investments, Inc. and J. Frank Harrison, III. | Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on May 6, 2024 (File No. 0-9286). |
| 10.32 | Lease Agreement, dated December 30, 2019, by and between the Company and Beacon Investment Corporation. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 3, 2020 (File No. 0‑9286). |
| 10.33++ | Amended and Restated Limited Liability Company Operating Agreement of Coca‑Cola Bottlers’ Sales & Services Company LLC, made as of November 18, 2019, by and between Coca‑Cola Bottlers’ Sales & Services Company LLC and Consolidated Beverage Co., a wholly owned subsidiary of the Company. | Exhibit 10.40 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2019 (File No. 0‑9286). |
| 10.34 | Stockholder Conversion Agreement, dated as of March 17, 2022, by and among the Company, the JFH Family Limited Partnership—SW1, the Anne Lupton Carter Trust f/b/o Sue Anne H. Wells, the JFH Family Limited Partnership—DH1 and the Anne Lupton Carter Trust f/b/o Deborah S. Harrison. | Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on March 23, 2022 (File No. 0-9286). |
| 10.35 | Purchase Agreement, dated as of May 6, 2024, by and between the Company and Carolina Coca-Cola Bottling Investments, Inc. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 6, 2024 (File No. 0-9286). |
| 10.36* | Coca-Cola Consolidated, Inc. Annual Bonus Plan, amended and restated effective as of July 30, 2024. | Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2024 (File No. 0‑9286). |
| 10.37* | Coca-Cola Consolidated, Inc. Long-Term Performance Plan, amended and restated effective as of July 30, 2024. | Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2024 (File No. 0‑9286). |
| 10.38* | Coca-Cola Consolidated, Inc. Supplemental Savings Incentive Plan, amended and restated effective as of July 30, 2024. | Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2024 (File No. 0‑9286). |
| ExhibitNo. | Description | Incorporated by Reference orFiled/Furnished Herewith |
| 10.39* | Coca‑Cola Consolidated, Inc. (formerly Coca‑Cola Bottling Co. Consolidated) Director Deferral Plan, amended and restated effective as of January 1, 2014. | Exhibit 10.47 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (File No. 0‑9286). |
| 10.40* | Amendment No. 1, dated December 10, 2013, to Coca‑Cola Consolidated, Inc. (formerly Coca‑Cola Bottling Co. Consolidated) Director Deferral Plan, amended and restated effective as of January 1, 2014. | Exhibit 10.58 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 30, 2018 (File No. 0‑9286). |
| 10.41* | Coca-Cola Consolidated, Inc. Officer Retention Plan, amended and restated effective as of July 30, 2024. | Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2024 (File No. 0‑9286). |
| 10.42* | Coca-Cola Consolidated, Inc. Long-Term Retention Plan, amended and restated effective as of July 30, 2024. | Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2024 (File No. 0‑9286). |
| 10.43* | Coca-Cola Consolidated, Inc. Long-Term Performance Equity Plan, amended and restated effective as of July 30, 2024. | Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2024 (File No. 0‑9286). |
| 10.44* | Omnibus Amendment to Coca‑Cola Consolidated, Inc. Nonqualified Employee Benefit Plans, dated as of September 6, 2019. | Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 29, 2019 (File No. 0‑9286). |
| 10.45* | Omnibus Amendment to Coca‑Cola Consolidated, Inc. and CCBCC Operations, LLC Qualified Employee Benefit Plans, dated as of September 6, 2019. | Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 29, 2019 (File No. 0‑9286). |
| 10.46* | Form of Amended and Restated Split-Dollar and Deferred Compensation Replacement Benefit Agreement, effective as of November 1, 2005, by and between the Company and eligible employees of the Company. | Exhibit 10.24 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 1, 2006 (File No. 0‑9286). |
| 10.47* | Consulting Agreement, dated as of March 3, 2020, by and between the Company and Umesh M. Kasbekar. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on March 6, 2020 (File No. 0‑9286). |
| 10.48* | First Amendment to Consulting Agreement, dated as of June 10, 2022, by and between the Company and Umesh M. Kasbekar. | Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended July 1, 2022 (File No. 0‑9286). |
| 19 | Coca-Cola Consolidated, Inc. Insider Trading Policy. | Exhibit 99 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 29, 2023 (File No. 0-9286). |
| 21 | List of Subsidiaries of the Company. | Filed herewith. |
| 23 | Consent of Independent Registered Public Accounting Firm. | Filed herewith. |
| 31.1 | Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | Filed herewith. |
| 31.2 | Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | Filed herewith. |
| 32 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | Furnished herewith. |
| 97* | Coca-Cola Consolidated, Inc. Incentive-Based Compensation Recovery Policy. | Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 29, 2023 (File No. 0-9286). |
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | Filed herewith. |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | Filed herewith. |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | Filed herewith. |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | Filed herewith. |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | Filed herewith. |
| ExhibitNo. | Description | Incorporated by Reference orFiled/Furnished Herewith |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | Filed herewith. |
| 104 | Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | Filed herewith. |
| + | Certain portions of this exhibit that constitute confidential information have been redacted in accordance with Item 601(b)(10) of Regulation S‑K. |
|---|---|
| ++ | Certain schedules or similar supporting attachments to this exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K, and the Company agrees to furnish, on a supplemental basis, a copy of any omitted schedule or similar supporting attachment to the SEC upon request. |
| * | Indicates a management contract or compensatory plan or arrangement. |
(b)Exhibits.
See Item 15(a)(3) above.
(c)Financial Statement Schedules.
See Item 15(a)(2) above.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.