Coca-Cola Consolidated Annual Report 2020

1 Coca-Cola Consolidated Annual Report 2020 Form 10-K (NASDAQ:COKE)Published: February 25th, 2020 PDF generated by UNITED STATESSECURITIES AND EXCHANGE COMMISSIONW ashington, 20549 FORM 10-K Annual Report pursuant TO section 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 29, 2019or TRANSITION Report pursuant TO section 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-9286 Coca-Cola Consolidated , INC.(Exact name of registrant as specified in its charter) Delaware 56-0950585(State or other jurisdiction ofincorporation or organization) ( EmployerIdentification No.)

2 4100 Coca-Cola PlazaCharlotte, NC 28211(Address of principal executive offices) (Zip Code) Registrant s telephone number, including area code: (704) 557-4400 Securities registered pursuant to section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock, $ Par ValueCOKEThe NASDAQ Global Select Market Securities registered pursuant to section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to section 13 or section 15(d) of the Act.

3 Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T ( ofthis chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

4 Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company 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 financialaccounting standards provided pursuant to section 13(a) of the Exchange Act.

5 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, orthe average bid and asked price of such common equity, as of the last business day of the registrant s most recently completed second fiscal quarter. Market Value as of June 28, 2019 Common Stock, $ Par Value $1,394,350,587 Class B Common Stock, $ Par Value * *No market exists for the Class B Common Stock, which is neither registered under section 12 of the Act nor subject to section 15(d) of the Act.

6 The Class B Common Stock isconvertible into Common Stock on a share-for-share basis at the option of the the number of shares outstanding of each of the registrant s classes of common stock, as of the latest practicable date. Class Outstanding as of January 26, 2020 Common Stock, $ Par Value 7,141,447 Class B Common Stock, $ Par Value 2,232,242 Documents Incorporated by ReferencePortions of the registrant s definitive Proxy Statement to be filed with the Securities and Exchange Commission in connection with the registrant s 2020 Annual Meeting ofStockholders are incorporated by reference in Part III.

7 Coca-Cola Consolidated , Report ON FORM 10 KFOR THE FISCAL YEAR ENDED DECEMBER 29, 2019 TABLE OF CONTENTS Page PART I Item 1. Business 3 Item 1A. Risk Factors 9 Item 1B. Unresolved Staff Comments 17 Item 2. Properties 17 Item 3. Legal Proceedings 18 Item 4. Mine Safety Disclosures 18 Information About Our Executive Officers 19 PART II Item 5. Market for Registrant s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 21 Item 6. Selected Financial Data 23 Item 7. Management s Discussion and Analysis of Financial Condition and Results of Operations 24 Item 7A.

8 Quantitative and Qualitative Disclosures About Market Risk 42 Item 8. Financial Statements and Supplementary Data 43 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 89 Item 9A. Controls and Procedures 89 Item 9B. Other Information 89 PART III Item 10. Directors, Executive Officers and Corporate Governance 90 Item 11. Executive Compensation 90 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 90 Item 13. Certain Relationships and Related Transactions, and Director Independence 90 Item 14.

9 Principal Accountant Fees and Services 90 PART IV Item 15. Exhibits and Financial Statement Schedules 91 Item 16. Form 10-K Summary 96 Signatures 98 PART I Item Introduction Coca Cola Consolidated , Inc., a Delaware corporation (together with its majority-owned subsidiaries, the Company, we, our or us ), distributes,markets and manufactures nonalcoholic beverages in territories spanning 14 states and the District of Columbia. The Company was incorporated in 1980and, together with its predecessors, has been in the nonalcoholic beverage manufacturing and distribution business since 1902.

10 We are the largestCoca Cola bottler in the United States. Approximately 85% of our total bottle/can sales volume to retail customers consists of products ofThe Coca Cola Company, which include some of the most recognized and popular beverage brands in the world. We also distribute products for severalother beverage companies, including BA Sports Nutrition, LLC ( BodyArmor ), Keurig Dr Pepper Inc. ( Dr Pepper ) and Monster Energy Company( Monster Energy ). Our purpose is to honor God, to serve others, to pursue excellence and to grow profitably. Ownership J. Frank Harrison, III, the Chairman of the Board of Directors and Chief Executive Officer of the Company, together with the trustees of certain trustsestablished for the benefit of certain relatives of the late J.