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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 10, 2022

 COCA-COLA CONSOLIDATED, INC.

(Exact name of registrant as specified in its charter)

Delaware

0-9286

56-0950585

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

4100 Coca-Cola Plaza Charlotte, NC

28211

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (704) 557-4400

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $1.00 per share			COKE			NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐

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Item 5.07.    Submission of Matters to a Vote of Security Holders.

(a)						On May 10, 2022, Coca-Cola Consolidated, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”).
(b)						At the Annual Meeting, the Company’s stockholders (i) elected all 11 of the Company’s nominees for director to serve until their terms expire at the Company's 2023 Annual Meeting of Stockholders or until their successors are duly elected and qualified; and (ii) ratified the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for fiscal 2022. Each of these proposals is further described in the Company’s definitive proxy statement on Schedule 14A filed with the United States Securities and Exchange Commission on March 28, 2022.
						The final voting results for each of the proposals submitted to the Company’s stockholders at the Annual Meeting are as follows:

						1. Election of directors:

Nominee						Votes For						Votes Withheld						Broker Non-Votes
J. Frank Harrison, III						48,646,268						1,820,726						601,018
Sharon A. Decker						50,348,161						118,833						601,018
Morgan H. Everett						50,151,499						315,495						601,018
James R. Helvey, III						50,425,768						41,226						601,018
William H. Jones						50,393,986						73,008						601,018
Umesh M. Kasbekar						50,181,232						285,762						601,018
David M. Katz						48,497,707						1,969,287						601,018
Jennifer K. Mann						50,181,451						285,543						601,018
James H. Morgan						49,955,544						511,450						601,018
Dennis A. Wicker						49,758,284						708,710						601,018
Richard T. Williams						50,383,026						83,968						601,018

						2. Ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for fiscal 2022:

Votes For						Votes Against						Abstentions						Broker Non-Votes
50,948,042						104,380						15,590						—

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

COCA-COLA CONSOLIDATED, INC.

Date: May 12, 2022

By:

/s/ E. Beauregarde Fisher III

E. Beauregarde Fisher III Executive Vice President, General Counsel and Secretary