Form 8-A12B - Registration of securities [Section 12(b)]
16 August 2024 - 6:19AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-A
FOR
REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
The
Coca-Cola Company
(Exact name of registrant as specified in its charter)
Delaware |
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58-0628465 |
(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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One Coca-Cola Plaza |
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Atlanta, Georgia |
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30313 |
(Address of principal executive offices) |
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(Zip Code) |
Securities to be registered pursuant to Section 12(b) of the
Act:
Title of each class |
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Name of each exchange on which |
to be so registered |
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each class is to be registered |
3.375% Notes due 2037 |
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New York Stock Exchange |
3.750% Notes due 2053 |
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New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box.
x
If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box.
o
If this form relates to the registration of a class of securities concurrently
with a Regulation A offering, check the following box. o
Securities Act registration statement or Regulation A offering statement
file number to which this form relates: 333-268053
Securities to be registered pursuant to Section 12(g) of the
Act: None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1: Description of Registrant’s Securities to be Registered
The title of the securities to be registered hereunder are “3.375%
Notes due 2037” and “3.750% Notes due 2053.” For a description of the securities to be registered hereunder, reference
is made to the information under the heading “Description of Notes” in the prospectus supplement dated August 8, 2024, which
was filed with the Securities and Exchange Commission (the “Commission”) on August 9, 2024 pursuant to Rule 424(b) under
the Securities Act of 1933, and under the heading “Description of Debt Securities” in the prospectus dated October 28,
2022, contained in the registrant’s effective registration statement on Form S-3 (Registration No. 333-268053), which
registration statement was filed with the Commission on October 28, 2022, which information is incorporated herein by reference and
made part of this registration statement in its entirety.
Item 2: Exhibits
Exhibit 4.1 |
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Amended and Restated Indenture, dated as of April 26, 1988, between The Coca-Cola Company (the “Company”) and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3 (Registration No. 33-50743) filed on October 25, 1993. |
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Exhibit 4.2 |
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First Supplemental Indenture, dated as of February 24, 1992, to Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-3 (Registration No. 33-50743) filed on October 25, 1993. |
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Exhibit 4.3 |
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Second Supplemental Indenture, dated as of November 1, 2007, to Amended and Restated Indenture, dated as of April 26, 1988, as amended, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.3 of the Company’s Current Report on Form 8-K filed on March 5, 2009. |
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Exhibit 4.4 |
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Form of Note for 3.375% Notes due 2037 — incorporated herein by reference to Exhibit 4.4 of the Company’s Current Report on Form 8-K filed on August 15, 2024. |
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Exhibit 4.5 |
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Form of Note for 3.750% Notes due 2053 — incorporated herein by reference to Exhibit 4.5 of the Company’s Current Report on Form 8-K filed on August 15, 2024. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
Dated: August 15, 2024 |
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The Coca-Coca Company |
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(Registrant) |
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By: |
/s/ Erin May |
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Name: |
Erin May |
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Title: |
Senior Vice President, Controller and Chief Accounting Officer |
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