Altria Group Files 13D/A Amendment on AB InBev Holdings

TL;DR

Altria just updated its AB InBev stake filing. Still holding significant shares.

AI Summary

Altria Group, Inc. filed an amendment (No. 6) to its Schedule 13D on October 1, 2024, concerning its holdings in Anheuser-Busch InBev SA/NV. The filing details changes in beneficial ownership, with Altria Group, Inc. maintaining a significant stake in the malt beverages company.

Why It Matters

This filing provides updated information on Altria Group's investment in Anheuser-Busch InBev, which could signal strategic shifts or ongoing financial relationships between the two major corporations.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate shifts in major shareholder strategy, potentially impacting stock price and future corporate actions.

Key Players & Entities

• Altria Group, Inc. (company) — Filer of the Schedule 13D/A
• Anheuser-Busch InBev SA/NV (company) — Subject company of the Schedule 13D/A
• W. Hildebrandt Surgner, Jr. (person) — Vice President, Corporate

FAQ

Filing Documents

• d816209dsc13da.htm (SC 13D/A) — 39KB
• 0001193125-24-230346.txt ( ) — 41KB

From the Filing

SC 13D/A 1 d816209dsc13da.htm SC 13D/A SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) Anheuser-Busch InBev SA/NV (Name of Issuer) Ordinary Shares, without nominal value (Title of Class of Securities) 03524A108 (for American Depositary Receipts of the Issuer) (CUSIP Number) W. Hildebrandt Surgner, Jr. Vice President, Corporate Secretary and Associate General Counsel Altria Group, Inc. 6601 West Broad Street Richmond, Virginia 23230 (804) 274-2200 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copy to: Andrew J. Nussbaum, Esq. Zachary S. Podolsky, Esq. Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, New York 10019 (212) 403-1000 September 27, 2024 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 03524A108 (for American Depositary Receipts of the Issuer) 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Altria Group, Inc. 13-3260245 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a)(b) (see disclosure in Item 6 under the caption Voting Agreement) 3. SEC Use Only 4. Source of Funds (See Instructions) WC, OO 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization Virginia Number of Shares Beneficially Owned by Each Reporting Person With 7. Sole Voting Power 0 (a) 8. Shared Voting Power 1,020,598,157 (a) 9. Sole Dispositive Power 159,121,937 (a) 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,020,598,157 (a) 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (11) 51.7% (b) 14. Type of Reporting Person (See Instructions) CO (a) Anheuser-Busch InBev SA/NV (the Issuer ) has two classes of shares outstanding restricted shares without nominal value ( Restricted Shares ) and ordinary shares without nominal value ( Ordinary Shares , and together with the Restricted Shares, Voting Shares ). The Ordinary Shares are registered under Section 12(b) of the Exchange Act. As described in more detail in this Schedule 13D, the Restricted Shares and Ordinary Shares rank equally with respect to voting rights, and the Restricted Shares are convertible into Ordinary Shares at the option of the holder thereof. The amounts reported in Rows 7-12 of the cover page to this Schedule 13D represent (i) 34,006,520 Ordinary Shares and 125,115,417 Restricted Shares beneficially owned by Altria Group, Inc. ( Altria ) with respect to which Altria has sole dispositive power and shared voting power and (ii) an additional 861,476,220 Voting Shares, consisting of 96,862,718 Restricted Shares and 6,000,000 Ordinary Shares held by Bevco Lux S.à.r.l, formerly known as BEVCO Ltd. ( BEVCO ) and 758,613,502 Ordinary Shares held by Stichting Anheuser-Busch InBev (the Stichting ) and certain of its affiliates, with respect to which Altria may be deemed to have shared voting power by virtue of a voting and support agreement (the Voting Agreement ) among Altria, BEVCO and the Stichting described in more detail in Item 6 of this Schedule 13D. (b) Based on a total of 1,975,847,422 Ordinary Shares deemed to be outstanding as of September 27, 2024, which is calculated based upon the sum (i) 1,753,869,287 Ordinary Shares issued and outstanding as of such date and (ii) 221,978,135 Ordinary Shares issuable upon the conversion of Restricted Shares as of such date over which Altria may be deemed to have shared voting power by virtue of the Voting Agreement, which includes all Restricted Shares owned by Altria and BEVCO, and no Restricted Shares owned by other holders

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