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[Form 4] Keurig Dr Pepper Inc. Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Eric Gorli, President, US Refreshment Bev. at Keurig Dr Pepper (KDP), reported stock changes on 09/15/2025. Restricted stock units (RSUs) and matching RSUs vested and converted one-for-one into common stock. Following the transactions, Mr. Gorli beneficially owned 89,387 shares at one point and 86,654 shares after shares were withheld for taxes. Share withholding for tax payment occurred at an effective price of $26.75 per share. Transactions were reported on Form 4 and signed by an attorney-in-fact on 09/17/2025.

Positive

  • RSUs vested and converted into common stock, increasing reported beneficial ownership (gross additions of 10,261 shares).
  • Matching RSUs vested in full, reflecting completion of a multi-year compensation schedule.

Negative

  • 4,039 shares withheld to satisfy taxes, reducing the net increase in beneficial ownership.
  • Withholding price disclosed at $26.75, indicating tax settlement rather than market sale proceeds.

Insights

TL;DR: Insider received vested RSUs increasing his holdings; net increase reduced by share withholding for taxes.

The Form 4 documents standard executive compensation vesting rather than open-market trading. Three tranches converted: RSUs granted in 2022 (one-third vested) and Matching RSUs from 2020 vested in full. Gross issuance added 10,261 shares to the reporting position via vesting, while 4,039 shares were withheld to satisfy tax obligations at an indicated price of $26.75, producing a net beneficial ownership change consistent with compensation mechanics rather than active buying or selling.

TL;DR: Vesting and tax-withholding of equity compensation were disclosed promptly and in required format.

The filing shows routine equity compensation administration: RSU vesting schedules converted to common stock under the issuer's omnibus plan and tax withholding executed pursuant to Rule 16b-3. The report appears complete with transaction codes, amounts, and explanatory notes, and was executed via attorney-in-fact, meeting procedural disclosure expectations for insider transactions.

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).
1. Name and Address of Reporting Person*
Gorli Eric

(Last) (First) (Middle)
6425 HALL OF FAME LANE

(Street)
FRISCO TX 75034

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Keurig Dr Pepper Inc. [ KDP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President, US Refreshment Bev.
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025
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 09/15/2025 M 3,317 A $0(1) 83,749 D
Common Stock 09/15/2025 F 1,306(2) D $26.75 82,443 D
Common Stock 09/15/2025 M 6,944 A $0(1) 89,387 D
Common Stock 09/15/2025 F 2,733(2) D $26.75 86,654 D
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
Restricted Stock Unit (3) 09/15/2025 M 3,317 (3) (3) Common Stock 3,317 $0 6,633 D
Restricted Stock Unit (4) 09/15/2025 M 6,944 (4) (4) Common Stock 6,944 $0 0 D
Explanation of Responses:
1. Restricted stock units ("RSUs") convert into common stock on a one-for-one basis.
2. Shares of common stock withheld for payment of applicable taxes upon vesting of RSUs in accordance with Rule 16b-3.
3. RSUs were granted on September 13, 2022 and vest in three installments as follows; one third on September 13, 2025; one third on September 13, 2026, and one third on September 13, 2027. One third of the RSUs vested on September 15, 2025, the first trading day following September 13, 2025. The RSUs converted into common stock on a one-for one basis pursuant to the Issuer's Omnibus Stock Incentive Plan of 2019.
4. RSUs represent matching restricted stock units ("Matching RSUs") granted to the Reporting Person in connection with the Issuer's Elite Investment Program. These Matching RSUs were granted on September 15, 2020 and vested in full on September 15, 2025. The Matching RSUs converted into common stock on a one-for-one basis pursuant to the Issuer's Omnibus Stock Incentive Plan of 2019.
Remarks:
/s/ Mark Jackson, attorney in fact 09/17/2025
** 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 transactions did Eric Gorli report on the KDP Form 4?

The Form 4 reports vesting conversions of RSUs and Matching RSUs into common stock on 09/15/2025, with shares withheld for taxes.

How many shares did vest and how many were withheld for taxes?

A total of 10,261 shares were converted from RSUs (3,317 and 6,944); 4,039 shares were withheld for taxes (1,306 and 2,733).

What was the effective price used for tax withholding?

Withheld shares were recorded with an effective price of $26.75 per share.

What is Eric Gorli's reported beneficial ownership after the transactions?

The filing shows beneficial ownership totals of 89,387 and 86,654 shares following different reported line items; the lower figure reflects tax-withholding.

When were the original RSUs and Matching RSUs granted?

The RSUs were granted on 09/13/2022 and the Matching RSUs were granted on 09/15/2020.
Keurig Dr Pepper Inc

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Beverages - Non-Alcoholic
Beverages
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United States
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