Mondelez International, Inc. - Apr 19, 2022 Form 4 Insider Report for Keurig Dr Pepper Inc. (KDP)

Role: Director
Signature: /s/ Ellen M. Smith, Senior Vice President and Chief Counsel, Corporate Secretary
Stock symbol: KDP
Transactions as of: Apr 19, 2022
Transactions value $: $0
Form type: 4
Date filed: 4/21/2022, 04:06 PM
Previous filing: Mar 4, 2022
Next filing: Sep 15, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KDP	Common Stock	Disposed to Issuer	$0	-4.96K	-0.01%	$0.00	75.5M	Apr 19, 2022	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Effective April 1, 2022, Nelson Urdaneta (the "Director Nominee"), director nominee of Mondelez International, Inc. ("Mondelez International"), no longer serves on the Board of Directors of Keurig Dr Pepper ("KDP"). Pursuant to KDP's Omnibus Stock Incentive Plan of 2019 and the agreements pursuant to which grants of Restricted Stock Units ("RSUs") were made to Mr. Urdaneta, as applicable, upon cessation of his service on the Board of Directors, grants made to Mr. Urdaneta become fully vested except that RSUs granted within one year prior to the date of termination of service become fully vested with respect to the Applicable Fraction of the RSUs and are forfeited and canceled with respect to the remaining RSUs.
F2	The Director Nominee agreed that he would not receive any separate compensation for serving as a director of KDP and would transfer to Mondelez International any director compensation received from KDP, including any awards made pursuant to grants of RSUs. On April 19, 2022, KDP delivered to the Director Nominee 1,598 shares of KDP common stock pursuant to vested RSU grants. The Director Nominee agreed to surrender beneficial ownership of these shares to Mondelez International, and we are now reporting these shares as directly owned. As of the date of this Report, Mondelez International owns no shares of KDP indirectly.

Content

Effective April 1, 2022, Nelson Urdaneta (the "Director Nominee"), director nominee of Mondelez International, Inc. ("Mondelez International"), no longer serves on the Board of Directors of Keurig Dr Pepper ("KDP"). Pursuant to KDP's Omnibus Stock Incentive Plan of 2019 and the agreements pursuant to which grants of Restricted Stock Units ("RSUs") were made to Mr. Urdaneta, as applicable, upon cessation of his service on the Board of Directors, grants made to Mr. Urdaneta become fully vested except that RSUs granted within one year prior to the date of termination of service become fully vested with respect to the Applicable Fraction of the RSUs and are forfeited and canceled with respect to the remaining RSUs.

The Director Nominee agreed that he would not receive any separate compensation for serving as a director of KDP and would transfer to Mondelez International any director compensation received from KDP, including any awards made pursuant to grants of RSUs. On April 19, 2022, KDP delivered to the Director Nominee 1,598 shares of KDP common stock pursuant to vested RSU grants. The Director Nominee agreed to surrender beneficial ownership of these shares to Mondelez International, and we are now reporting these shares as directly owned. As of the date of this Report, Mondelez International owns no shares of KDP indirectly.