SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Johnson Roger Frederick

(Last)

(First)

(Middle)

53 SOUTH AVENUE

(Street)

BURLINGTON

01803

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/17/2022

3. Issuer Name and Ticker or Trading Symbol
Keurig Dr Pepper Inc. [ KDP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Supply Chain Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	39,830	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Unit	⁽¹⁾	⁽¹⁾	Common Stock	11,008	$0.00	D
Restricted Stock Unit	⁽²⁾	⁽²⁾	Common Stock	13,880	$0.00	D
Restricted Stock Unit	⁽³⁾	⁽³⁾	Common Stock	18,487	$0.00	D
Restricted Stock Unit	⁽⁴⁾	⁽⁴⁾	Common Stock	19,194	$0.00	D
Restricted Stock Unit	⁽⁵⁾	⁽⁵⁾	Common Stock	21,377	$0.00	D
Restricted Stock Unit	⁽⁶⁾	⁽⁶⁾	Common Stock	22,654	$0.00	D
Restricted Stock Unit	⁽⁷⁾	⁽⁷⁾	Common Stock	26,042	$0.00	D

Explanation of Responses:

1. Subject to certain vesting conditions and exceptions, these restricted stock units vest in three installments as follows: 60% on March 2, 2025; 20% on March 2, 2026, and 20% on March 2, 2027. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.

2. Subject to certain vesting conditions and exceptions, these restricted stock units vest in three installments as follows: 60% on March 3, 2024; 20% on March 3, 2025, and 20% on March 3, 2026. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.

3. Subject to certain vesting conditions and exceptions, these restricted stock units vest in three installments as follows: 60% on March 12, 2023; 20% on March 12, 2024, and 20% on March 12, 2025. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.

4. Subject to certain vesting conditions and exceptions, these restricted stock units vest in full on March 4, 2024. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.

5. Subject to certain vesting conditions and exceptions, these restricted stock units vest in full on March 24, 2023. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.

6. Subject to certain vesting conditions and exceptions, these restricted stock units vest in full on July 2, 2023. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.

7. Represents matching restricted stock units ("Matching RSUs") granted to the Reporting Person in connection with the Issuer's Elite Investment Program. These Matching RSUs vest in three equal installments as follows; one third on September 15, 2023; one third on September 15, 2024 and one third on September 15, 2025 (the "Vesting Date"), subject to continued service with the Issuer and other vesting conditions. In addition, all or a portion of the Matching RSUs may be forfeited by the Reporting Person if specified stock ownership requirements are not maintained to the Vesting Date. Each Matching RSU represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.

Remarks:

	/s/ Mark Jackson, attorney in fact	10/26/2022
	** 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 5 (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.