JAB BevCo B.V. Amends Keurig Dr Pepper Stake Filing

TL;DR

JAB BevCo B.V. updated its Keurig Dr Pepper ownership filing on 3/4/24, adding new group members.

AI Summary

JAB BevCo B.V. filed an amendment to its Schedule 13D on March 4, 2024, regarding its beneficial ownership of Keurig Dr Pepper Inc. The filing indicates a change in the group members associated with JAB BevCo B.V., including entities like ACORN HOLDINGS B.V. and JAB HOLDING CO S.A R.L. This amendment updates information previously filed under the Securities Exchange Act of 1934.

Why It Matters

This filing updates the ownership structure of a major beverage company, which could signal strategic shifts or changes in investor influence.

Risk Assessment

Risk Level: low — This is an amendment to a previous filing, primarily updating group member information, and does not indicate a new or aggressive action.

Key Players & Entities

• JAB BevCo B.V. (company) — Filing entity
• Keurig Dr Pepper Inc. (company) — Subject company
• ACORN HOLDINGS B.V. (company) — Group member of JAB BevCo B.V.
• JAB HOLDING CO S.A R.L. (company) — Group member of JAB BevCo B.V.

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, Par Value $0.01 Per Share (Title of Class of Securiti
• $4 billion — effected under its previously announced $4 billion repurchase authorization of which appro
• $1.8 billion — se authorization of which approximately $1.8 billion will remain outstanding following the O

Filing Documents

• tm247855d1_sc13da.htm (SC 13D/A) — 229KB
• tm247855d1_ex18.htm (EX-18) — 223KB
• 0001104659-24-030533.txt ( ) — 453KB

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (1) (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of common stock, par value $0.01 per share (“ Common Stock ”), of Keurig Dr Pepper Inc. (“ KDP ”) that may be deemed to be beneficially owned by JAB BevCo B.V. (“ JAB BevCo ”), before giving effect to the transactions described in Item 4. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024 as set forth in the Annual Report on Form 10-K (the “ Latest Periodic Report ”), filed by KDP with the United States Securities and Exchange Commission (the “ Commission ”) on February 22, 2024. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: Acorn Holdings B.V. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. Acorn Holdings B.V. (“ Acorn ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of Acorn. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by Acorn that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: JAB Coffee & Beverages Holdings 2 B.V. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. JAB Coffee & Beverages Holdings 2 B.V. (“ Holdings 2 ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of Holdings 2. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by Holdings 2 that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: JAB Coffee & Beverages Holdings B.V. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. JAB Coffee & Beverages Holdings B.V. (“ Holdings ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of Holdings. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by Holdings that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: JAB Coffee & Beverages B.V. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. JAB Coffee & Beverages B.V. (“ JAB C&B ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of JAB C&B. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by JAB C&B that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: JAB Forest B.V. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. JAB Forest B.V. (“ Forest ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of Forest. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by Forest that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: JAB Holdings B.V. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. JAB Holdings B.V. (“ JAB Holdings ”) may be deemed to have beneficial ownership of the shares held by JAB BevCo since JAB BevCo is an indirect subsidiary of JAB Holdings. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by JAB Holdings that it is the beneficial owner of any of the common stock held by JAB BevCo for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: JAB Investments S.à r.l. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. JAB Investments S.à r.l. (“ JAB Investments ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of JAB Investments. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by JAB Investments that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: JAB Holding Company S.à r.l. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2)(see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. JAB Holding Company S.à r.l. (“ JAB Holding Company ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is a indirect subsidiary of JAB Holding Company. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by JAB Holding Company that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: Joh. A. Benckiser S.à r.l. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. Joh. A. Benckiser S.à r.l. (“ Joh. A. Benckiser ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of Joh. A. Benckiser. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by Joh. A. Benckiser that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: Agnaten SE 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. Agnaten SE (“ Agnaten ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of Agnaten. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by Agnaten that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. CUSIP No. 49271V100 1. NAMES OF REPORTING PERSONS: Lucresca SE 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

(d) OR 2(e)

ITEM 2(d) OR 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER None 8. SHARED VOTING POWER 383,443,879 (1) (see Items 4 and 5) 9. SOLE DISPOSITIVE POWER None 10. SHARED DISPOSITIVE POWER 383,443,879 (1) (see Items 4 and 5) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,443,879 shares of Common Stock (see Items 4 and 5) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 27.6% of Common Stock (2) (see Item 5) 14. TYPE OF REPORTING PERSON HC (1) This represents the aggregate voting and dispositive power of shares of Common Stock that may be deemed to be beneficially owned by JAB BevCo. Lucresca SE (“ Lucresca ”) may be deemed to have beneficial ownership of such shares since JAB BevCo is an indirect subsidiary of Lucresca. Neither the filing of this Statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by Lucresca that it is the beneficial owner of any of the common stock referred to herein for purposes of Section 13(d) of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. (2) The percentage ownership is based upon 1,387,591,010 shares of Common Stock issued and outstanding as of February 20, 2024, as set forth in the Latest Periodic Report. EXPLANATORY NOTE This Schedule 13D/A constitutes Amendment No. 11 (“ Amendment No. 11 ”) to and amends and supplements the prior statement on Schedule 13D as filed on July 19, 2018, as amended by Amendment No. 1 filed on May 16, 2019, Amendment No. 2 filed on May 28, 2019, Amendment No. 3 filed on March 9, 2020, Amendment No. 4 filed on May 22, 2020, Amendment No. 5 filed on June 12, 2020, Amendment No. 6 filed on August 19, 2020, Amendment No. 7 filed on September 9, 2020, Amendment N

Purpose

Item 4. Purpose of Transaction.

is hereby amended and supplemented as

Item 4 is hereby amended and supplemented as follows: On February 29, 2024, JAB BevCo entered into an Underwriting Agreement (the “ Underwriting Agreement ”) with Morgan Stanley & Co. LLC (the “ Underwriter ”) pursuant to which JAB BevCo agreed to sell 86,956,522 shares of Common Stock (the “ Common Stock ”), par value $0.01 per share (the “ Shares ”), of Keurig Dr Pepper Inc. (“ KDP ”) through a secondary offering (the “ Offering ”). JAB BevCo has also granted an option to the Underwriter to purchase up to an additional 13,043,478 Shares for a period of 30 days following the date of the Offering. KDP has indicated its intent to repurchase an aggregate of 35 million Shares in the Offering (the “ Repurchase ”) at the per share price to be paid by the Underwriter in the Offering. The Repurchase is being effected under its previously announced $4 billion repurchase authorization of which approximately $1.8 billion will remain outstanding following the Offering. The Offering is expected to close on or around March 5, 2024, except with respect to the Repurchase which is expected to close on March 8, 2024. As part of the Offering, certain directors and officers of KDP have indicated an interest to purchase KDP shares. Under the terms of the transaction, the remaining Shares beneficially owned by JAB BevCo will be subject to a 180 day lock-up agreement with the Underwriter with respect to KDP securities, subject to certain customary exceptions (“ Lock-up Agreement ”). JAB BevCo expects to continue to be a long-term anchor shareholder in KDP, at or above the 20% ownership level. The foregoing description of the Underwriting Agreement and Lock-up Agreement does not purport to be complete and is qualified in its entirety by reference to the Underwriting Agreement and accompanying form of Lock-up Agreement, substantially in the form attached as Exhibit 18 to this Schedule 13D

Interest

Item 5. Interest in Securities of the Issuer.

is hereby amended and supplemented as

Item 5 is hereby amended and supplemented as follows: (a) – (b) JAB BevCo beneficially owns 383,443,879 Shares, before giving effect to the Offering, which represents 27.6% of the issued and outstanding Shares as of February 20, 2024, as set forth in the Annual Report on Form 10-K (the “ Latest Periodic Report ”) filed by KDP with the United States Securities and Exchange Commission (the “ Commission ”) on February 22, 2024. Each of Acorn, Holdings 2, Holdings, JAB C&B, Forest, JAB Holdings, JAB Investments, JAB Holding Company, Joh. A. Benckiser, Agnaten and Lucresca may be deemed, for purposes of Rule 13d-3 under the Exchange Act, to share with JAB BevCo the power to vote or dispose, or to direct the voting or disposition of, the 383,443,879 Shares beneficially owned by JAB BevCo. Therefore, for the purpos

View Full Filing

View this SC 13D/A filing on SEC EDGAR