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KDP 10-K & 10-Q changes, risk factors and insider trading

Keurig Dr Pepper Inc. · Nasdaq · Beverages · CIK 1418135 · All filings on SEC.gov

Everything below is quoted or computed from Keurig Dr Pepper Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

127 / 6risk-factor paragraphs added / removed in latest 10-K
18new risk-factor headings
1Form 4 filings reporting open-market purchases (last 180 days)
2Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-02-24 (period ending 2025-12-31) with 10-K filed 2025-02-25 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

127new paragraphs
6removed paragraphs
46reworded paragraphs
9,701 → 15,483words in section

New heading “RISK FACTORS SUMMARY”

New heading “RISKS RELATED TO THE JDE PEET'S ACQUISITION”

New heading “We may not complete the proposed JDE Peet's Acquisition within the time frame we anticipate, or at all, which could adversely affect our business.”

New heading “The market price of our common stock may decline as a result the JDE Peet's Acquisition.”

New heading “We will incur significant direct and indirect costs as a result of the JDE Peet's Acquisition.”

New heading “The JDE Peet's Acquisition will expose us to inherent risks in JDE Peet's' business and those geographies where JDE Peet's currently operates, which could adversely affect our business.”

New heading “If our due diligence investigation of JDE Peet's was inadequate or if unexpected risks related to JDE Peet's and its business materialize, it could have a material adverse effect on our business.”

New heading “We may not successfully integrate JDE Peet's into our business, or such integration may be more difficult, time-consuming, or costly than expected, which could adversely affect our business.”

New heading “We will be subject to business uncertainties related to the JDE Peet's Acquisition.”

New heading “We will incur and assume significant debt as a result of the JDE Peet's Acquisition, which could adversely affect our financial performance.”

New heading “In connection with the JDE Peet's Acquisition, we expect to consummate the JV Investment, which could restrict our operational and corporate flexibility, impact our cash resources, and/or depress the market price of our common stock.”

New heading “The issuance of Convertible Preferred Stock in connection with the JDE Peet's Acquisition may adversely affect the rights and market price of our common stock as well as our capital resources.”

New heading “We may issue additional equity securities in the future to raise proceeds to fund the JDE Peet's Acquisition, which may result in further dilution to our existing shareholders.”

New heading “RISKS RELATED TO THE SEPARATION”

New heading “The Separation may not be completed on the terms or timeline currently contemplated, if at all, and will involve significant time, expenses, and resources, which could adversely affect our business.”

New heading “We may be unable to achieve some or all of the anticipated strategic and financial benefits from the Separation.”

New heading “Following the Separation, we may not maintain a satisfactory credit rating, which could adversely affect the financial performance of our businesses.”

New heading “Following the Separation, the price of our common stock may decline and may experience greater volatility.”

Removed heading “Substantial disruption at our manufacturing and distribution facilities could occur.”

Removed heading “We cannot guarantee that our share repurchase program will be fully consummated or that our share repurchase program will enhance long-term stockholder value.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: fine, covenant, downgrade
“In addition, the Preferred Investment Agreement provides that, without the prior written consent of the KKR Investor or the Apollo Investor (so long as the KKR Investor or the Apollo Investor owns at least 50% of its initial Preferred Investment), we (i) will not amend the JDE Peet's Acquisition Agreement in a manner that would be materially adverse to the KKR Investor or the Apollo Investor, and (ii) will not permit the Separation to be consummated if (A) our pro forma total net leverage, as defined in the Preferred Investment Agreement, immediately following the Separation is greater than 4. …”
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New text topics: liquidity, downgrade, credit rating
“We currently maintain investment grade credit ratings with Moody's and S&P for both our long-term debt and commercial paper. However, we will take on a significant amount of debt in order to complete the JDE Peet's Acquisition, as well as assume the existing debt of JDE Peet's, which could impact our credit ratings. We cannot provide assurances that our current credit ratings will remain in effect or that the ratings will not be lowered by Moody's and S&P. …”
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New text topics: lawsuit, class action, liquidity
“In connection with the JDE Peet's Acquisition, plaintiffs may file lawsuits against us, JDE Peet's, and/or the directors and officers of either company. Securities class action lawsuits and derivative lawsuits are often brought against public companies that have entered into merger agreements. Even if such a lawsuit is unsuccessful, defending against these claims can result in substantial costs. An adverse judgment could also result in monetary damages. Both defense costs and adverse judgments could have a negative impact on our liquidity and financial condition. …”
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New text topics: tariff, sanction, russia, ukraine
“•tariffs, sanctions, such as those imposed in response to the Russia and Ukraine conflict, trade barriers, trade disputes, and other regulatory or contractual limitations on our ability to operate in new foreign markets;”
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New text topics: default, covenant
“Additionally, the agreements that will govern any debt incurred or assumed in connection with the JDE Peet's Acquisition may contain various covenants that may, subject to certain significant exceptions, restrict our ability to, among other things, respond to market conditions, take advantage of business opportunities, incur debt, have liens on our property, and/or sell or convey certain of our assets. Our ability to comply with these provisions may be affected by events beyond our control. …”
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New text topics: investigation
“If our due diligence investigation of JDE Peet's was inadequate or if unexpected risks related to JDE Peet's and its business materialize, it could have a material adverse effect on our business.”
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Full comparison: every changed paragraph (179)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Added

In addition to the other information set forth in this Annual Report, the following factors should be considered, which could materially affect our business, financial condition, and results of operations. The risks described below are not the only risks we face. Risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse affect on our business, financial condition, or results of operations.

Added

RISK FACTORS SUMMARY

Added

•Disruption of our manufacturing and distribution operations or supply chain, including increased input costs, may adversely affect our financial condition or results of operations.

Added

•We operate in highly competitive categories, and any inability to compete effectively could adversely impact our business.

Added

•We may not effectively respond to changing consumer preferences and shopping behavior, which could impact our financial results.

Added

•Concerns about the safety, quality, or health effects of our products could negatively affect our business.

Added

•Damage to our reputation or brand image can adversely affect our business.

Added

•If we do not successfully manage our acquisitions of and investments in new businesses or brands, our operating results may adversely be affected.

Added

•Failure to realize benefits or successfully manage the potential negative consequences of our productivity initiatives can adversely affect our financial performance.

Added

•Our facilities and operations may require substantial investment and upgrading, and such investments may not achieve the intended financial benefits.

Added

•We depend on key information systems, and our use of information technology exposes us to business disruptions that could adversely affect us.

Added

•Our intellectual property rights could be infringed or we could infringe the intellectual property rights of others, and adverse events regarding licensed intellectual property could harm our business.

Added

•Failure to attract, retain, develop, and motivate a highly skilled and diverse workforce, or failure to effectively manage changes in our workforce, could significantly impact our operations.

Added

•We may not be able to renew collective bargaining agreements on satisfactory terms, or we could experience union activity, including new unionization, labor disputes, or work stoppages.

Added

•Increases in our cost of employee benefits in the future could reduce our profitability.

Added

•We negotiate with our suppliers to optimize our terms and conditions, including payment terms, and reductions in our payment terms with our suppliers could adversely affect our liquidity.

Added

•An impairment of the value of our goodwill and other indefinite lived intangible assets could have a material adverse effect on our financial statements.

Added

•We depend on third-party bottling and distribution companies for a significant portion of our business.

Added

•Changes in the retail landscape or in sales to any key customer can adversely affect our business.

Added

•Failure to maintain strategic relationships with brand owners and private label brands could adversely impact our future growth and business, potentially resulting in the termination of those agreements.

Added

•Equity method investments are managed independently of us and may have different interests than we do. Their decisions could impact our financial performance.

Added

•The use of information technology by our third-party commercial partners and service providers exposes us to business disruptions or other negative impacts that could adversely affect us.

Added

•We rely on the performance of a limited number of suppliers and manufacturers for our brewers, and a limited number of order fulfillment companies for our brewers, beverage concentrates, and syrups.

Added

•Our financial results may be negatively impacted by unfavorable economic and geopolitical conditions.

Added

•U.S. and international laws and regulations could adversely affect our business.

Added

•Litigation or legal proceedings could expose us to significant liabilities and damage our reputation.

Added

•Increased concerns related to the use or disposal of plastics or other packaging materials can adversely affect our business and financial performance.

Added

•Significant additional labeling or warning requirements or limitations on the marketing or sale of our products may inhibit sales of affected products.

Added

•Our use of information technology and third-party service providers exposes us to cybersecurity breaches and other business disruptions that could adversely affect us.

Added

•Failure to comply with personal data protection and privacy laws can adversely affect our business.

Added

•Climate change or related legislation could adversely affect our business.

Added

•Water scarcity and quality could adversely affect our business.

Added

•Fluctuations in our effective tax rate may result in volatility in our financial results.

Added

•We may not complete the proposed JDE Peet's Acquisition within the time frame we anticipate, or at all, which could adversely affect our business.

Added

•The market price of our common stock may decline as a result the JDE Peet's Acquisition.

Added

•We will incur significant direct and indirect costs as a result of the JDE Peet's Acquisition.

Added

•The JDE Peet's Acquisition will expose us to inherent risks in JDE Peet's' business and those geographies where JDE Peet's currently operates, which could adversely affect our business.

Added

•If our due diligence investigation of JDE Peet's was inadequate or if unexpected risks related to JDE Peet's and its business materialize, it could have a material adverse effect on our business.

Added

•We may not successfully integrate JDE Peet's into our business, or such integration may be more difficult, time-consuming, or costly than expected, which could adversely affect our business.

Added

•We will be subject to business uncertainties related to the JDE Peet's Acquisition.

Added

•We will incur and assume significant debt as a result of the JDE Peet's Acquisition, which could adversely affect our financial performance.

Added

•In connection with the JDE Peet's Acquisition, we expect to consummate the JV Investment, which could restrict our operational and corporate flexibility, impact our cash resources, and/or depress the market price of our common stock.

Added

•The issuance of Convertible Preferred Stock in connection with the JDE Peet's Acquisition may adversely affect the rights and market price of our common stock as well as our capital resources.

Added

•We may issue additional equity securities in the future to raise proceeds to fund the JDE Peet's Acquisition, which may result in further dilution to our existing shareholders.

Added

•The Separation may not be completed on the terms or timeline currently contemplated, if at all, and will involve significant time, expenses, and resources, which could adversely affect our business.

Added

•We may be unable to achieve some or all of the anticipated strategic and financial benefits from the Separation.

Added

•Following the Separation, we may not maintain a satisfactory credit rating, which could adversely affect the financial performance of our businesses.

Added

•Following the Separation, the price of our common stock may decline and may experience greater volatility.

Reworded

Disruption of our manufacturing and distribution operations or supply chain, including increased commodity, raw material, packaging, energy, transportation, and other input costscosts, may adversely affect our financial condition or results of operations.

Reworded

We have experienced, and could continue to experience, disruptions in our supply chain and our manufacturing and distribution operations, which could have a material adverse effect on our business. Some raw materials and supplies used in the production of our products, including packaging materials, are available from a limited number of suppliers or from a sole suppliersupplier, or are in short supply when seasonal demand is at its peak. Certain raw materials and supplies used directly or indirectly in the production of our products are sourced from countries experiencing civil unrest, political instability, or unfavorable economic conditions. Adverse weather conditions may affect the supply of agricultural commodities from which key ingredients for our products are derived. We may not be able to maintain favorable arrangements and relationships with suppliers, and our contingency plans may not be effective to mitigate disruptions that may arise from shortages or discontinuation of any raw materials and other supplies that we use in the manufacture and distribution of our products. In order to ensure a continuous supply of high-quality raw materials, some of our inventory purchase obligations include long-term purchase commitments for certain strategic raw materials; the timing of these may not always coincide with the period in which we need the supplies to fulfill customer demand. Any sustained or significant disruption to the manufacturing or sourcing of raw materials could increase our costs and interrupt product supply, which could adversely impact our business. Additionally, if demand increases beyond our production capabilities, we may need to expand our capacity. Alternative facilities with sufficient capacity or capabilities may not be available, may cost substantially more than existing facilities, or may take a significant time to start production, each of which could negatively affect our business and financial performance.

Reworded

The raw materials and other supplies, including agricultural commodities (such as coffee, apples, and corn), fuel and packaging materials, transportation, and other supply chain inputs that we use for the manufacturing, production, and distribution of our products are subject to price volatility and fluctuations in availability caused by many factors, which includeincluding: changes in supply and demand; supplier capacity constraints; inflation; weather conditions (including the effects of climate change); wildfires and other natural disasters; disease or pests; agricultural uncertainty; cost increases in farm inputs; health epidemics, pandemics, or other contagious outbreaks; labor shortages, strikes, or work stoppages; changes in or the enactment of new laws and regulations; governmental actions or controls (including import/export restrictions, such as new, increased, or retaliatory tariffs, sanctions, quotas, or trade barriers); port congestion or delays; transport capacity constraints; cybersecurity incidents or other disruptions; political uncertainties; acts of terrorism; governmental instability; speculation in global trading of commodities, such as coffee; or fluctuations in foreign currency exchange rates. Many of these factors could also cause a significant disruption at our manufacturing and distribution facilities or the facilities of our bottlers, contract manufacturers, or distributors, which could have a material adverse effect on our business. We have been affected by a number of these factors, led by inflationary pressures on input and other costs, which may continue.

Reworded

Many of our raw materials and supplies are purchased in the open market, and the prices we pay for such items are subject to fluctuation. Under many of our supply arrangements, the price we pay for raw materials fluctuates along with certain changes in underlying commodities costs. This could lead to higher and more variable inventory levels or higher raw material costs for us. In our coffee business, the quality of the coffee we seek tends to trade on a negotiated basis at a premium above the “"C”" price of coffee. This premium depends upon the supply and demand at the time of purchase,purchase and the amount of the premium can vary significantly. Volatility in coffee prices can impact our ability to enter into fixed-price purchase commitments,commitments. and weWe frequently enter into “"price-to-be-fixed”" supply contracts inwith which thedefined quality, quantity, delivery period,delivery, and other negotiated terms are agreed upon,terms, but the date, and therefore price, at which the base coffee commodity price component will be fixed has not yet been established.

Reworded

We operate in intenselyhighly competitive categories, and our potentialany inability to compete effectively could adversely impact our business.

Reworded

The beverage industry is highly competitive and continues to evolve in response to changing consumer preferences. We compete with multinational corporations that can rapidly respond to competitive pressures and changes in consumer preferences by introducing new products, changing their route to market,route-to-market, reducing prices, or increasing promotional activities. We also compete with various smaller or regional companies and private label manufacturers, which may be more innovative, better able to bring new products to market, and better able to quickly serve niche markets. Additionally, we compete for contract manufacturing with other bottlers and manufacturers.

Reworded

Our sales of beverages, Keurig brewers, K-Cup pods, and other products may be negatively affected by numerous factors including our inability to maintain or increase prices, our inability to effectively promote our products, new entrants into the market, the decision of wholesalers, retailers, or consumers to purchase competitors' products instead of ours, increased marketing costs, and higher in-store placement and slotting fees driven by our competitors' willingness to spend aggressively. In addition, the rapidcontinued growth of e-commerce may create additional consumer price deflation by, among other things, facilitating comparison shopping, and could potentially threaten the value of some of our legacy route-to-market strategies and thus negatively affect revenues. If we are unable to effectively compete, our business and our financial results would be negatively affected.

Reworded

Consumers’Consumers' preferences continually evolve due to a variety of factors, including changing demographics of the population, social trends, changes in consumer lifestyles and consumption patterns, including from the use of weight loss drugs, concerns or perceptions regarding the health effects or environmental impact of our products or packaging, concerns regarding the location of origin or source of ingredients and products, changes in consumers' spending habits, negative publicity, economic downturn, or other factors. If we do not effectively anticipate and respond to changing trends and consumer beverage preferences, including through innovation and renovation, our sales and growth could suffer. Addressing changes in consumer preferences may require successful development, introduction, and marketing of new products and line extensions. There are inherent risks associated with new product or packaging innovation, including uncertainties about trade and consumer acceptance or potential impacts on our existing product offerings. Successful innovation may depend on our ability to obtain, protect, and maintain necessary intellectual property rights and to avoid infringing upon the intellectual property rights of others. Failure to innovate successfully could compromise our competitive position and impact our product sales, financial condition, and operating results.

Removed

Addressing changes in consumer preferences may require successful development, introduction, and marketing of new products and line extensions. There are inherent risks associated with new product or packaging innovation, including uncertainties about trade and consumer acceptance or potential impacts on our existing product offerings. Successful innovation may depend on our ability to obtain, protect, and maintain necessary intellectual property rights and to avoid infringing upon the intellectual property rights of others. Failure to innovate successfully could compromise our competitive position and impact our product sales, financial condition, and operating results.

Reworded

Consumers are increasingly focused on sustainability, with particular attention to the recyclability or reuse of product packaging, reducing consumption of single-use plastics and non-recyclable materialsmaterials, and the environmental impact of manufacturing operations. If we do not meet consumer demands by continuing to provide sustainable packaging options and focusing on sustainability throughout our manufacturing operations, our sales could suffer.

Reworded

Consumer shopping behavior is also rapidly evolving. Changes in mobility, travel, and leisure activity patterns, the acceleration of e-commerce and other methods of purchasing products,e-commerce, inflation and economic uncertainty, and pandemics, epidemicsepidemics, or other disease outbreaks, among others, have impacted and could continue to impact consumer shopping behavior and demand for our products. If we are unable to meet the consumer where and when they desire their products or if we are unable to respond to changes in distribution channels, our financial results could be adversely impacted.

Reworded

The success of our business depends in part on our ability to maintain consumer confidence in the safety and quality of all of our products, including beverage products, their ingredients, their packaging, and our brewers. A failure or perceived failure to meet our quality, health, or safety standards, particularly as we expand our product offerings through innovation, partnershipspartnerships, or acquisitions into new beverage categories, including product contamination or tampering, undeclared allergensallergens, or allegations of mislabeling, whether actual or perceived, couldhas occuroccurred, and may in the future occur, in our operations or those of our bottlers, manufacturers, distributorsdistributors, or suppliers. This could result in time-consuming and expensive production interruptions, recalls, market withdrawals, product liability claims, and negative publicity. It could also result in the destruction of product inventory, lost sales due to the unavailability of product for a period of time, fines from applicable regulatory agencies, and higher-than-anticipated rates of warranty returns and other returns of goods. Moreover, negative publicity may result from false, unfounded, or nominal liability claims or limited recalls.

Showing the first 60 of 179 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

20new paragraphs
27removed paragraphs
42reworded paragraphs
6,686 → 6,056words in section

New heading “JDE Peet's Acquisition”

Removed heading “Key Events During and Subsequent to the Fourth Quarter of 2024”

Removed heading “Cash Conversion Cycle”

Removed heading “Accounts Payable Program”

Removed heading “Investments in Unconsolidated Affiliates”

Removed heading “Acquisitions of Businesses and Purchases of Intangible Assets”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: impairment, goodwill, labor
“Income from operations increased 56.5% to $2,939 million for the year ended December 31, 2025. This performance was led by the favorable comparison of our non-cash impairment charges for goodwill and intangible assets compared to the prior year (34 percentage points), the gross profit impact of net sales growth (32 percentage points), and the favorable comparison of the termination fee associated with ABI incurred in the prior year (12 percentage points). …”
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Reworded topics: tariff, liquidity, inflation

Paragraph as it now reads, with added and removed wording marked:

Disruptions in financial and credit markets, including those caused by inflation, global economic uncertainty andor economic downturns, fluctuations in interest rates, or the imposition of new tariffs or changes to existing tariffs, trade wars, barriers or restrictions, or threats of such actions, and related uncertainty, may impact our ability to manage normal commercial relationships with our customers, suppliers, and creditors.creditors, and may also impact our ability to access liquidity through financial markets in a timely and cost-effective manner. These disruptions could have a negative impact on the ability of our customers to timely pay their obligations to us, thus reducing our cash flow, or the ability of our vendors to timely supply materials.
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Removed text topics: impairment, goodwill
“Income from Operations. Income from operations decreased $605 million, or 24.4%, to $1,878 million for the year ended December 31, 2024 compared to $2,483 million for the prior year period. This decrease was primarily driven by the non-cash goodwill and intangible impairment charges (29 percentage points) and the accrued termination fee associated with ABI (9 percentage points). …”
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Removed text topics: impairment, goodwill
“Effective Tax Rate. The effective tax rate increased 380 bps to 24.7% for the year ended December 31, 2024, compared to 20.9% in the prior year, primarily driven by the impact of our non-cash goodwill impairment charge (270 bps) and the unfavorable comparison to the prior year tax benefit received from a non-cash adjustment (100 bps).”
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New text topics: downgrade, credit rating
“As a result of our announcement of the JDE Peet's Acquisition and the corresponding financing arrangements anticipated for the transaction, Moody's and S&P have revised their outlook on our credit ratings. On August 25, 2025, Moody's placed KDP ratings under review for downgrade, and S&P has placed KDP on CreditWatch Negative.”
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New text topics: impairment, goodwill
“The effective tax rate decreased 210 bps to 22.6% for the year ended December 31, 2025, compared to 24.7% in the prior year, primarily driven by the favorable comparison of the tax impact of our non-cash goodwill impairment charge in the prior year (230 bps).”
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Full comparison: every changed paragraph (89)

Green = added, red = removed. Unchanged paragraphs, 16 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

KDP is a leading beverage company in North America that manufactures, markets, distributesdistributes, and sells hot and cold beverages and single serve brewing systems. We have a broad portfolio of iconic beverage brands, including Keurig, Dr Pepper, Canada Dry, Mott's, A&W, Peñafiel, Snapple,GHOST, 7UP, Snapple, Green Mountain Coffee Roasters, GHOST, Clamato, Core Hydration, and The Original Donut Shop.Shop, KDPand hasCore Hydration, as well as the Keurig brewing system. Our beverage brands are some of the most recognized beverage brands in North America, with significant consumer awareness levels and long histories that evoke strong emotional connections with consumers. We offer more than 125 owned, licensed, and partner brands, availablesupported nearlyby everywhere people shop and consume beverages through our sales andpowerful distribution network.capabilities.

Removed

KDP operates as an integrated brand owner, manufacturer, and distributor. We believe our integrated business model strengthens our route-to-market and provides opportunities for net sales and profit growth through the alignment of the economic interests of our brand ownership and our manufacturing and distribution businesses through both our DSD system and our WD system. We market and sell our products to retailers, including supermarkets, mass merchandisers, club stores, pure-play e-commerce retailers, and office superstores; to restaurants, hotel chains, office product and coffee distributors, and partner brand owners; and directly to consumers through our website. Our integrated business model enables us to be more flexible and responsive to the changing needs of our large retail customers and allows us to more fully leverage our scale and reduce costs by creating greater geographic manufacturing and distribution coverage.

Reworded

•The U.S. Refreshment Beverages segment reflects sales in the U.S. from the manufacture and distribution of branded concentrates, syrup, andsyrups, finished beverages, and other consumables, including the sales of our own brands and third-party brands, to third-party bottlers, distributors, and retailers.

Reworded

•For beverage concentrates, we measure our sales volume as concentrate case sales for concentrates sold by us to our bottlers and distributors. A concentrate case is the amount of concentrate needed to make one case of 288 fluid ounces of finished beverage, the equivalent of 24 twelve ouncetwelve-ounce servings. It does not include any other component of the finished beverage other than concentrate.

Removed

Key Events During and Subsequent to the Fourth Quarter of 2024

Removed

On October 23, 2024, we entered into a definitive agreement with GHOST, and certain other parties named therein, to acquire a controlling interest in GHOST. Founded in 2016, GHOST is a lifestyle sports nutrition business with a portfolio anchored by GHOST Energy, a leading ready-to-drink energy brand.

Removed

Under the terms of the agreement, we initially purchased a 60% stake in GHOST for aggregate consideration of approximately $1 billion on December 31, 2024. We also entered into an agreement requiring us to purchase the remaining equity interests in GHOST in 2028. The initial payment was funded primarily by proceeds drawn from the Term Loan Agreement. We also executed an agreement with GHOST and ABI which transfers the distribution rights for GHOST products from ABI to us, effective March 3, 2025, for a termination payment to ABI of $225 million which will be paid during the first quarter of 2025. Refer to Note 4 of the Notes to our Consolidated Financial Statements for additional information.

Removed

On January 31, 2025, we repaid the amount outstanding under the Term Loan Agreement using proceeds from commercial paper.

Reworded

We believe the North American beverage market is influenced by certain key trends and uncertainties. Refer to Item 1A, Risk Factors, as well as the Uncertainties and Trends Affecting Liquidity and Capital Resources section below, for more information about risks and uncertainties facing us.

Reworded

Refer to Note 67 of the Notes to our Consolidated Financial Statements and Item 7A, Quantitative and Qualitative Disclosures About Market Risk for management's discussion of how we manage our exposure to foreign exchange risk, interest rate risk, and commodity risk.

Removed

We eliminate from our financial results all intercompany transactions between entities included in our consolidated financial statements and the intercompany transactions with our equity method investees.

Added

Sales Volumes

Added

Net Sales Drivers

Added

(1)The acquisition of GHOST contributed 3.8 percentage points to our consolidated volume / mix growth for the year ended December 31, 2025.

Removed

Sales Volume. The following table provides the change in sales volume compared to the prior year:

Removed

Net Sales. Net sales increased $537 million, or 3.6%, to $15,351 million for the year ended December 31, 2024 compared to $14,814 million in the prior year. This performance reflected volume/mix growth of 2.7% and favorable net price realization of 1.2%, slightly offset by unfavorable impacts from FX translation of 0.3%.

Reworded

Gross Profit. Gross profit increased $449$470 million, or 5.6%,5.5%, to $8,529$8,999 million for the year ended December 31, 20242025 compared to $8,080$8,529 million in the prior year. This performance primarily reflected the gross profit impact of net sales growth (39 percentage points), apartially offset by the net benefitunfavorable impact from changes in ingredients, materials, and productivityproductivity, inclusive of tariffs (24 percentage points), and earned equity from the achievement of milestones associated with certain distribution agreements (1 percentage point), partially offset by net increases in other manufacturing costs (1 percentage point).

Reworded

Selling, General and Administrative Expenses. SG&A expenses increased $101$338 million, or 2.1%,6.7%, to $5,013$5,351 million for the year ended December 31, 20242025 compared to $4,912$5,013 million in the prior year, ledprimarily driven by increases inincreased transportation and warehousing expenses (24 percentage points) and people costs (1 percentage point), partially offset by reduced costs associated with productivitythe projectsJDE Peet's Acquisition and Separation (12 percentage pointpoints), and higher labor costs (2 percentage points).

Reworded

Impairment of Goodwill. Impairment of goodwill in the prior year reflected a non-cash impairment charge of $306 million within the U.S. Warehouse Direct reporting unit in the U.S. Refreshment Beverages segment. Refer to Note 56 of the Notes to our Consolidated Financial Statements for further information.

Reworded

Impairment of Other Intangible Assets. Impairment of intangible assets reflecteddecreased $334 million to $78 million, driven by the favorable comparison of non-cash impairment charges of $412 million for intangible brand assets,assets primarilycompared ledto bythe Snapple.prior year. Refer to Note 56 of the Notes to our Consolidated Financial Statements for further information.

Reworded

Other operating expense (income), net. Other operating (expenseincome) income,expense, net reflected ana unfavorablefavorable change of $233$212 million for the year ended December 31, 2024,2025, primarily driven by the accruedfavorable comparison of the $225 million termination fee associated with ABI.ABI incurred in the prior year. Refer to Note 4 of the Notes to our Consolidated Financial Statements for further information.

Reworded

Income from Operations. Income from operations decreasedincreased $601$984 million, or 18.8%,38.0%, to $2,591$3,575 million for the year ended December 31, 20242025 compared to $3,192$2,591 million in the prior year, as our increase in gross profit (14 percentage points) was more than offsetdriven by the impactsfavorable comparison of our non-cash impairment charges for goodwill and other intangible assets (22compared percentageto points)the prior year, increased gross profit, and the accruedfavorable comparison to the termination fee associated with ABI (7incurred percentagein points).the prior year. These benefits were partially offset by increased SG&A expenses.

Reworded

Interest Expense, Net. Interest expense, net increased $239$19 million, or 48.2%,2.6%, to $735$754 million for the year ended December 31, 20242025 compared to $496$735 million for the prior year, primarily driven by increased debt and higher financing costs (3212 percentage points), andwhich anwere unfavorablemostly offset by a favorable year-over-year change in unrealized mark-to-market activity (1710 percentage points).

Removed

Effective Tax Rate. The effective tax rate increased 380 bps to 24.7% for the year ended December 31, 2024, compared to 20.9% in the prior year, primarily driven by the impact of our non-cash goodwill impairment charge (270 bps) and the unfavorable comparison to the prior year tax benefit received from a non-cash adjustment (100 bps).

Reworded

NetOther Income.expense Net(income), incomenet decreasedreflected $740an million,unfavorable orchange 33.9%,of to $1,441$192 million for the year ended December 31, 20242025, asprimarily compareddriven toby $2,181an increase of $214 million in theour priormandatory year.redemption liability for GHOST.

Added

The effective tax rate decreased 210 bps to 22.6% for the year ended December 31, 2025, compared to 24.7% in the prior year, primarily driven by the favorable comparison of the tax impact of our non-cash goodwill impairment charge in the prior year (230 bps).

Added

Net income increased $638 million, or 44.3%, to $2,079 million for the year ended December 31, 2025, primarily driven by increased income from operations, partially offset by the increase in our mandatory redemption liability for GHOST.

Reworded

Diluted EPS. Diluted EPS decreasedincreased 32.3%45.7% to $1.05$1.53 per diluted share as compared to $1.55$1.05 in the prior year.

Reworded

The following tables setprovide forthcertain netresults sales and income fromof operations for our reportable segments for the years ended December 31, 20242025 and 2023, as well as the other amounts necessary to reconcile our total segment results to our consolidated results presented in accordance with U.S. GAAP2024:

Added

Sales Volumes

Added

Net Sales Drivers

Added

(1)The acquisition of GHOST contributed 6.2 percentage points to our volume / mix growth in U.S. Refreshment Beverages for the year ended December 31, 2025.

Removed

The following table provides selected information about our U.S. Refreshment Beverages segment’s results:

Reworded

Sales Volume.volume Salesincreased volumes0.7% for the year ended December 31, 20242025, increasedled approximatelyby 1.0%growth comparedin toour energy portfolio, including the prioracquisition yearof period.GHOST, Growthand in carbonated soft drinksdrinks. andThese thebenefits contributions from partnerships, such as Electrolit and C4, waswere partially offset by softness in our still beverages portfolio.

Reworded

Net Sales. Net sales increased 5.8%11.9% to $9,331$10,439 million infor the year ended December 31, 2024,2025, comparedled toby $8,821volume million/ inmix growth, including a benefit from the prioracquisition yearof period,GHOST, drivenas bywell favorableas higher net price realization of 3.1% and volume/mix growth of 2.7%.realization.

Added

Income from operations increased 56.5% to $2,939 million for the year ended December 31, 2025. This performance was led by the favorable comparison of our non-cash impairment charges for goodwill and intangible assets compared to the prior year (34 percentage points), the gross profit impact of net sales growth (32 percentage points), and the favorable comparison of the termination fee associated with ABI incurred in the prior year (12 percentage points). These benefits were partially offset by increased transportation and warehousing expenses (8 percentage points) and higher labor costs (5 percentage points).

Removed

Income from Operations. Income from operations decreased $605 million, or 24.4%, to $1,878 million for the year ended December 31, 2024 compared to $2,483 million for the prior year period. This decrease was primarily driven by the non-cash goodwill and intangible impairment charges (29 percentage points) and the accrued termination fee associated with ABI (9 percentage points). Other drivers include the benefit to gross profit of net sales growth (13 percentage points), a net benefit from changes in ingredients, materials, and productivity (3 percentage points), and earned equity from the achievement of milestones associated with certain distribution agreements (3 percentage points), partially offset by increased transportation and warehousing expenses (3 percentage points).

Added

Appliance volume decreased 19.9%, reflecting price elasticity impacts, category softness, and continued retailer inventory management. K-Cup pod volume decreased 4.8%, reflecting price elasticity impacts.

Removed

The following table provides selected information about our U.S. Coffee segment’s results:

Removed

Sales Volume. K-Cup pod volume was flat for the year ended December 31, 2024 compared to the prior year period. Appliance volume increased 7.3% in the year ended December 31, 2024, driven by Keurig market share momentum and improving coffeemaker category trends.

Reworded

Net Sales. Net sales decreasedincreased 2.6%0.6% to $3,967$3,990 million for the year ended December 31, 2024 compared to $4,071 million in the prior year period,2025, driven by unfavorablehigher net price realization of 3.6%,realization, partially offset by unfavorable volume /mix growth of 1.0%.mix.

Reworded

Income from Operations. Income from operations decreased $79 million, or 6.8%,10.8% to $1,079$962 million for the year ended December 31, 2024, compared to $1,158 million in the prior year period,2025, driven by thea grossnet profitunfavorable impactchange in ingredients, materials, and productivity, inclusive of the net sales decreasetariffs (1122 percentage points), partially offset by athe benefit of net benefitsales from changes in ingredients, materials, and productivitygrowth (311 percentage points).

Added

LRB sales volume increased 2.3%. Appliance volumes decreased 1.7%, and K-Cup pod volumes increased 2.0%.

Removed

The following table provides selected information about our International segment’s results:

Removed

Sales Volume. The following table provides the percentage change in sales volumes for the International segment compared to the prior year period:

Reworded

Net Sales. Net sales increased 6.8%5.9% to $2,053$2,174 million in the year ended December 31, 2024, compared to $1,922 million in the prior year period,2025, reflecting volume/mix growth of 6.2% and higher net price realization ofand 3.0%,volume / mix growth, partially offset by unfavorable FX translation of 2.4%.translation.

Reworded

Income from Operations. Income from operations increased $70 million, or 14.7%,0.2% to $545$546 million for the year ended December 31, 20242025, compared to $475 million inreflecting the priorbenefit year period. This performance reflectedfrom the gross profit impact of volume/mixnet sales growth and higher net price realization (2517 percentage points), andwhich was mostly offset by a net benefitunfavorable impact from changes in ingredients, materials, and productivity (510 percentage points), partially offset byand increased transportation and warehousing expenses (5 percentage points) and higher marketing investment (57 percentage points).

Reworded

We believe our financial condition and liquidity remain strong. We continue to manage all aspects of our business, including, but not limited to,including monitoring the financial health of our customers, suppliers, and other third-party relationships, implementing gross margin enhancement strategies through our productivity initiatives, and developing new opportunities for growth such as innovation and agreements with partners to distribute brands that are accretive to our portfolio.

Reworded

Cash generated by our foreign operations is generally repatriated to the U.S. periodically as working capital funding requirements, where allowed.periodically. We do not expect restrictions or taxes on repatriation of cash held outside the U.S. to have a material effect on our overall business, liquidity, financial condition, or results of operations for the foreseeable future.

Reworded

Our principal sources of liquidity are our existing cash and cash equivalents, cash generated from our operations, and borrowing capacity currently available under our 2025 Revolving Credit Agreement and our Term Loan Agreement. Additionally, we have an uncommitted commercial paper program where we can issue unsecured commercial paper notes on a private placement basis. Based on our current and anticipated level of operations, we believe that our operating cash flows will be sufficient to meet our anticipated obligations related to our normal course of business (excluding the impacts of the JDE Peet's Acquisition described below) for the next twelve months and thereafter for the foreseeable future. To the extent that our operating cash flows are not sufficient to meet our liquidity needs, we may utilize cash on hand or amounts available under our financing arrangements,arrangements. if necessary. At any time, and fromFrom time to time, we may seek additional deleveraging, refinancing, or liquidity enhancing transactions, including entering into transactions to repurchase or redeem outstanding indebtedness or otherwise seek transactions to reduce interest expense, extend debt maturities, and improve our capital and liquidity structure.

Reworded

Net cash provided by operating activities increaseddecreased $890$228 million for the year ended December 31, 2024,2025, as compared to the year ended December 31, 2023,2024. The decrease was driven by the favorableunfavorable comparison in working capitalcapital, versuspartially offset by a higher net income adjusted for non-cash items in the prior yearcurrent period.

Removed

Cash Conversion Cycle

Removed

Our cash conversion cycle is defined as DIO and DSO less DPO. The calculation of each component of the cash conversion cycle is provided below:

Removed

The following table summarizes our cash conversion cycle:

Removed

Our cash conversion cycle increased 20 days to approximately 12 days as of December 31, 2024 as compared to (8) days as of December 31, 2023, which was primarily driven by the decrease in DPO, reflecting the reduction of payment terms for certain suppliers.

Removed

Accounts Payable Program

Removed

We work with our suppliers to optimize our terms and conditions, which includes payment terms. Excluding our suppliers who require cash at date of purchase or sale, our current payment terms with our suppliers generally range from 10 to 360 days. We also enter into agreements with third party administrators to allow participating suppliers to track payment obligations from us, and, if voluntarily elected by the supplier, sell payment obligations from us to financial institutions. Suppliers can sell one or more of our payment obligations at their sole discretion and our rights and obligations to our suppliers are not impacted. We have no economic interest in a supplier’s decision to enter into these agreements and no direct financial relationship with the financial institutions. Our obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted. Refer to Note 2 of the Notes to our Consolidated Financial Statements for additional information on our obligations to participating suppliers.

Added

As of December 31, 2025, we were in compliance with all debt covenants, and we have no reason to believe that we will be unable to satisfy these covenants.

Reworded

DebtCredit Ratings

Added

As a result of our announcement of the JDE Peet's Acquisition and the corresponding financing arrangements anticipated for the transaction, Moody's and S&P have revised their outlook on our credit ratings. On August 25, 2025, Moody's placed KDP ratings under review for downgrade, and S&P has placed KDP on CreditWatch Negative.

Showing the first 60 of 89 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-10 (period ending 2026-06-30) with 10-Q filed 2026-04-23 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

233new paragraphs
0removed paragraphs
1reworded paragraphs
54 → 18,410words in section

New heading “RISK FACTORS SUMMARY”

New heading “RISKS RELATED TO OUR OPERATIONS”

New heading “Disruption of our manufacturing and distribution operations or supply chain, including increased input costs, may adversely affect our financial condition or results of operations.”

New heading “We operate in highly competitive categories, and any inability to compete effectively could adversely impact our business.”

New heading “We may not effectively respond to changing consumer preferences and shopping behavior, which could impact our financial results.”

New heading “Concerns about the safety, quality, or health effects of our products could negatively affect our business.”

New heading “Damage to our reputation or brand image can adversely affect our business.”

New heading “If we do not successfully manage our acquisitions of and investments in new businesses or brands, our operating results may be adversely affected.”

New heading “Failure to realize benefits or successfully manage the potential negative consequences of our productivity initiatives can adversely affect our financial performance.”

New heading “Our facilities and operations may require substantial investment and upgrading, and such investments may not achieve the intended financial benefits.”

New heading “We depend on key information systems, and our use of information technology exposes us to business disruptions that could adversely affect us.”

New heading “Our intellectual property rights could be infringed or we could infringe the intellectual property rights of others, and adverse events regarding licensed intellectual property could harm our business.”

New heading “Failure to attract, retain, develop and motivate a highly skilled and diverse workforce, or failure to effectively manage changes in our workforce could significantly impact our operations.”

New heading “We may not be able to renew collective bargaining agreements on satisfactory terms, or we could experience union activity, including new unionization, labor disputes, or work stoppages.”

New heading “Increases in our cost of employee benefits in the future could reduce our profitability.”

New heading “A significant interruption at one of our production facilities could disrupt our supply of the affected products.”

New heading “Our efforts to secure an adequate supply of quality or sustainable coffee may be unsuccessful.”

New heading “If we are unable to manage our inventory and forecasting systems effectively, our business, financial condition, or results of operations could be adversely affected.”

New heading “RISKS RELATED TO OUR FINANCIAL PERFORMANCE”

New heading “We negotiate with our suppliers to optimize our terms and conditions, including payment terms, and reductions in our payment terms with our suppliers could adversely affect our liquidity.”

New heading “An impairment of the value of our goodwill and other indefinite lived intangible assets could have a material adverse effect on our financial statements.”

New heading “RISKS RELATING TO OUR RELATIONSHIPS WITH THIRD PARTIES”

New heading “We depend on third-party bottling and distribution companies for a significant portion of our business.”

New heading “Changes in the retail landscape or in sales to any key customer can adversely affect our business.”

New heading “Failure to maintain strategic relationships with brand owners, operators and private label brands, including through licensing and distribution agreements, could adversely impact our future growth and business, potentially resulting in the termination of those agreements.”

New heading “Equity method investments are managed independently of us and may have different interests than we do. Their decisions could impact our financial performance.”

New heading “The use of information technology by our third-party commercial partners and service providers exposes us to business disruptions or other negative impacts that could adversely affect us.”

New heading “We rely on the performance of a limited number of suppliers, manufacturers and order fulfillment companies for our brewers and coffee machines, beverage concentrates, and syrups.”

New heading “GENERAL RISK FACTORS”

New heading “Our financial results may be negatively impacted by unfavorable economic and geopolitical conditions.”

New heading “National and international laws and regulations could adversely affect our business.”

New heading “Litigation or legal proceedings could expose us to significant liabilities and damage our reputation.”

New heading “Increased concerns related to the use or disposal of plastics or other packaging materials can adversely affect our business and financial performance.”

New heading “Significant additional labeling or warning requirements or limitations on the marketing or sale of our products may inhibit sales of affected products.”

New heading “Our use of information technology and third-party service providers exposes us to cybersecurity breaches and other business disruptions that could adversely affect us.”

New heading “Failure to comply with personal data protection and privacy laws can adversely affect our business.”

New heading “Climate change or related legislation could adversely affect our business.”

New heading “Water scarcity and quality could adversely affect our business.”

New heading “Fluctuations in our effective tax rate may result in volatility in our financial results.”

New heading “Fluctuations in foreign currency exchange rates relative to the U.S. dollar could have a material adverse effect on our financial results.”

New heading “RISKS RELATED TO THE JDE PEET'S ACQUISITION”

New heading “The market price of our common stock may decline if we do not achieve the expected benefits and synergies of the JDE Peet’s Acquisition.”

New heading “Legal proceedings in connection with the JDE Peet's Acquisition could expose us to substantial costs.”

New heading “If our due diligence investigation of JDE Peet's was inadequate, or if unexpected risks related to JDE Peet's and its business materialize, it could have a material adverse effect on our business.”

New heading “The JDE Peet's Acquisition exposes us to inherent risks in JDE Peet's business and those geographies where JDE Peet's currently operates, which could adversely affect our business.”

New heading “Our acquisition of JDE Peet’s exposes us to significant geopolitical, regulatory, and operational risks in Russia, including the potential loss of those operations, that could adversely affect our business.”

New heading “We may not successfully integrate JDE Peet's into our business, or such integration may be more difficult, time-consuming, or costly than expected, which could adversely affect our business.”

New heading “We are subject to business uncertainties related to the JDE Peet's Acquisition.”

New heading “We have incurred and assumed significant debt as a result of the JDE Peet's Acquisition, which could adversely affect our financial performance.”

New heading “In connection with the JDE Peet's Acquisition, we consummated the JV Investment, which could restrict our operational and corporate flexibility, impact our cash resources, and/or depress the market price of our common stock.”

New heading “The issuance of Convertible Preferred Stock in connection with the JDE Peet's Acquisition may adversely affect the rights and market price of our common stock as well as our capital resources.”

New heading “RISKS RELATED TO THE SEPARATION”

New heading “The Separation may not be completed on the terms or timeline currently contemplated, if at all, and will involve significant time, expenses, and resources, which could adversely affect our business.”

New heading “We may be unable to achieve some or all of the anticipated strategic and financial benefits from the Separation.”

New heading “Following the Separation, we may not maintain a satisfactory credit rating, which could adversely affect the financial performance of our businesses.”

New heading “Following the Separation, the price of our common stock may decline and may experience greater volatility.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: investigation, litigation, penalt, export control
“The legal and regulatory environment affecting foreign-owned businesses in Russia remains dynamic and unpredictable and may continue to change, potentially on short notice. New or expanded sanctions, export controls, Russian countermeasures or other restrictions could require us to modify, reduce, suspend or exit some or all of our Russian operations, potentially at substantial cost. …”
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New text topics: tariff, sanction, cybersecurity incident, supply chain
“The raw materials and other supplies, including agricultural commodities (such as green coffee, including Arabica and Robusta beans, tea leaf, palm and coconut oil, milk, sugar, cocoa, corn and apples), fuel (crude oil, electricity and natural gas) and packaging materials (including aluminum, resins, paper products, and glass), transportation, and other supply chain inputs that we use for the manufacture, production, and distribution of our products are subject to price volatility and fluctuations in availability caused by many factors, including changes in supply and demand; …”
see in full comparison
New text topics: antitrust, tariff, export control, sanction
“We are subject to a variety of national, state, and local laws and regulations in the countries in which we conduct business. These laws and regulations apply to many aspects of our business, including the manufacture, safety, sourcing, packaging, labeling, storing, transportation, marketing, advertising, distribution, pricing, and sale of our products. Other laws and regulations that may impact our business relate to competition and antitrust, the environment, relations with distributors and retailers, employment, privacy, health, and trade practices (including product and marketing claims). …”
see in full comparison
New text topics: investigation, litigation, fine, penalt
“Like most major corporations, we are regularly subject to cyberattacks and other cyber incidents, including the types of attacks and incidents described above. …”
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New text topics: investigation, litigation, fine, penalt
“We are subject to a variety of continuously evolving and developing laws and regulations in numerous jurisdictions regarding privacy, data protection, cybersecurity and data security, including those related to the collection, storage, handling, use, disclosure, transfer, and security and other processing of personal data. …”
see in full comparison
New text topics: investigation, litigation, fine, penalt
“We rely on third-party service providers, including cloud data service and other information technology service providers, suppliers, distributors, contractors, and other business partners, for certain areas of our business, including certain finance, accounting, and IT functions, workforce management, and payroll processing. Some of our commercial partners may also receive or store information provided by us or our users through their websites, including information entrusted to them by customers. …”
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Full comparison: every changed paragraph (234)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Reworded

In addition to other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the risksfollowing andrisk uncertaintiesfactors, discussed in Part I, Item 1A in our Annual Report. Therewhich have been no material changesupdated from the risk factors set forth in Part I, Item 1A in our Annual Report.

Added

RISK FACTORS SUMMARY

Added

•Disruption of our manufacturing and distribution operations or supply chain, including increased input costs, may adversely affect our financial condition or results of operations.

Added

•We operate in highly competitive categories, and any inability to compete effectively could adversely impact our business.

Added

•We may not effectively respond to changing consumer preferences and shopping behavior, which could impact our financial results.

Added

•Concerns about the safety, quality, or health effects of our products could negatively affect our business.

Added

•Damage to our reputation or brand image can adversely affect our business.

Added

•If we do not successfully manage our acquisitions of and investments in new businesses or brands, our operating results may be adversely affected.

Added

•Failure to realize benefits or successfully manage the potential negative consequences of our productivity initiatives can adversely affect our financial performance.

Added

•Our facilities and operations may require substantial investment and upgrading, and such investments may not achieve the intended financial benefits.

Added

•We depend on key information systems, and our use of information technology exposes us to business disruptions that could adversely affect us.

Added

•Our intellectual property rights could be infringed or we could infringe the intellectual property rights of others, and adverse events regarding licensed intellectual property could harm our business.

Added

•Failure to attract, retain, develop and motivate a highly skilled and diverse workforce, or failure to effectively manage changes in our workforce could significantly impact our operations.

Added

•We may not be able to renew collective bargaining agreements on satisfactory terms, or we could experience union activity, including new unionization, labor disputes, or work stoppages.

Added

•Increases in our cost of employee benefits in the future could reduce our profitability.

Added

•A significant interruption at one of our production facilities could disrupt our supply of the affected products.

Added

•Our efforts to secure an adequate supply of quality or sustainable coffee may be unsuccessful.

Added

•If we are unable to manage our inventory and forecasting systems effectively, our business, financial condition, or results of operations could be adversely affected.

Added

•We negotiate with our suppliers to optimize our terms and conditions, including payment terms, and reductions in our payment terms with our suppliers could adversely affect our liquidity.

Added

•An impairment of the value of our goodwill and other indefinite lived intangible assets could have a material adverse effect on our financial statements.

Added

•We depend on third-party bottling and distribution companies for a significant portion of our business.

Added

•Changes in the retail landscape or in sales to any key customer can adversely affect our business.

Added

•Failure to maintain strategic relationships with brand owners, operators and private label brands, including through licensing and distribution agreements, could adversely impact our future growth and business, potentially resulting in the termination of those agreements.

Added

•Equity method investments are managed independently of us and may have different interests than we do. Their decisions could impact our financial performance.

Added

•The use of information technology by our third-party commercial partners and service providers exposes us to business disruptions or other negative impacts that could adversely affect us.

Added

•We rely on the performance of a limited number of suppliers, manufacturers and order fulfillment companies for our brewers and coffee machines, beverage concentrates, and syrups.

Added

•Our financial results may be negatively impacted by unfavorable economic and geopolitical conditions.

Added

•National and international laws and regulations could adversely affect our business.

Added

•Litigation or legal proceedings could expose us to significant liabilities and damage our reputation.

Added

•Increased concerns related to the use or disposal of plastics or other packaging materials can adversely affect our business and financial performance.

Added

•Significant additional labeling or warning requirements or limitations on the marketing or sale of our products may inhibit sales of affected products.

Added

•Our use of information technology and third-party service providers exposes us to cybersecurity breaches and other business disruptions that could adversely affect us.

Added

•Failure to comply with personal data protection and privacy laws can adversely affect our business.

Added

•Climate change or related legislation could adversely affect our business.

Added

•Water scarcity and quality could adversely affect our business.

Added

•Fluctuations in our effective tax rate may result in volatility in our financial results.

Added

•Fluctuations in foreign currency exchange rates relative to the U.S. dollar could have a material adverse effect on our financial results.

Added

•The market price of our common stock may decline if we do not achieve the expected benefits and synergies of the JDE Peet’s Acquisition.

Added

•Legal proceedings in connection with the JDE Peet's Acquisition could expose us to substantial costs.

Added

•If our due diligence investigation of JDE Peet's was inadequate, or if unexpected risks related to JDE Peet's and its business materialize, it could have a material adverse effect on our business.

Added

•The JDE Peet's Acquisition exposes us to inherent risks in JDE Peet's business and those geographies where JDE Peet's currently operates, which could adversely affect our business.

Added

•Our acquisition of JDE Peet’s exposes us to significant geopolitical, regulatory, and operational risks in Russia, including the potential loss of those operations, that could adversely affect our business.

Added

•We may not successfully integrate JDE Peet's into our business, or such integration may be more difficult, time-consuming, or costly than expected, which could adversely affect our business.

Added

•We are subject to business uncertainties related to the JDE Peet's Acquisition.

Added

•We have incurred and assumed significant debt as a result of the JDE Peet's Acquisition, which could adversely affect our financial performance.

Added

•In connection with the JDE Peet's Acquisition, we consummated the JV Investment, which could restrict our operational and corporate flexibility, impact our cash resources, and/or depress the market price of our common stock.

Added

•The issuance of Convertible Preferred Stock in connection with the JDE Peet's Acquisition may adversely affect the rights and market price of our common stock as well as our capital resources.

Added

•The Separation may not be completed on the terms or timeline currently contemplated, if at all, and will involve significant time, expenses, and resources, which could adversely affect our business.

Added

•We may be unable to achieve some or all of the anticipated strategic and financial benefits from the Separation.

Added

•Following the Separation, we may not maintain a satisfactory credit rating, which could adversely affect the financial performance of our businesses.

Added

•Following the Separation, the price of our common stock may decline and may experience greater volatility.

Added

RISKS RELATED TO OUR OPERATIONS

Added

Disruption of our manufacturing and distribution operations or supply chain, including increased input costs, may adversely affect our financial condition or results of operations.

Added

We have experienced, and could continue to experience, disruptions in our supply chain and our manufacturing and distribution operations, which could have a material adverse effect on our business. Some raw materials and supplies used in the production of our products, including packaging materials and green coffee, are available from a limited number of suppliers or could be in short supply when seasonal demand is at its peak or when international logistics are disrupted. Certain raw materials and supplies used in the production of our products are sourced from countries experiencing unfavorable economic conditions, civil unrest or political instability. Adverse weather conditions may affect the supply of agricultural commodities from which key ingredients for our products are derived. We may not be able to maintain favorable arrangements and relationships with suppliers, and our contingency plans may not be effective to mitigate disruptions that may arise from shortages or discontinuation of any raw materials and other supplies that we use in the manufacture and distribution of our products. In order to ensure a continuous supply of high-quality raw materials, some of our inventory purchase obligations include long-term purchase commitments for certain strategic raw materials; the timing of these may not always coincide with the period in which we need the supplies to fulfill customer demand. Any sustained or significant disruption to the manufacturing or sourcing of raw materials could increase our costs and interrupt product supply, which could adversely impact our business. Additionally, if demand increases beyond our production capabilities, we may need to expand our capacity.

Added

The raw materials and other supplies, including agricultural commodities (such as green coffee, including Arabica and Robusta beans, tea leaf, palm and coconut oil, milk, sugar, cocoa, corn and apples), fuel (crude oil, electricity and natural gas) and packaging materials (including aluminum, resins, paper products, and glass), transportation, and other supply chain inputs that we use for the manufacture, production, and distribution of our products are subject to price volatility and fluctuations in availability caused by many factors, including changes in supply and demand; supplier capacity constraints; inflation; weather conditions (including the effects of climate change); natural disasters; disease or pests; agricultural uncertainty; cost increases in farm inputs; health epidemics, pandemics, or other contagious outbreaks; labor shortages, strikes, or work stoppages; changes in or the enactment of new laws and regulations; governmental actions or controls (including import/export restrictions, such as new, increased, or retaliatory tariffs, sanctions, quotas, or trade barriers); port congestion or delays; transport capacity constraints; cybersecurity incidents or other disruptions; political uncertainties; acts of terrorism; governmental instability; speculation in global trading of commodities, such as green coffee; or fluctuations in foreign currency exchange rates. Many of these factors could also cause a significant disruption at our manufacturing and distribution facilities, or the facilities of our bottlers, contract manufacturers, or distributors, which could have a material adverse effect on our business. We have been affected by a number of these factors, led by inflationary pressures on input and other costs, which may continue.

Added

Many of our raw materials and supplies are purchased in the open market, and the prices we pay for such items are subject to fluctuation. Under many of our supply arrangements, the price we pay for raw materials fluctuates along with certain changes in underlying commodities costs. This could lead to higher and more variable inventory levels or higher raw material costs for us. The quality of the green coffee we seek tends to trade on a negotiated basis at a premium to or, at times, discount from, the underlying futures of green coffee, and can vary significantly. Single-origin, Arabica, and responsibly-sourced green coffee sell at higher prices than other green coffees, in part because producers cannot increase supply in the short run to meet rising demand. Volatility in green coffee prices can impact our ability to enter into fixed-price purchase commitments. We frequently enter into “price-to-be-fixed” supply contracts with defined quality, quantity, and other negotiated terms, but the date, and therefore price, at which the base coffee commodity price component will be fixed has not yet been established. We also enter into forward delivery contracts for physical green coffee and use futures to hedge our exposure to green coffee prices.

Added

When input prices increase unexpectedly or significantly, we may be unwilling or unable to increase our finished product prices or unable to effectively hedge against price increases to offset these increased costs without suffering reduced volume, revenue, margins, and operating results. To the extent that price increases on finished products are not sufficient to offset higher costs adequately or in a timely manner, or if they result in significant decreases in sales volume, our financial condition or results of operations may be adversely affected. For example, if the price of green coffee were to increase significantly and we are unable to increase our prices sufficiently to an equivalent degree to compensate, we may be required to take additional measures in affected markets, including ceasing advertising campaigns or temporarily halting trading in such markets. In addition, if we have previously hedged a commodity at higher price levels and that commodity’s price then decreases rapidly, the resulting change in value of the derivative instruments could increase our cost of goods sold. We are also exposed to counterparty risk under our hedging and physical green coffee contracting arrangements and, because the terms of our fixed-price purchase commitments do not necessarily match the term of our agreements to sell products to customers, our hedging strategies may not effectively reduce our exposure to commodity price increases. In addition, there may be a time lag between when commodity costs increase and when we are able to increase our prices, which may compress our margins, and if commodity prices then decline before we have increased our prices, we may be unable to recover losses caused by such temporary increases in commodity costs.

Added

We operate in highly competitive categories, and any inability to compete effectively could adversely impact our business.

Added

The beverage industry is highly competitive and continues to evolve in response to changing consumer preferences. We compete with multinational corporations with established brands that can rapidly respond to competitive pressures and changes in consumer preferences by introducing new products, changing their route-to-market, reducing prices, or increasing promotional activities. We also compete with various smaller or regional companies and private label manufacturers, which may be more innovative, better able to bring new products to market, and better able to quickly serve niche markets or better meet continuously evolving consumer preferences. Additionally, we compete for contract manufacturing with other bottlers and manufacturers.

Added

A significant portion of our business is attributable to sales of single serve coffee formats, including K-Cup pods for use with Keurig brewing systems and other single serve coffee formats compatible with various third-party single serve coffee brewers. Continued acceptance of Keurig brewers and other single serve coffee brewers compatible with our products to further increase household penetration is a significant factor in our growth plans. Any substantial or sustained decline in the sale of brewers could materially and adversely affect our business. Keurig brewers and other single serve brewers related to our single serve offerings compete against all sellers and types of coffeemakers, as well as coffee stores. Our competitive position may be weakened if we do not succeed in differentiating our single serve brewers from our competitors’ products.

Showing the first 60 of 234 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

57new paragraphs
14removed paragraphs
30reworded paragraphs
3,301 → 5,055words in section

New heading “References in the financial tables to percentage changes that are not meaningful are denoted by "NM".”

New heading “We acquired JDE Peet's on April 1, 2026, which contributed to our results beginning in the second quarter of 2026. Percentage changes for consolidated results disclosed below include the impact of the acquisition.”

New heading “First Six Months of 2026 Compared to First Six Months of 2025”

New heading “Consolidated Operations”

New heading “Results of Operations by Segment”

New heading “U.S. Refreshment Beverages”

New heading “KDP International”

Removed heading “Net Sales Drivers”

Removed heading “Net Sales Drivers”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text
“We acquired JDE Peet's on April 1, 2026, which contributed to our results beginning in the second quarter of 2026. Percentage changes for consolidated results disclosed below include the impact of the acquisition.”
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New text topics: tariff, labor
“Income from operations increased 12.7% to $1,578 million for the first six months of 2026. This performance was driven by the gross profit impact of net sales growth (24 percentage points), which was partially offset by a net unfavorable impact from changes in ingredients, materials, and productivity, inclusive of tariffs (7 percentage points), increased transportation and warehousing expenses (3 percentage points), and higher labor costs (2 percentage points).”
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New text
“References in the financial tables to percentage changes that are not meaningful are denoted by "NM".”
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New text
“First Six Months of 2026 Compared to First Six Months of 2025”
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New text
“Results of Operations by Segment”
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New text topics: tariff
“Gross profit increased 36.0% to $3,066 million for the second quarter of 2026, as compared to $2,255 million for the second quarter of 2025. The benefits to gross profit of the JDE Peet’s Acquisition (45 percentage points) and legacy KDP net sales growth (10 percentage points) were partially offset by the impact of the JDE Peet’s inventory step-up recognized in cost of sales in the second quarter of 2026 (14 percentage points) and the net impact from changes in ingredients, materials, and productivity, inclusive of tariffs (4 percentage points).”
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Full comparison: every changed paragraph (101)

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Reworded

Our actual financial performance could differ materially from those projected in the forward-looking statements due to a variety of factors, including the inherent uncertainty of estimates, forecasts, and projections; global economic uncertainty or economic downturns; tariffs or the imposition of new tariffs, trade wars, barriers, or restrictions, sanctions, geopolitical disturbances and conflicts, or threats of such actions and related uncertainty; the risk that our financial performance may be better or worse than anticipated; risks related to the completion of the Separation in the anticipated timeframe, or at all; our incurrence of significant debt or our entry into other funding alternatives, in each case, towhich fundfunded the acquisition of JDE Peet's, which may result in dilution to our stockholders or introduce complexity to our capital structure; additional risks associated with the JDE Peet's Acquisition and those geographies, countries, and associated governments where JDE Peet's currently operates; our ability to successfully integrate JDE Peet's into our business, or that such integration may be more difficult, time-consuming, or costly than expected; constraints on management's attention to operating and growing our business during the execution of the integration of JDE Peet's and the Separation; the potential downgrade of our credit ratings as a result of debt incurred and/or assumed in connection with the JDE Peet's Acquisition; the possibility of negative impacts on business relationships in connection with the JDE Peet's Acquisition and the Separation; the risk that the JDE Peet's Acquisition and the Separation incurincurs significant additional costs; the risk of potential litigation and regulatory actions; negative effects of the JDE Peet's Acquisition and pendency of the Separation on our share price; and the ability to achieve the anticipated strategic and financial benefits from the Separation. Given these uncertainties, you should not put undue reliance on any forward-looking statements. All of the forward-looking statements are qualified in their entirety by reference to the factors discussed under "Risk Factors" in Part I,II, Item 1A of ourthis AnnualQuarterly Report,Report on Form 10-Q, as well as our subsequent filings with the SEC. Forward-looking statements represent our estimates and assumptions only as of the date that they were made. We do not undertake any duty to update the forward-looking statements, and the estimates and assumptions associated with them, after the date of this Quarterly Report on Form 10-Q, except to the extent required by applicable securities laws.

Added

KDP is a leading beverage company with more than 150 owned, licensed, and partner brands, that meet a wide range of needs and occasions. Our North American refreshment beverage business holds leadership positions across carbonated soft drinks, water, juice, and mixers, with a portfolio of iconic brands, such as Dr Pepper, Canada Dry, Mott's, A&W, Peñafiel, GHOST, 7UP, Snapple, Clamato, and Core Hydration. Our global coffee business spans more than 100 markets and includes the leading Keurig single‑serve brewing system in the U.S. and Canada, along with powerhouse brands such as Peet's, L'OR, and Jacobs, and other regional coffee leaders. On April 1, 2026, we acquired JDE Peet's, which contributed to our results beginning in the second quarter of 2026.

Removed

KDP is a leading beverage company in North America that manufactures, markets, distributes, and sells hot and cold beverages and single serve brewing systems. We have a broad portfolio of iconic beverage brands, including Dr Pepper, Canada Dry, Mott's, A&W, Peñafiel, GHOST, 7UP, Snapple, Green Mountain Coffee Roasters, Clamato, The Original Donut Shop, and Core Hydration, as well as the Keurig brewing system. Our beverage brands are some of the most recognized in North America, with significant consumer awareness levels and long histories that evoke strong emotional connections with consumers. We offer more than 125 owned, licensed, and partner brands, supported by powerful distribution capabilities. On April 1, 2026, we acquired JDE Peet's, which includes powerhouse brands such as Peet’s, L’OR and Jacobs. JDE Peet’s will contribute to our results beginning in the second quarter of 2026.

Reworded

Our threefour operating and reportable segments are U.S. Refreshment Beverages, U.S. Coffee, KDP International, and International.JDE Peet's.

Added

VOLUME

Added

In evaluating our performance, we use different volume measures for LRB, coffee and related products, and appliances.

Added

For LRB, we measure our sales volume in 288 fluid ounce equivalent cases.

Added

•For beverage concentrates, we measure our sales volume as concentrate case sales for concentrates sold by us to our bottlers and distributors. A concentrate case is the amount of concentrate needed to make one case of 288 fluid ounces of finished beverage, the equivalent of 24 twelve-ounce servings. It does not include any other component of the finished beverage other than concentrate.

Added

•For packaged beverages, we measure volume as case sales to customers. A case sale represents a unit of measurement equal to 288 fluid ounces of packaged beverage sold by us. Case sales include both our owned brands and certain brands licensed to and/or distributed by us.

Added

For coffee and related products, which includes single serve, ground, instant, and whole bean coffee, as well as related products, including tea and cocoa, we measure our sales volume in metric tons.

Added

For appliances, we measure sales volume in individual units.

Reworded

FirstSecond Quarter of 2026 as compared to FirstSecond Quarter of 2025 (in millions, except Diluted EPS)

Reworded

On January 15, 2026, we commenced a tender offer to acquire all of the issued and outstanding ordinary shares of JDE Peet's for a cash offer price of €31.85 per share, without interest. We substantially completed the tender offer on April 1, 2026. The aggregate cash paid for tendered shares was approximately €15.1 billion, or $17.4 billion.

Reworded

During the first quartersix months of 2026, we completed a series of transactions in order to obtain funding for the consideration of the JDE Peet's Acquisition:

Reworded

Refer to Notes 2, 3, 4, 5, and 195 of the Notes to our unaudited Condensed Consolidated Financial Statements for further information about these transactions and the closing of the JDE Peet's Acquisition.

Reworded

We have incurred acquisition, integration, and financing costs associated with the acquisition of JDE Peet's and planned Separation, which include costs to obtain proceeds to close the JDE Peet's acquisition and costs to manage the FX risk associated with the purchase price. These costs were primarily recorded to Selling, general, and administrative expenses, Interest expense, net, and Other expense (income), net, and aggregated to a pre-tax impact of approximately $298$624 million during the first quartersix months of 2026.

Added

References in the financial tables to percentage changes that are not meaningful are denoted by "NM".

Added

We acquired JDE Peet's on April 1, 2026, which contributed to our results beginning in the second quarter of 2026. Percentage changes for consolidated results disclosed below include the impact of the acquisition.

Reworded

FirstSecond Quarter of 2026 Compared to FirstSecond Quarter of 2025

Added

(1)The JDE Peet’s Acquisition contributed 67.3% of the volume / mix growth in the quarter.

Added

Gross profit increased 36.0% to $3,066 million for the second quarter of 2026, as compared to $2,255 million for the second quarter of 2025. The benefits to gross profit of the JDE Peet’s Acquisition (45 percentage points) and legacy KDP net sales growth (10 percentage points) were partially offset by the impact of the JDE Peet’s inventory step-up recognized in cost of sales in the second quarter of 2026 (14 percentage points) and the net impact from changes in ingredients, materials, and productivity, inclusive of tariffs (4 percentage points).

Removed

Sales Volumes

Removed

Net Sales Drivers

Removed

Gross profit increased 5.7% to $2,098 million for the first quarter of 2026. This performance primarily reflected the gross profit impact of net sales growth (14 percentage points), partially offset by a net unfavorable impact from changes in ingredients, materials, and productivity, inclusive of tariffs (6 percentage points), unfavorable FX impacts (1 percentage point), and unfavorable changes in unrealized commodity mark-to-market activity (1 percentage point).

Removed

SG&A expenses increased 12.6% to $1,342 million for the first quarter of 2026, driven by costs associated with the JDE Peet's Acquisition and the planned Separation (7 percentage points), increased transportation and warehousing expenses (2 percentage points), higher labor costs (2 percentage points), increased marketing expenses (2 percentage points), and unfavorable FX impacts (1 percentage points), partially offset by favorable changes in unrealized commodity mark-to-market activity (5 percentage points).

Removed

Income from operations decreased 5.6% to $756 million for the first quarter of 2026, as increased gross profit was more than offset by higher SG&A expenses.

Removed

Interest expense, net increased 89.9% to $281 million for the first quarter of 2026, driven primarily by the accelerated recognition of deferred financing costs upon termination of our Bridge Credit Agreement (64 percentage points), as well as unfavorable changes in unrealized mark-to-market activity (16 percentage points).

Removed

Other expense (income), net reflected expense of $118 million for the first quarter of 2026, primarily driven by the realized and unrealized losses on FX forward contracts related to the funding of the JDE Peet’s Acquisition. This compared to income of $7 million in the first quarter of 2025.

Reworded

TheSG&A effective tax rateexpenses increased 270 bps76.8% to 24.4%$2,397 million for the firstsecond quarter of 2026, as compared to 21.7%$1,356 inmillion for the firstsecond quarter of 2025, primarily driven by discretethe taxinclusion impactsof JDE Peet’s SG&A expenses (53 percentage points) and transaction and integration costs associated with the completionJDE ofPeet’s the JV InvestmentAcquisition and the creation of the Pod Manufacturing JVSeparation (28020 bpspercentage points).

Added

Other operating expense, net was $41 million for the second quarter of 2026, as compared to $1 million for the second quarter of 2025, primarily reflecting non-cash write-offs of certain intellectual property assets in the current quarter.

Reworded

NetIncome incomefrom operations decreased 47.8%30.1% to $270$628 million for the firstsecond quarter of 2026, drivenas primarilycompared to $898 million for the second quarter of 2025, as increased gross profit was outpaced by increased interest expenseSG&A and other non-operatingoperating expense.expenses.

Added

Interest expense, net was $336 million for the second quarter of 2026, as compared to $180 million for the second quarter of 2025, driven by increased debt and higher financing costs, including debt acquired in the JDE Peet's Acquisition.

Added

The effective tax rate increased 730 bps to 31.1% for the second quarter of 2026, compared to 23.8% for the second quarter of 2025, primarily driven by a non-cash revaluation of state deferred tax liabilities as a result of the JDE Peet's Acquisition (920 bps).

Added

Net income was $210 million for the second quarter of 2026, as compared to $547 million for the second quarter of 2025, driven by reduced income from operations, increased interest expense, and the increased effective tax rate. Net income attributable to KDP was $142 million for the second quarter of 2026, including the dilutive impact of $68 million of net income attributable to non-controlling interests in the current quarter, primarily the Pod Manufacturing JV.

Added

Diluted EPS was $0.04 per diluted share for the second quarter of 2026 as compared to $0.40 in the second quarter of 2025, driven by reduced net income attributable to KDP and dividends allocated to preferred shareholders. Refer to Note 6 of the Notes to our Unaudited Consolidated Financial Statements for the computation of diluted EPS.

Removed

Diluted EPS decreased 47.4% to $0.20 per diluted share for the first quarter of 2026 as compared to $0.38 in the first quarter of 2025.

Reworded

The following tables provide certain results of operations for our reportable segments for the firstsecond quarter of 2026 and 2025.

Added

(1)As we acquired JDE Peet’s on April 1, 2026, comparative information is not applicable for the second quarter of 2025.

Removed

Sales Volumes

Removed

Net Sales Drivers

Reworded

Sales volume decreasedincreased 0.6%,2.4% asin the second quarter of 2026, led by growth in energy wasand moresports thanhydration drinks, partially offset by declines in the balance of our portfolio.

Reworded

Net sales increased 11.9%10.0% to $2,599$2,925 million for the firstsecond quarter of 2026, driven by volume / mix growth and higher net price realization.

Reworded

Income from operations increased 10.2%14.9% to $721$857 million for the firstsecond quarter of 2026. This performance was drivenled by the benefit to gross profit impact of net sales growth (2721 percentage points) and a favorable comparison to Ghost integration expenses in the second quarter of 2025 (3 percentage points), which was partially offset by a net unfavorable impact from changeschange in ingredients, materials, and productivity, inclusive of tariffs (95 percentage points), and increased transportation and warehousing expenses (4 percentage points), higher labor costs (3 percentage points), and increased marketing expenses (2 percentage points).

Added

Appliance volume increased 2.1%. Coffee and related products volume decreased 12.8%, reflecting price elasticity impacts, single serve category softness, and a temporary reporting shift of Peet’s K-cup pods into the JDE Peet’s segment.

Removed

Appliance volume decreased 8.4%, reflecting price elasticity impacts. K-Cup pod volume decreased 6.8%, reflecting price elasticity impacts and retailer inventory adjustments.

Reworded

Net sales decreased 2.3%3.2% to $857$918 million for the firstsecond quarter of 2026, as higher net price realization was more than offsetled by unfavorable volume / mix.mix, which was partially offset by favorable net price realization.

Reworded

Income from operations decreased 20.8%36.1% to $160$149 million for the firstsecond quarter of 2026, driven primarily by costs associated with the integration of JDE Peet’s and the Separation (22 percentage points), a net unfavorable impact from changeschange in ingredients, materials, and productivity, inclusive of tariffs (2817 percentage points), and the volumegross /profit miximpact of the decline (20 percentage points) and increased marketing expenses (3 percentage points), partially offset by the benefit of higherin net price realizationsales (267 percentage points).

Reworded

KDP International

Reworded

LRB sales volume decreasedincreased 3.5%.4.5%. Appliance volumes decreasedincreased 6.8%6.3%. Coffee and K-Cuprelated podproducts volumesvolume increaseddecreased 4.5%.2.0%.

Reworded

Net sales increased 19.5%19.6% to $520$664 million in the firstsecond quarter of 2026, reflecting favorable FX translationtranslation, volume / mix growth, and higher net price realization, slightly offset by unfavorable volume / mix.realization.

Reworded

Income from operations decreasedincreased 5.6%6.3%, to $85$152 million for the firstsecond quarter of 2026, as the benefits from the gross profit impact of the higher net price realization and favorable net FX translation were more thanpartially offset by theincreased volumeIEPS /taxes mixin decline,Mexico and a net unfavorable impact from changes in ingredients, materials, and productivity, increased marketing expenses, and increases in other production costs.productivity.

Added

JDE Peet's

Added

JDE Peet’s sales volumes, net sales, and loss from operations were wholly incremental to KDP as a result of the JDE Peet’s Acquisition.

Added

The loss from operations in the second quarter of 2026 included a $314 million increase in cost of sales due to the impact of the inventory step-up to fair value in connection with the JDE Peet’s Acquisition and the subsequent sale of that inventory.

Added

First Six Months of 2026 Compared to First Six Months of 2025

Added

Consolidated Operations

Added

(1)The JDE Peet’s Acquisition contributed 35.9% of the volume / mix growth in the quarter.

Added

Gross profit increased 21.8% to $5,164 million for the first six months of 2026. The benefits to gross profit of the JDE Peet’s Acquisition (24 percentage points) and legacy KDP net sales growth (11 percentage points) were partially offset by the impact of the JDE Peet’s inventory step-up recognized in cost of sales in the first six months of 2026 (7 percentage points) and a net unfavorable impact from changes in ingredients, materials, and productivity, inclusive of tariffs (5 percentage points).

Added

SG&A expenses increased 46.7% to $3,739 million for the first six months of 2026, driven by the inclusion of JDE Peet’s SG&A expenses (28 percentage points), transaction and integration costs associated with the JDE Peet's Acquisition and the Separation (14 percentage points), and higher labor costs (2 percentage points).

Added

Other operating expense (income), net was expense of $41 million for the first six months of 2026, as compared to income of $7 million for the first six months of 2025, primarily reflecting non-cash write-offs of certain intellectual property assets in the current year-to-date period.

Showing the first 60 of 101 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

KDP insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 1 Form 4 filing (1 insider, 1 trade date, 7,862 shares, about $250.2K) and open-market sales in 2 filings (2 insiders, 3 trade dates, 33,500 shares, about $1.1M). Net open-market shares: -25,638 (purchases minus sales); net value about -$838.6K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-09-14Gorli Eric
President, US Refreshment Bev.
Option exercise 3,317— —101,610 SEC
2026-09-14Gorli Eric
President, US Refreshment Bev.
Shares withheld for tax 1,306$31.58 $41.2K100,304 SEC
2026-09-14Shoemaker Anthony
Chief Legal Officer
Shares withheld for tax 23,833$31.58 $752.6K177,014 SEC
2026-09-14Shoemaker Anthony
Chief Legal Officer
Option exercise 785— —200,847 SEC
2026-09-14Shoemaker Anthony
Chief Legal Officer
Option exercise 59,781— —200,062 SEC
2026-09-14Sandler Debra A.
Director
Option exercise 2,285— —2,285 SEC
2026-09-09Denooyer Mary Beth
Chief Human Resources Officer
Open-market sale 12,000$32.30 $387.6K72,171 SEC
2026-09-08Denooyer Mary Beth
Chief Human Resources Officer
Open-market sale 12,000$32.55 $390.6K84,171 SEC
2026-09-03Stephens Angela A.
Senior VP & Controller
Open-market sale 9,500$32.70 $310.6K55,786 SEC
2026-08-25Alt Aaron E
Director
Open-market purchase 7,862$31.83 $250.2K7,862 SEC
2026-06-01Stephens Angela A.
Senior VP & Controller
Shares withheld for tax 1,161$30.20 $35.1K65,286 SEC
2026-06-01Stephens Angela A.
Senior VP & Controller
Option exercise 2,950— —66,447 SEC
2026-05-20Cofer Timothy P.
Director, CEO & President
Shares withheld for tax 34,670$28.69 $994.7K53,436 SEC
2026-05-20Cofer Timothy P.
Director, CEO & President
Option exercise 88,106— —88,106 SEC

Well-known investors holding KDP (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
Harris Associates (Oakmark Funds) COM2026-06-3092,854,297$3.0B4.04%No change
Citadel Advisors (Ken Griffin) COM2026-06-3016,662,968$545.4M0.31%Added 827%
Point72 Asset Management (Steve Cohen) COM2026-06-3013,948,539$456.5M0.7%Added 1319%
Millennium Management (Israel Englander) COM2026-06-304,104,812$134.4M0.09%Added 966%
AQR Capital Management (Cliff Asness) COM2026-06-301,352,175$44.3M0.02%Reduced 72%
D. E. Shaw & Co. COM2026-06-301,069,469$35.0M0.02%Added 1691%
Gotham Asset Management (Joel Greenblatt) COM2026-06-30537,428$17.6M0.04%Reduced 46%
Two Sigma Investments COM2026-06-3083,105$2.7M0.0%No change
Bridgewater Associates COM2026-06-3075,377$2.5M0.01%No change

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

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