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): August 23, 2017
COCA-COLA BOTTLING CO. CONSOLIDATED
(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, North Carolina | 28211 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(704) 557-4400
(Registrant’s telephone number, including area code)
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)) |
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. ☐
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 23, 2017, the Board of Directors of Coca-Cola Bottling Co. Consolidated (the “Company”) elected Richard T. Williams to the Company’s Board of Directors (the “Board”), effective that day, with a term expiring at the Company’s 2018 annual meeting of stockholders. Mr. Williams is the former Vice President of Corporate Community Affairs of Duke Energy Corporation, where he served for over 37 years. He currently serves on the board of directors of HomeTrust Bancshares, Inc., as well as the boards of directors of numerous non-profit organizations.
Mr. Williams will receive compensation for his Board and committee service in accordance with the Company’s standard compensation arrangement for non-employee directors, which is described under the caption “Director Compensation” in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 20, 2017, as adjusted by the Board from time to time.
There are no arrangements or understandings between Mr. Williams and any other persons pursuant to which he was selected as a director. Additionally, there are no transactions involving the Company and Mr. Williams that the Company would be required to report pursuant to Item 404(a) of Regulation S-K. Mr. Williams has never served as one of the Company’s officers or employees.
A copy of the news release announcing Mr. Williams’ election is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. |
Description |
Incorporated By Reference To | ||
| 99.1 | News Release, dated August 24, 2017. | Filed herewith. |
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 BOTTLING CO. CONSOLIDATED | ||||||||
| Date: August 24, 2017 | By: | /s/ E. Beauregarde Fisher III | ||||||
| E. Beauregarde Fisher III Executive Vice President, General Counsel and Secretary | ||||||||
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
EXHIBITS
CURRENT REPORT
ON
FORM 8-K
| Date of Event Reported: August 23, 2017 |
Commission File No: 0-9286 |
COCA-COLA BOTTLING CO. CONSOLIDATED
EXHIBIT INDEX
| Exhibit No. |
Description |
Incorporated By Reference To | ||
| 99.1 | News Release, dated August 24, 2017. | Filed herewith. |
Exhibit 99.1
|
Coca-Cola Bottling Co. Consolidated, 4100 Coca-Cola Plaza, Charlotte, NC 28211 |
| Press Release | News Release | |||||
|
|
Contact: | Kimberly Kuo SVP, Public Affairs & Communications 704-557-4584 | ||||
| FOR IMMEDIATE RELEASE August 24, 2017 | ||||||
Mr. Richard T. Williams Named to
Coca-Cola Consolidated’s Board of Directors
Charlotte—Coca-Cola Bottling Co. Consolidated today announced that Mr. Richard T. (Stick) Williams has been named to the Company’s Board of Directors. Mr. Williams’ appointment is effective August 23, 2017.
Mr. Williams served in various leadership roles during his 37-year career at Duke Energy Corporation. At the time of his retirement, he served as Vice President of Corporate Community Affairs and President of the Duke Energy Foundation.
Mr. Williams is a current board member for HomeTrust Bancshares (Asheville, N.C). He is co-chair of Project LIFT, an innovative philanthropic initiative to address educational issues in the Charlotte Mecklenburg School’s West Charlotte Corridor. He also serves on the boards of National Association of Corporate Directors – Carolinas Chapter, Carolinas HealthCare System, Central Piedmont Community College, Read Charlotte, the Kenan Institute for Engineering, Technology and Science, Hope Haven, Inc., and The Good Fellows Club. In addition, he has served on various other boards throughout his career, including UNC Chapel Hill – Board of Trustees (Chair), Chapel Hill Chamber of Commerce (Chair), UNC General Alumni Association (Chair), Durham Chamber of Commerce (Chair), Greater Charlotte YMCA (Chair), The Mint Museum (Chair), and Bank of Commerce.
“We are very pleased to have an individual with Stick’s leadership qualities and background of success in both the business and civic communities. As a well-respected executive that shares our values, we look forward to working with him for many years to come,” said Coca-Cola Consolidated Chairman and CEO J. Frank Harrison, III.
Williams was also named one of 2015’s “Heroes of the Fortune 500” for good works by employees of the nation’s largest companies. North Carolina’s Governor also conferred the Order of the Long Leaf Pine on Mr. Williams, one of North Carolina’s most prestigious honors.
A Greensboro, N.C. native, he graduated from the University of North Carolina at Chapel Hill with a Bachelor of Science degree in accounting. He and his wife have three daughters and one grandchild.
About Coca-Cola Bottling Co. Consolidated
Coke Consolidated is the largest independent Coca-Cola bottler in the United States. Our Purpose is to honor God, serve others, pursue excellence and grow profitably. For 115 years, we have been deeply committed to the consumers, customers and communities we serve and passionate about the broad portfolio of beverages and services we offer. We make, sell and distribute beverages of The Coca-Cola Company and other partner companies in more than 300 brands and flavors across 16 states to over 64 million consumers.
Headquartered in Charlotte, N.C., Coke Consolidated is traded on the NASDAQ under the symbol COKE. More information about the company is available at www.cokeconsolidated.com. Follow Coke Consolidated on Facebook, Twitter, Instagram and LinkedIn.