Every material Form 8-K Coca-Cola Consolidated has filed with the SEC since June 10, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Coca-Cola Consolidated reported third-quarter 2026 net sales of $1.99 billion, up 5.4%, and net income of $175.9 million, up 23.6% from a year earlier. Gross margin fell 80 basis points to 38.8% as aluminum and fuel costs outpaced price increases, and on an adjusted basis third-quarter net income declined 2.2%. The company also said it has reduced debt by $450 million so far in 2026.
Third-quarter net sales rose 5.4% to $1.99 billion; volume rose 1.4% to 94.2 million standard physical cases.
Third-quarter income from operations rose 10.1% to $271.6 million; reported diluted EPS was $2.64 versus $1.64 a year earlier.
Adjusted third-quarter net income was $175.3 million, down 2.2% from $179.2 million, per the company's non-GAAP reconciliation.
For the first nine months of 2026, net income was $446.2 million, up 3.0%, and operating cash flow was $664.8 million versus $722.9 million.
Coca-Cola Consolidated reported second-quarter 2026 net sales of $2.1 billion, up 10.6%, on volume growth of 7.6%. Net income fell 15.2% to $158.8 million, and income from operations was flat at $271.3 million, as higher aluminum costs pushed gross margin down to 37.9%. For shareholders, sales growth was offset by lower profit in the quarter.
Q2 2026 net sales were $2,052.4 million, up from $1,855.5 million in Q2 2025; volume rose 7.6%.
Q2 2026 net income was $158.8 million, down from $187.4 million; adjusted net income was $187.7 million, down 3.8%.
Gross margin fell to 37.9% from 40.0%, which the company attributed mainly to about $45 million in additional aluminum-related input costs.
First-half net income was $270.4 million, down 7.1%; the company made $275 million in early term loan repayments in the first half.
Coca-Cola Consolidated reported first-quarter 2026 results on May 6, 2026, with net sales of $1.8 billion, up 16.9% from a year earlier. Reported net income rose 7.7% to $111.6 million, but adjusted net income fell 12.3% to $119.5 million, and the company said six extra days in the quarter added about $23 million to net income. Higher aluminum costs cut gross margin, so shareholders are seeing reported gains alongside weaker underlying profit.
Net sales were $1,846.7 million, up 16.9%; adjusted net sales rose 8.5%.
Income from operations was $237.5 million, up 25.1%; adjusted income from operations was $194.6 million, up $4.2 million.
Net income was $111.6 million, up 7.7%; adjusted net income was $119.5 million versus $136.3 million a year earlier.
Aluminum costs added approximately $35 million in input costs compared with the first quarter of 2025.
Coca-Cola Consolidated reported fourth quarter and fiscal 2025 results in a news release furnished as Exhibit 99.1. Fourth quarter net sales rose 9.0% to $1.9 billion and income from operations rose 10.7% to $242.1 million, but GAAP net income fell 23.3% to $137.3 million, mainly because of a prior-year benefit from a contingent consideration fair value adjustment. The company also said it repurchased all remaining shares owned by The Coca-Cola Company in the fourth quarter for approximately $2.4 billion.
Q4 2025 net sales were $1,904.2 million, up 9.0% from $1,746.5 million in Q4 2024; volume rose 4.6%.
Q4 2025 income from operations was $242.1 million, up 10.7%; gross margin fell 40 basis points to 39.6%.
Q4 2025 GAAP net income was $137.3 million versus $178.9 million, a decline of 23.3%; adjusted net income was $157.8 million versus $156.7 million.
Fiscal 2025 net sales were $7.2 billion, up 4.8%; fiscal 2025 GAAP net income was $570.6 million, down 9.9%.
On December 8, 2025, Coca-Cola Consolidated entered into a term loan agreement with Wells Fargo as administrative agent and borrowed the full $1.35 billion available under it. The company will mainly use the proceeds to refinance a $1.20 billion bridge loan from November 7, 2025, with the rest for general corporate purposes, including possible stock repurchases, dividends and capital expenditures, so the filing adds new debt for shareholders to weigh.
Borrowed $1.35 billion on December 8, 2025, the full amount available under the Term Loan Facilities.
Three-year facility of up to $900 million matures December 8, 2028; five-year facility of up to $450 million matures December 6, 2030.
Proceeds intended to refinance the $1.20 billion bridge loan dated November 7, 2025, and for general corporate purposes.
Interest is Term SOFR plus 0.750% to 1.250% (three-year) or 0.875% to 1.500% (five-year), based on the company's debt rating.
Coca-Cola Consolidated bought all 18.8 million shares held by a subsidiary of The Coca-Cola Company for approximately $2.4 billion, with the purchase closing on November 7, 2025. The company funded it with cash on hand and a $1.2 billion 364-day bridge term loan, and its board cut the share repurchase program from $1 billion to $400 million. For shareholders, the deal ends the stock rights agreement with The Coca-Cola Company and removes that holder, but it adds $1.2 billion of new borrowing.
Purchased 18.8 million shares at $127 per share, for about $2.4 billion, under an agreement dated November 7, 2025.
Funded with cash on hand and a $1.2 billion 364-day Wells Fargo bridge loan, which bears interest at Term SOFR plus 1.000% based on the current debt rating.
Elaine Bowers Coventry resigned from the board effective at closing, and The Coca-Cola Company gave up its board seat.
Share repurchase authorization reduced from $1 billion to $400 million, with about $136.3 million remaining.
Coca-Cola Consolidated reported third-quarter 2025 net sales of $1.9 billion, up 6.9%, with income from operations up 8.6% to $247 million and GAAP earnings per share up 24% to $1.64. For the first nine months, net sales rose 3.3% to $5.3 billion, but net income fell 4.6% to $433.3 million, reflecting non-cash fair value adjustments to an acquisition-related contingent consideration liability.
Third-quarter net sales rose 6.9% to $1.9 billion, and volume rose 3.3%.
Third-quarter GAAP EPS was $1.64, up $0.32 or 24%; adjusted EPS was $2.06, up 10%.
First nine months net income was $433.3 million, down $20.8 million or 4.6%; adjusted net income was $510.6 million, down 2.2%.
The company expects fiscal 2025 capital expenditures of about $300 million and returned over $211 million to stockholders in the first nine months.
Coca-Cola Consolidated said Executive Vice President of Franchise Beverage Operations Robert G. Chambless plans to retire in 2027 and will transition to Executive Vice President, Senior Advisor to the Chairman and CEO, effective January 1, 2026. The filing says the change is not the result of any disagreement with the company on operations, policies, practices, financial statements, accounting policies or internal controls.
Robert G. Chambless notified the company of his retirement plans on August 28, 2025.
Chambless will move to the Senior Advisor role effective January 1, 2026, and retire in 2027.
In the new role he will help with transition matters and serve as strategic advisor to the Chairman and CEO.
The filing states no disagreement with the company on financial statements, accounting or internal controls.
Coca-Cola Consolidated reported second-quarter 2025 results for the quarter ended June 27, 2025. Net sales rose 3.3% to $1.9 billion and income from operations rose 5.0% to $272.1 million, but volume fell 0.8%, and first-half income from operations fell 2.7% to $461.9 million while first-half net income fell 14.0% to $291.0 million. The quarter improved on the prior year, but the first half declined, so shareholders see a mixed picture.
Second-quarter net sales were $1,855.5 million, up 3.3%, while volume fell 0.8%.
Second-quarter net income was $187.4 million, up 8.4%; adjusted net income was $195.2 million, up 1.2%.
First-half income from operations was $461.9 million, down 2.7%; first-half net income was $291.0 million, down 14.0%, which the company says was hurt by non-cash fair value adjustments to a contingent consideration liability.
The company expects fiscal 2025 capital expenditures of approximately $300 million.
Coca-Cola Consolidated reported first-quarter 2025 results on April 30, 2025, with net sales down 0.7% to $1.6 billion and income from operations down 11.9% to $189.8 million. Volume fell 6.6%, partly due to two fewer selling days and a change in how Dasani water is distributed at Walmart, and net income declined to $103.6 million from $165.7 million. For shareholders, the headline profit measures weakened, although operating cash flow rose to $198.2 million.
Net sales were $1,580.0 million, down 0.7%; two fewer selling days cost approximately $40 million of net sales
Income from operations was $189.8 million, down 11.9% from $215.4 million
Net income was $103.6 million versus $165.7 million; adjusted net income was $136.3 million versus $162.5 million
Operating cash flow was $198.2 million; the company expects 2025 capital expenditures of approximately $300 million
Coca-Cola Consolidated reported fourth-quarter and full-year 2024 results on February 20, 2025. Net sales and profit rose in both periods, though management said 2025 will likely bring slower financial growth.
Q4 2024 net sales were $1.7 billion, up 7.1%; Q4 income from operations was $218.7 million, up 22.6%
Fiscal 2024 net income was $633.1 million, compared with $408.4 million in fiscal 2023
Q4 net income benefited from non-cash fair value adjustments to acquisition related contingent consideration
Management expects 2025 capital expenditures of approximately $300 million, compared with $371 million invested in 2024
Coca-Cola Consolidated said CFO Scott Anthony will retire effective March 31, 2025, and will stay on as a consultant. Matthew J. Blickley, the company's Chief Accounting Officer, will become Executive Vice President and Chief Financial Officer effective April 1, 2025, a planned succession that the filing says was not the result of any disagreement with the company.
Scott Anthony, EVP and CFO since 2018, retires effective March 31, 2025
Matthew J. Blickley, age 42, named EVP and CFO effective April 1, 2025, and will also remain Chief Accounting Officer
Blickley joined the company in 2014 and has been Chief Accounting Officer since August 2020; he will report to President and COO Dave Katz
Anthony's departure is not tied to any disagreement over operations, financial statements, accounting policies or internal controls
Coca-Cola Consolidated reported third-quarter 2024 net sales of $1.8 billion, up 3.1% from a year earlier, and net income of $115.6 million, up from $92.1 million. Diluted earnings per common share were $13.18, compared with $9.80, and operating margin rose to 12.9% from 12.6%, so headline profit measures improved for shareholders, though standard physical case volume fell 2.1%.
Q3 net sales rose 3.1% to $1,765.7 million; standard physical case volume fell 2.1% to 89.9 million cases
Q3 income from operations was $227.1 million, up 5.0%; gross margin improved 90 basis points to 39.5%
Q3 diluted net income per Common Stock share was $13.18, versus $9.80 in Q3 2023
First nine months net income was $454.2 million; full-year 2024 capital expenditures are expected to total about $350 million
Coca-Cola Consolidated reported second-quarter 2024 net sales of $1.8 billion, up 3.3%, and income from operations of $259.1 million, up 10.9%. Net income rose to $172.8 million from $122.3 million a year earlier, and diluted net income per Common Stock share was $18.54 compared with $13.02. Standard physical case volume fell 1.2%, and the company reported a share repurchase obligation to The Coca-Cola Company of $553.7 million on its June 28, 2024 balance sheet.
Net sales rose 3.3% to $1.8 billion in Q2 2024, driven by pricing actions taken in Q1 2024; standard physical case volume fell 1.2%.
Income from operations was $259.1 million, up $25 million or 10.9%; operating margin was 14.4% versus 13.4%.
Net income was $172.8 million versus $122.3 million; diluted net income per Common Stock share was $18.54 versus $13.02.
Share repurchase obligation to The Coca-Cola Company was $553.7 million as of June 28, 2024; the full-year 2024 capital expenditure outlook is $300 million to $350 million.
Coca-Cola Consolidated entered into a $1.3 billion term loan agreement and a new $500 million five-year revolving credit facility, both led by Wells Fargo, on June 10, 2024. The revolver replaces the company's existing credit agreement dated July 9, 2021, and the filing says proceeds may be used for general corporate purposes, including stock repurchases and dividends.
Term loans: up to $800 million maturing June 10, 2027, and up to $500 million maturing June 10, 2029, drawable on a delayed basis within 90 days
Revolving credit facility: $500 million maturing June 10, 2029, replacing the July 9, 2021 credit agreement
Financial covenants require adjusted operating cash flow to fixed charges of at least 1.5 to 1.0 and funded debt to cash flow of no more than 6.0 to 1.0
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