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Coca-Cola Consolidated insider sale reported; family holdings and 10-for-1 split noted

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Morgan H. Everett, Vice Chair and Director of Coca-Cola Consolidated, Inc. (COKE), reported a non-derivative sale of Common Stock occurring on 04/05/2024. The Form 4 shows a transaction coded "S(1)" disposing of 4 shares at a reported price of $817.57. The filing states the sale was executed by the reporting person’s investment advisor when securities were moved from a self-directed account to a managed custodial account for the reporting person’s child; the reporting person was unaware of the trade and the company says no Section 16(b) disgorgement resulted. The filing also discloses indirect holdings: 535,178 and 78,596 Common Stock equivalents held through family entities and trusts. A 10-for-1 forward stock split effective May 16, 2025 is noted and all amounts are shown on a pre-split basis.

Positive

  • Clear explanatory footnotes describing the custodial managed account transfer and the reporting person's lack of awareness of the transaction
  • Disclosure of indirect holdings (535,178 and 78,596 Common Stock equivalents) and ownership structure through family entities and trusts
  • Noted 10-for-1 forward stock split with explicit statement that amounts are pre-split, aiding future comparability

Negative

  • None.

Insights

TL;DR: Small, inadvertent sale reported; major holdings remain with family entities and split noted.

The reported disposal is minimal in size—4 shares at $817.57—and is described as executed by an advisor during an account transfer to a custodial managed account. The filer explicitly disclaims beneficial ownership for many shares held via family partnership and trusts except for pecuniary interest, which limits direct control implications. The 10-for-1 forward split note is important for interpreting share counts in this and future filings.

TL;DR: Disclosure meets Section 16 transparency; transaction characterized as inadvertent with supporting explanation.

The Form 4 provides required detail: transaction code, price, ownership form and explanatory footnotes describing custodial and family ownership structures and a disclaimer of beneficial ownership where applicable. The signature and remark about the stock split further clarify reporting context. No indication of insider trading intent or unexplained transfers is present in the filing text.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Everett Morgan Harrison

(Last) (First) (Middle)
4100 COCA-COLA PLAZA

(Street)
CHARLOTTE NC 28211

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Coca-Cola Consolidated, Inc. [ COKE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Vice Chair
3. Date of Earliest Transaction (Month/Day/Year)
04/05/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/05/2024 S(1) 4 D $817.57 0 I See Footnote(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (3) (4) (5) Common Stock (3) 535,178 I See Footnote(6)
Class B Common Stock (3) (4) (5) Common Stock (3) 78,596 I See Footnote(7)
Explanation of Responses:
1. Represents a sale executed by the investment advisor when the shares were transferred from a self-directed account to a managed account and all securities previously held in the self-directed account were liquidated and the proceeds were reinvested in the managed account program's portfolio. The managed account is a custodial account in which the reporting person's spouse serves as custodian for the reporting person's child under the Uniform Transfers to Minors Act. The reporting person was unaware of the transaction at the time it occurred and such transaction did not result in any profits to disgorge under Section 16(b) of the Securities Exchange Act of 1934, as amended.
2. Such shares were held directly by the reporting person's spouse as custodian for the reporting person's child under the Uniform Transfers to Minors Act.
3. Class B Common Stock is convertible into Common Stock, on a share-for-share basis, at any time at the option of the holder.
4. Immediately.
5. None.
6. Such shares are held directly by the JFH Family Limited Partnership-FH1 (the "Family LP"). The JFH III Harrison Family LLC (the "Family LLC") holds the general partnership interest in the Family LP. Trusts, of which the reporting person is a beneficiary, hold limited partnership interests in the Family LP and membership interests in the Family LLC. The reporting person disclaims beneficial ownership in all of these securities except to the extent of her pecuniary interest therein.
7. Such shares are held directly by a trust of which the reporting person is a beneficiary. The reporting person disclaims beneficial ownership in all of these securities except to the extent of her pecuniary interest therein.
Remarks:
On May 16, 2025, the issuer effected a 10-for-1 forward stock split (the "Stock Split") of its Common Stock and Class B Common Stock. All amounts shown on this Form 4 are on a pre-split basis and have not been adjusted to reflect the Stock Split.
/s/ Morgan H. Everett 09/11/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Morgan H. Everett report on Form 4 for COKE?

The report discloses a sale (code S(1)) on 04/05/2024 of 4 shares at a reported price of $817.57.

Why was the sale executed according to the Form 4 filing?

The filing explains the sale was executed by the investment advisor when shares were moved from a self-directed account to a managed custodial account for the reporting person's child; the reporting person was unaware of the transaction.

How many shares does the filing show as indirectly beneficially owned?

The filing shows indirect holdings equivalent to 535,178 and 78,596 Common Stock (pre-split) held through family partnership and trust structures.

Did the filing indicate any Section 16(b) disgorgement obligation?

No; the filing states the transaction did not result in any profits to disgorge under Section 16(b).

Has Coca-Cola Consolidated effected any stock split referenced in the filing?

Yes; the filing notes a 10-for-1 forward stock split effective May 16, 2025, and that all amounts in the Form 4 are on a pre-split basis.
Coca-Cola Consolidated Inc

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10.90B
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1.35%
Beverages - Non-Alcoholic
Bottled & Canned Soft Drinks & Carbonated Waters
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United States
CHARLOTTE