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KDPKeurig Dr Pepper

Consumer staples · Beverages · Nasdaq
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The 10-K against last year's

189 changes: 96 added, 21 removed, 69 reworded, 3 quiet changes

10-K Feb 24, 2026 vs Feb 25, 2025
Risk FactorsRedline ↓
29.1%
of the text changed · 15,090 words now
21.6%
of the text changed · 5,781 words now
Legal ProceedingsRedline ↓
10.2%
of the text changed · 938 words now
Accounting PoliciesRedline ↓
11.4%
of the text changed · 6,300 words now

10-K 0001418135-26-000016 (2026-02-24) vs 10-K 0001418135-25-000013 (2025-02-25)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

MD&A 100 words changed in this paragraph; it is 36% similar to last year's version.
Income from Operations. Income from operations decreased $605 million, or 24.4%, 10.8% to $1,878 $962 million for the year ended December 31, 2024 compared to $2,483 million for the prior year period. This decrease was primarily 2025, driven by the non-cash goodwill and intangible impairment charges (29 percentage points) and the accrued termination fee associated with ABI (9 percentage points). Other drivers include the benefit to gross profit of net sales growth (13 percentage points), a net benefit from changes unfavorable change in ingredients, materials, and productivity (3 percentage points), and earned equity from the achievement productivity, inclusive of milestones associated with certain distribution agreements (3 tariffs (22 percentage points), partially offset by increased transportation and warehousing expenses (3 the benefit of net sales growth (11 percentage points).

Source: Item 7, 10-K 0001418135-26-000016 vs Item 7, 10-K 0001418135-25-000013

Risk Factors 92 words changed in this paragraph; it is 68% similar to last year's version.
Consumers’ Consumers' preferences continually evolve due to a variety of factors, including changing demographics of the population, social trends, changes in consumer lifestyles and consumption patterns, including from the use of weight loss drugs, concerns or perceptions regarding the health effects or environmental impact of our products or packaging, concerns regarding the location of origin or source of ingredients and products, changes in consumers' spending habits, negative publicity, economic downturn, or other factors. If we do not effectively anticipate and respond to changing trends and consumer beverage preferences, including through innovation and renovation, our sales and growth could suffer. Addressing changes in consumer preferences may require successful development, introduction, and marketing of new products and line extensions. There are inherent risks associated with new product or packaging innovation, including uncertainties about trade and consumer acceptance or potential impacts on our existing product offerings. Successful innovation may depend on our ability to obtain, protect, and maintain necessary intellectual property rights and to avoid infringing upon the intellectual property rights of others. Failure to innovate successfully could compromise our competitive position and impact our product sales, financial condition, and operating results.

Source: Item 1A, 10-K 0001418135-26-000016 vs Item 1A, 10-K 0001418135-25-000013

Accounting Policies 85 words changed in this paragraph; it is 50% similar to last year's version.
Investments without with readily determinable fair values for which we do not have the ability to exercise significant influence are accounted for measured at cost fair value. Fair values of these equity securities are determined using quoted market prices from daily exchange traded markets, based on the closing price as of the balance sheet date, and are classified as Level 1 and reported in Other non-current assets in the Consolidated Balance Sheets. Any Unrealized mark-to-market gains or and losses resulting from the sales of these investments are recorded in to Other operating expense (income), net. The following table presents the amount of unrealized mark-to-market losses (gains), net, on our Vita Coco investment recognized in the Consolidated Statements of Income. Income related to these securities during the periods presented:

Source: Item 8, Note 2 – Significant Accounting Policies, 10-K 0001418135-26-000016 vs Item 8, Note 2 – Significant Accounting Policies, 10-K 0001418135-25-000013

Legal Proceedings 74 words changed in this paragraph; it is 58% similar to last year's version.
Discovery in all remaining matters pending in the Multidistrict Antitrust Litigation is concluded, with the plaintiffs (which no longer include the purported direct purchaser class) collectively claiming more than $5 approximately $1.5 billion of monetary damages. Keurig strongly disputes the merits of the claims and the calculation of damages. In 2021, the parties filed motions challenging the validity of certain of the other parties’ proposed expert opinions. In January 2025, the court issued a ruling on these motions, granting challenges to certain expert testimony—including Keurig’s challenge to JBR, Inc.’s damages expert—but largely denying the parties’ motions. Keurig has also fully briefed summary judgment motions that, if successful, would end the cases entirely. Keurig is also pursuing its opposition to direct purchaser plaintiffs’ motion for class certification.

Source: Item 3, via Note 18 – Commitments and Contingencies, 10-K 0001418135-26-000016 vs Item 3, via Note 18 – Commitments and Contingencies, 10-K 0001418135-25-000013

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of KDP's Risk Factors and MD&A, 10-K 2026-02-24 against 10-K 2025-02-25. Each links to the text at sec.gov.

AddedRisk Factors
In addition to the other information set forth in this Annual Report, the following factors should be considered, which could materially affect our business, financial condition, and results of operations. The risks described below are not the only risks we face. Risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse affect on our business, financial condition, or results of operations.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedRisk Factors
•We may not complete the proposed JDE Peet's Acquisition within the time frame we anticipate, or at all, which could adversely affect our business.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedRisk Factors
•The JDE Peet's Acquisition will expose us to inherent risks in JDE Peet's' business and those geographies where JDE Peet's currently operates, which could adversely affect our business.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedRisk Factors
•If our due diligence investigation of JDE Peet's was inadequate or if unexpected risks related to JDE Peet's and its business materialize, it could have a material adverse effect on our business.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedRisk Factors
•We may not successfully integrate JDE Peet's into our business, or such integration may be more difficult, time-consuming, or costly than expected, which could adversely affect our business.

Read it in 10-K 2026-02-24 at sec.gov ↗

Show the other 13
AddedRisk Factors
•We will incur and assume significant debt as a result of the JDE Peet's Acquisition, which could adversely affect our financial performance.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedRisk Factors
•In connection with the JDE Peet's Acquisition, we expect to consummate the JV Investment, which could restrict our operational and corporate flexibility, impact our cash resources, and/or depress the market price of our common stock.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedRisk Factors
•The issuance of Convertible Preferred Stock in connection with the JDE Peet's Acquisition may adversely affect the rights and market price of our common stock as well as our capital resources.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedRisk Factors
•We may issue additional equity securities in the future to raise proceeds to fund the JDE Peet's Acquisition, which may result in further dilution to our existing shareholders.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedMD&A
(1)The acquisition of GHOST contributed 6.2 percentage points to our volume / mix growth in U.S. Refreshment Beverages for the year ended December 31, 2025.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedMD&A
Appliance volume decreased 19.9%, reflecting price elasticity impacts, category softness, and continued retailer inventory management. K-Cup pod volume decreased 4.8%, reflecting price elasticity impacts.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedMD&A
As a result of our announcement of the JDE Peet's Acquisition and the corresponding financing arrangements anticipated for the transaction, Moody's and S&P have revised their outlook on our credit ratings. On August 25, 2025, Moody's placed KDP ratings under review for downgrade, and S&P has placed KDP on CreditWatch Negative.

Read it in 10-K 2026-02-24 at sec.gov ↗

AddedMD&A
We entered into various transactions in order to finance the JDE Peet's Acquisition, including the Bridge Credit Agreement and Delayed Draw Term Loan Agreement. Refer to Note 5 of the Notes to our Consolidated Financial Statements for additional information on these borrowing arrangements. We additionally entered into the JV Transaction Agreement, under which the JV Investors will make a minority investment into the Pod Manufacturing JV for an aggregate purchase price of $4 billion. We also entered into the Preferred Investment Agreement, under which we will issue and sell 4.5 million shares of Convertible Preferred Stock for an aggregate purchase price of $4.5 billion. These transactions are expected to be completed substantially concurrently with the closing of the JDE Peet's Acquisition. Refer to Note 3 and Note 22 of the Notes to our Consolidated Financial Statements for additional information. We may issue additional debt securities and pursue other financing options, as warranted.

Read it in 10-K 2026-02-24 at sec.gov ↗

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