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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 14, 2024
 COCA-COLA CONSOLIDATED, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-9286 56-0950585
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
4100 Coca-Cola Plaza
Charlotte, NC
28211
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (980) 392-8298

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $1.00 per share COKE The Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐





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

(a)
On May 14, 2024, Coca-Cola Consolidated, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”).
(b)
At the Annual Meeting, the Company’s stockholders (i) elected all 12 of the Company’s nominees for director to serve until their terms expire at the Company’s 2025 Annual Meeting of Stockholders or until their successors are duly elected and qualified; (ii)  ratified the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for fiscal 2024; and (iii) did not approve a stockholder proposal requesting an annual public report on the Company's efforts to prevent harassment and discrimination in the workplace. Each of these proposals is further described in the Company’s definitive proxy statement on Schedule 14A filed with the United States Securities and Exchange Commission on March 25, 2024.
The final voting results for each of the proposals submitted to the Company’s stockholders at the Annual Meeting are as follows:

1. Election of directors:

Nominee Votes For Votes Withheld Broker Non-Votes
J. Frank Harrison, III 24,072,709  2,259,160  694,405 
Elaine Bowers Coventry 26,024,309  307,560  694,405 
Sharon A. Decker 25,898,988  432,881  694,405 
Morgan H. Everett 24,420,935  1,910,934  694,405 
James R. Helvey, III 26,200,339  131,530  694,405 
Jason D. (J.D.) Hickey 26,311,874  19,995  694,405 
William H. Jones 26,169,774  162,095  694,405 
Umesh M. Kasbekar 25,982,748  349,121  694,405 
David M. Katz 24,446,476  1,885,393  694,405 
James H. Morgan 24,755,451  1,576,418  694,405 
Dennis A. Wicker 24,514,368  1,817,501  694,405 
Richard T. Williams 26,203,412  128,457  694,405 

2. Ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for fiscal 2024:

Votes For Votes Against Abstentions Broker Non-Votes
26,927,226  86,686  12,362  — 

3. Stockholder proposal requesting an annual public report on the Company's efforts to prevent harassment and discrimination in the workplace:

Votes For Votes Against Abstentions Broker Non-Votes
207,134  26,093,189  31,546  694,405 







SIGNATURE

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

COCA-COLA CONSOLIDATED, INC.
Date: May 17, 2024
By: /s/ E. Beauregarde Fisher III
E. Beauregarde Fisher III
Executive Vice President, General Counsel and Secretary