Item 8.01. Other Events.

On May 22, 2020, Maple Holdings B.V. ("Maple" or the "Selling Stockholder") completed the previously announced registered public secondary offering (the "Offering") of 40,000,000 shares of common stock, par value $0.01 per share (the "Common Stock"), of Keurig Dr Pepper Inc. (the "Company"), for gross proceeds of approximately $1.08 billion. The Company did not receive any proceeds from the sale of the shares of Common Stock by the Selling Stockholder.

Maple is a holding company majority-owned by JAB Holdings B.V. ("JAB"). JAB directly purchased 7,380,000 shares of Common Stock in the Offering at a price equal to the price paid for the Common Stock by the underwriter.

Following the completion of the offering, Maple and JAB collectively own approximately 62.8% of the Company's outstanding Common Stock.

In connection with the Offering, the Company entered into an Underwriting Agreement, dated May 20, 2020 (the "Underwriting Agreement"), by and among the Company, the Selling Stockholder and Goldman Sachs & Co. LLC, as underwriter in the Offering. The Underwriting Agreement is filed as Exhibit 1.1 hereto.

The Company has previously filed with the Securities and Exchange Commission ("SEC") a registration statement (including a prospectus) on Form S-3 (File No. 333-233477) as well as a resale prospectus supplement filed with the SEC on August 27, 2019, as supplemented by a prospectus supplement, filed with the SEC on May 22, 2020, for the Offering.

On May 22, 2020, the Company issued a press release announcing the closing of the Offering. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits





Exhibits



  1.1      Underwriting Agreement, dated May 20, 2020, by and among Keurig Dr
         Pepper Inc., Maple Holdings B.V. and Goldman Sachs & Co. LLC

  99.1     Press Release dated May 22, 2020

104      Cover Page Interactive Data File (the cover page XBRL tags are embedded
         within the Inline XBRL document)




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