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Form 8-K

sec.gov

8-K — Keurig Dr Pepper Inc.

Accession: 0000950142-26-001848

Filed: 2026-06-23

Period: 2026-06-23

CIK: 0001418135

SIC: 2080 (BEVERAGES)

Item: Regulation FD Disclosure

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — eh260797101_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (eh260797101_ex9901.htm)

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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):

June 23, 2026

Keurig Dr Pepper Inc.

(Exact name of registrant as specified in its

charter)

Delaware

001-33829

98-0517725

(State or other jurisdiction of

incorporation)

(Commission File

Number)

(IRS Employer

Identification Number)

6425 Hall of Fame Lane, Frisco, Texas 75034

(Address of principal executive offices, including

zip code)

(800) 527-7096

(Registrant’s telephone number including area

code)

Not Applicable

(Former name or former address if changed since

last report)

Check the appropriate box below if the Form 8-K filing

is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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

Securities

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

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common

Stock

KDP

The

Nasdaq Stock Market LLC

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 7.01. Regulation FD Disclosure.

On June 23, 2026, Keurig Dr

Pepper Inc. (the “Company” or “KDP”) issued a press release regarding leadership updates and reaffirming its previously

announced 2026 guidance for net sales and constant currency Adjusted diluted EPS growth. A copy of the press release is furnished herewith

as Exhibit 99.1 and is incorporated by reference herein.

The information in this Item

7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,

as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically

states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference

into a filing under the Securities Act or the Exchange Act.

Item 8.01. Other Events.

Also on June 23, 2026, the Company announced that Rafa

Oliveira, the head of its Coffee Operating Unit, has informed the Company of his intention to depart at the end of July

2026 for an external Chief Executive Officer opportunity. Tim Cofer, the Chief Executive Officer of KDP, will continue to oversee

the coffee business, while the Company’s Board of Directors conducts a search for the future CEO of Global Coffee Co.,

the standalone entity expected to result from the previously-announced separation of the Company’s coffee and beverage businesses.

Forward-Looking Statements

This Current Report on Form

8-K contains “forward-looking statements” within the meaning of applicable securities laws and regulations. These forward-looking

statements include those preceded by, followed by or that include the words such as “outlook,” “guidance,” “anticipate,”

“enable,” “expect,” “believe,” “could,” “confident,” “estimate,”

“feel,” “continue,” “ongoing,” “forecast,” “intend,” “may,” “on

track,” “plan,” “positioned,” “potential,” “project,” “should,” “target,”

“will,” “would” and similar words, phrases, or expressions and variations or negatives of these words. Forward-looking

statements by their nature address matters that are, to different degrees, uncertain. These statements are based on the current expectations

of our management, are not predictions of actual performance, and actual results may differ materially. Forward-looking statements are

subject to a number of risks and uncertainties, including the factors disclosed in our Annual Report on Form 10-K and subsequent filings

with the Securities and Exchange Commission. Our actual financial performance could differ materially from the projections in the forward-looking

statements due to a variety of factors, including, but not limited to, (i) the inherent uncertainty of estimates, forecasts and projections,

(ii) global economic uncertainty or economic downturns, (iii) 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, (iv) the risk that our financial

performance may be better or worse than anticipated, (v) risks related to the completion of the separation of our beverage and coffee

portfolios in the anticipated timeframe or at all, (vi) our ability to identify and retain key executives to lead our beverage and coffee

portfolios following the separation, (vii) our incurrence of significant debt and entry into other financings to fund the acquisition

of JDE Peet’s, which may result in dilution to our stockholders or introduce complexity to our capital structure, (viii) additional

risks associated with the acquisition of JDE Peet’s and those geographies, countries and associated governments where JDE Peet’s

currently operates, (ix) 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, (x) constraints on management’s attention to operating and growing our business

during the integration of JDE Peet’s and the separation, (xi) the potential downgrade of our credit ratings as a result of debt

incurred and/or assumed in connection with the JDE Peet’s acquisition, (xii) the possibility of negative impacts on business relationships

in connection with the acquisition of JDE Peet’s and the separation, (xiii) the risk that the acquisition of JDE Peet’s and

the separation may incur significant additional costs, (xiv) the risk of potential litigation, (xv) risks related to negative effects

of the acquisition of JDE Peet’s and the separation on our share price and (xvi) the ability to achieve the anticipated strategic

and financial benefits from the separation. We are under no obligation to update, modify or withdraw any forward-looking statements, except

as required by applicable law.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.

Description

99.1

Press release, dated June 23, 2026

101

Cover Page Interactive Data File, formatted in Inline XBRL and included as Exhibit 101

SIGNATURES

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.

KEURIG DR PEPPER INC.

Dated: June 23, 2026

By:

/s/ Anthony Shoemaker

Name:

Anthony Shoemaker

Title:

Chief Legal Officer, General Counsel and Secretary

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: eh260797101_ex9901.htm · Sequence: 2

EXHIBIT 99.1

Keurig

Dr Pepper Announces Leadership Updates

FRISCO, TX and BURLINGTON,

MA June 23, 2026 – Keurig Dr Pepper Inc. (NASDAQ: KDP) today announced leadership updates as the Company advances preparations

for its planned separation into Beverage Co. and Global Coffee Co., which is targeted for early 2027.

Rafa Oliveira, head of KDP’s Coffee Operating Unit, has informed

the Company of his intention to depart at the end of July for an external Chief Executive Officer opportunity. The KDP Board of Directors

has opened a search process for the future CEO of Global Coffee Co. Pamela Patsley, Chairman of KDP’s Board and Chairman of its

Nominating and Governance Committee, will lead the search.

Tim Cofer, CEO of KDP, will continue to oversee the coffee business,

partnering closely with the talented Coffee Operating Unit Leadership Team to deliver key commitments and separation milestones. As previously

announced, Cofer will serve as CEO of Beverage Co. post-separation.

Cofer commented, “Our business has strong momentum, and we

remain focused on executing our 2026 priorities: delivering our full year guidance, successfully integrating JDE Peet’s and achieving

separation milestones. We have highly capable and experienced leadership teams for our Beverage Operating Unit, Coffee Operating Unit

and Transformation Management Office, and I will work closely with each group to deliver on our commitments while standing up two advantaged

companies.”

The Company also announced that Patsley will serve as Chairman of

the Board for Global Coffee Co. following the separation. Patsley, who has been a KDP Board member since the Company’s formation

in 2018, is well-suited for the role given her deep knowledge of the coffee industry and vast experience with public company governance.

Patsley said, “KDP’s acquisition of JDE Peet’s

is creating a scaled, global coffee leader with iconic brands, broad participation across formats and occasions and deep category expertise.

Our conviction in the value creation opportunity for Global Coffee Co. has only strengthened since the transaction’s close. We are

confident we will secure the right world-class executive to lead the coffee business and maximize shareholder returns.”

“It has been an honor

to lead JDE Peet’s and lay the foundation for Global Coffee Co.,” added Oliveira. “I’m proud of the progress we’ve

made in integrating our coffee businesses, bringing our teams together and beginning to execute on meaningful synergy opportunities. While

I have made the difficult decision to pursue a different opportunity, my confidence in Global Coffee Co.’s potential is unwavering,

and I’m committed to a smooth transition.”

In connection with today’s

announcements, KDP reaffirmed its 2026 guidance for net sales of $25.9-$26.4 billion and constant currency Adjusted diluted EPS growth

in a low-double-digit range.

The 2026 guidance provided

is presented on a constant currency, non-GAAP basis. The Company does not provide reconciliations of such forward-looking non-GAAP measures

to GAAP measures, due to the inability to predict the amount and timing of impacts outside of the Company's control on certain items,

such as non-cash gains or losses resulting from mark-to-market adjustments of derivative instruments, among others, which could be material.

Reconciling such items would require unreasonable efforts.

Investor Contact:

Investor

Relations

T: 888-340-5287

/ IR@kdrp.com

Media Contact:

Katie Gilroy

T: 781-418-3345

/ katie.gilroy@kdrp.com

ABOUT KEURIG DR PEPPER

Keurig

Dr Pepper (Nasdaq: 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. Our more than 50,000 employees aim to enhance the experience of every beverage

and coffee occasion while making a positive impact for people, communities and the planet. Learn more at www.keurigdrpepper.com and follow

us @KeurigDrPepper on LinkedIn and Instagram.

FORWARD-LOOKING STATEMENTS

Certain statements contained herein are "forward-looking

statements" within the meaning of applicable securities laws and regulations. These forward-looking statements include those preceded

by, followed by or that include the words such as "outlook," "guidance," "anticipate," "enable,"

"expect," "believe," "could," "confident," "estimate," "feel," "continue,"

"ongoing," "forecast," "intend," "may," "on track," "plan," "positioned,"

"potential," "project," "should," "target," "will," "would" and similar words,

phrases, or expressions and variations or negatives of these words. Forward-looking statements by their nature address matters that

are, to different degrees, uncertain. These statements are based on the current expectations of our management, are not predictions of

actual performance, and actual results may differ materially. Forward-looking statements are subject to a number of risks and uncertainties,

including the factors disclosed in our Annual Report on Form 10-K and subsequent filings with the SEC. Our actual financial performance

could differ materially from the projections in the forward-looking statements due to a variety of factors, including, but not limited

to, (i) the inherent uncertainty of estimates, forecasts and projections, (ii) global economic uncertainty or economic downturns, (iii)

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, (iv) the risk that our financial performance may be better or worse than anticipated,

(v) risks related to the completion of the separation of our beverage and coffee portfolios in the anticipated timeframe or at all, (vi)

our ability to identify and retain key executives to lead our beverage and coffee portfolios following the separation, (vii) our incurrence

of significant debt and entry into other financings to fund the acquisition of JDE Peet’s, which may result in dilution to our stockholders

or introduce complexity to our capital structure, (viii) additional risks associated with the acquisition of JDE Peet’s and those

geographies, countries and associated governments where JDE Peet’s currently operates, (ix) 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, (x) constraints

on management’s attention to operating and growing our business during the integration of JDE Peet's and the separation, (xi) the

potential downgrade of our credit ratings as a result of debt incurred and/or assumed in connection with the JDE Peet’s acquisition,

(xii) the possibility of negative impacts on business relationships in connection with the acquisition of JDE Peet’s and the separation,

(xiii) the risk that the acquisition of JDE Peet's and the separation may incur significant additional costs, (xiv) the risk of potential

litigation, (xv) risks related to negative effects of the acquisition of JDE Peet’s and the separation on our share price and (xvi)

the ability to achieve the anticipated strategic and financial benefits from the separation. We are under no obligation to update, modify

or withdraw any forward-looking statements, except as required by applicable law.

NON-GAAP FINANCIAL MEASURES

This release includes certain non-GAAP financial

measures, which differ from results using U.S. Generally Accepted Accounting Principles (GAAP). These non-GAAP financial measures should

be considered as supplements to and should not be considered replacements for, or superior to, the GAAP measures. These measures may differ

from similarly titled non-GAAP financial measures presented by other companies, and other companies may not define the non-GAAP financial

measure in the same way. Non-GAAP financial measures typically exclude certain charges, including one-time costs that are not expected

to occur routinely in future periods, described by the Company as "items affecting comparability". The Company uses non-GAAP

financial measures to evaluate our operating and financial performance and to compare such performance to that of prior periods and to

the performance of our competitors. Additionally, we use non-GAAP financial measures in making operational and financial decisions and

in our budgeting and planning process. We believe that providing non-GAAP financial measures to investors helps investors evaluate our

operating performance, profitability and business trends in a way that is consistent with how management evaluates such performance.

Adjusted diluted EPS. Adjusted diluted

EPS is defined as Diluted EPS, as adjusted for items affecting comparability as described below. Management believes that Adjusted diluted

EPS is useful for investors in providing period-to-period comparisons of the results of our operations since it adjusts for certain items

affecting overall comparability.

Items affecting comparability: Defined

as certain items that are excluded for comparison to prior year periods, adjusted for the tax impact as applicable. Tax impact is determined

based upon an approximate rate for each item. For each period, management typically adjusts for (i) the unrealized mark-to-market impact

of derivative instruments not designated as hedges in accordance with U.S. GAAP that do not have an offsetting risk reflected within the

financial results; (ii) the amortization associated with definite-lived intangible assets; (iii) the amortization of the deferred financing

costs associated with the DPS merger; (iv) the amortization of the fair value adjustment of the senior unsecured notes obtained as a result

of the DPS merger; (v) stock compensation expense and the associated windfall tax benefit attributable to the matching awards made to

employees who made an initial investment in KDP; (vi) transaction costs for significant business combinations (completed or abandoned),

excluding costs related to the JDE Peet’s acquisition; (vii) non-cash changes in deferred tax liabilities related to goodwill and

intangible assets as a result of tax rate or apportionment changes; and (viii) other certain items that are excluded for comparison purposes

to prior year periods.

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