Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Interim Chief Financial Officer
As previously announced in a Current Report on Form 8-K filed by Keurig Dr
Pepper Inc. (the "Company") on April 5, 2022, effective July 29, 2022, Ozan
Dokmecioglu will transition from his current position as the Company's Chief
Financial Officer and President, International to the position of President and
Chief Executive Officer, and the Company's current President and Chief Executive
Officer, Robert J. Gamgort, will transition to the role of Executive Chairman.
In connection with this leadership transition, George Lagoudakis was appointed
to serve as the Company's interim Chief Financial Officer, effective July 29,
2022. Mr. Lagoudakis, 50, is currently the Company's Senior Vice President of
Finance for Cold Beverages, a position he has held since July 2018. Before
joining the Company, he served as VP Finance, CFO Breakfast Food EU of Kellogg
Company from May 2013 to June 2018. Mr. Lagoudakis has more than 25 years of
global financial management experience in related industries, including service
in various financial roles at Kraft Foods Group and Mondelez International prior
to his work at Kellogg Company. He holds a Bachelor of Business Administration
and a Master of Business Administration from Athens University of Economics and
Business, and he has completed the Executive Corporate Finance program from
London Business School.
Mr. Lagoudakis has no family relationship with any directors or executive
officers of the Company, nor are there any arrangements or understandings
between Mr. Lagoudakis and any other persons pursuant to which he was selected
as an officer of the Company. There are no related party transactions between
Mr. Lagoudakis and the Company reportable under Item 5.02 of Form 8-K and Item
404(a) of Regulation S-K.
Letter Agreement with Mauricio Leyva
Mauricio Leyva, who currently serves as the Company's President, Coffee, was
appointed to an expanded role as Group President, effective August 1, 2022. In
this role, Mr. Leyva will lead Coffee Systems and the Company's international
business, and he will also lead the continued evolution of the digitalization of
the Company.
In connection with this appointment, the Company entered into a letter agreement
with Mr. Leyva (the "Letter Agreement"), amending his equity award agreements
that are currently outstanding (the "Amended Award Agreements"). The Letter
Agreement provides that, subject to Mr. Leyva's continued employment with the
Company through June 30, 2024, the restricted stock units underlying the Amended
Award Agreements will be eligible to vest pro rata upon a voluntary or
involuntary termination of Mr. Leyva's service with the Company, other than a
termination for cause.
The foregoing summary of the Letter Agreement does not purport to be complete
and is subject to, and qualified in its entirety by, the full text of the Letter
Agreement, a copy of which is filed as Exhibit 10.1 hereto.
Item 7.01. Regulation FD Disclosure.
A copy of the Company's news release announcing executive leadership team
changes in advance of the Company's Chief Executive Officer transition has been
furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in the press release is being furnished, not filed, pursuant to
Item 7.01. Accordingly, the information in the press release will not be
incorporated by reference into any registration statement filed by the Company
under the Securities Act of 1933, as amended, unless specifically identified
therein as being incorporated therein by reference.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
10.1 Letter Agreement by and between the Company and Mauricio Leyva
dated July 15, 2022
99.1 Keurig Dr Pepper Inc. Press Release dated July 19, 2022 -
"Keurig Dr Pepper Announces Executive Leadership Team Changes in
Advance of CEO Transition"
104 Cover Page Interactive Data File, formatted in Inline XBRL and
included as Exhibit 101
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