SEC Form DEFA14A filed by Molson Coors Beverage Company
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )
Filed by the Registrant ☑
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐ | Preliminary Proxy Statement |
☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(E)(2)) |
☐ | Definitive Proxy Statement |
☑ | Definitive Additional Materials |
☐ | Soliciting Material under §240.14a-12 |
| MOLSON COORS BEVERAGE COMPANY | |
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| | |
| (Name of Registrant as Specified in Its Charter) | |
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| (Name of Person(s) Filing Proxy Statement, if other than the Registrant) | |
Payment of Filing Fee (Check all boxes that apply):
☑ | No fee required. |
☐ | Fee paid previously with preliminary materials. |
☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V66611-P25951-Z89535 MOLSON COORS BEVERAGE COMPANY P.O. BOX 4030 BC 555 GOLDEN, COLORADO 80401 MOLSON COORS BEVERAGE COMPANY Vote in Person at the Meeting* May 14, 2025 8:00 a.m., Eastern Daylight Time *Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. You invested in MOLSON COORS BEVERAGE COMPANY and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on May 14, 2025. Get informed before you vote View the Notice of Annual Meeting, Proxy Statement and Annual Report on Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to April 30, 2025. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote. com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. 2025 Annual Meeting Vote by May 13, 2025 11:59 PM EDT. For shares held in a Plan, vote by May 12, 2025 7:00 AM EDT. Marriott Chateau Champlain Hotel 1050 Rue De la Gauchetière O Montréal, QC H3B 4C9, Canada |
Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. Voting Items Board Recommends THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. V66612-P25951-Z89535 1. Election of Directors For Nominees: 01) David S. Coors 02) Peter J. Coors 03) Mary Lynn Ferguson-McHugh 04) Gavin D. K. Hattersley 05) Andrew T. Molson 06) Geoffrey E. Molson 07) Nessa O’Sullivan 08) H. Sanford Riley 09) Jill Timm 10) Leroy J. Williams, Jr. 11) James “Sandy” A. Winnefeld, Jr. 2. To approve, in a non-binding advisory vote, the compensation of Molson Coors Beverage Company’s named executive officers. For 3. To approve the amendment and restatement of the Molson Coors Beverage Company Incentive Compensation Plan. For 4. To ratify the appointment of PricewaterhouseCoopers LLP as Molson Coors Beverage Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. For NOTE: Such other business as may be brought properly before the meeting and any and all adjournments or postponements thereof. In their discretion, the proxies named on the proxy (or either of them) are authorized to vote upon such other business as may properly come before the meeting. SPECIAL VOTING INSTRUCTIONS For Holders of Class A Exchangeable Shares of Molson Coors Canada Inc. In order for TSX Trust Company (“TSX”) to vote or cause to be voted at the Annual Meeting of Stockholders of Molson Coors Beverage Company to be held on May 14, 2025, all the voting rights related to the Class A Exchangeable Shares of Molson Coors Canada Inc. held of record by the stockholder at the close of business on March 21, 2025, Broadridge Financial Solutions, Inc. (“Broadridge,” as agent for TSX) must receive the stockholder’s voting instructions no later than 5:00 P.M. EDT on May 9, 2025 for mailed in ballots and by 7:00 A.M. EDT on May 12, 2025 if voting by telephone or Internet. |
Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V66613-P25951-Z89535 MOLSON COORS BEVERAGE COMPANY P.O. BOX 4030 BC 555 GOLDEN, COLORADO 80401 MOLSON COORS BEVERAGE COMPANY Vote in Person at the Meeting* May 14, 2025 8:00 a.m., Eastern Daylight Time *Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. You invested in MOLSON COORS BEVERAGE COMPANY and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on May 14, 2025. Get informed before you vote View the Notice of Annual Meeting, Proxy Statement and Annual Report on Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to April 30, 2025. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote. com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. 2025 Annual Meeting Vote by May 13, 2025 11:59 PM EDT. For shares held in a Plan, vote by May 12, 2025 7:00 AM EDT. Marriott Chateau Champlain Hotel 1050 Rue De la Gauchetière O Montréal, QC H3B 4C9, Canada |
Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. V66614-P25951-Z89535 Voting Items Board Recommends THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. 1. Election of Directors For Nominees: 01) Christian P. Cocks 02) Roger G. Eaton 03) Charles M. Herington 2. To approve, in a non-binding advisory vote, the compensation of Molson Coors Beverage Company’s named executive officers. For NOTE: Such other business as may be brought properly before the meeting and any and all adjournments or postponements thereof. In their discretion, the proxies named on the proxy (or either of them) are authorized to vote upon such other business as may properly come before the meeting. SPECIAL VOTING INSTRUCTIONS For Holders of Class B Exchangeable Shares of Molson Coors Canada Inc. In order for TSX Trust Company (“TSX”) to vote or cause to be voted at the Annual Meeting of Stockholders of Molson Coors Beverage Company to be held on May 14, 2025, all the voting rights related to the Class B Exchangeable Shares of Molson Coors Canada Inc. held of record by the stockholder at the close of business on March 21, 2025, Broadridge Financial Solutions, Inc. (“Broadridge,” as agent for TSX) must receive the stockholder’s voting instructions no later than 5:00 P.M. EDT on May 9, 2025 for mailed in ballots and by 7:00 A.M. EDT on May 12, 2025 if voting by telephone or Internet. SPECIAL VOTING INSTRUCTIONS For Holders of Class B Common Share Equivalents Held in the Molson Coors Employees’ Retirement and Savings Plan In order for Fidelity Management Trust Company (“Fidelity”), as trustee of the Molson Coors Employees’ Retirement and Savings Plan (the “Plan”), to vote or cause to be voted at the Annual Meeting of Stockholders of Molson Coors Beverage Company to be held on May 14, 2025, all the voting rights related to the Class B Common Stock of Molson Coors Beverage Company, attributed to participants in the Plan at the close of business on March 21, 2025, Broadridge (as agent for Fidelity), must receive the stockholder’s voting instructions no later than 5:00 P.M. EDT on May 9, 2025 for mailed in ballots and by 7:00 A.M. EDT on May 12, 2025 if voting by telephone or Internet. |
Your Vote Counts! *Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V66630-P26087 MOLSON COORS CANADA INC. P.O. BOX 4030 BC 555 GOLDEN, COLORADO 80401 MOLSON COORS CANADA INC. 2025 Annual Meeting of Stockholders of Molson Coors Beverage Company Vote by May 13, 2025 11:59 PM EDT. For shares held in a plan, vote by May 12, 2025 7:00 AM EDT. You invested in MOLSON COORS CANADA INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting of Stockholders of Molson Coors Beverage Company. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on May 14, 2025. Get informed before you vote View the Notice of Annual Meeting, Proxy Statement and Annual Report on Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to April 30, 2025. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to [email protected]. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. Vote in Person at the Meeting* May 14, 2025 8:00 a.m., Eastern Daylight Time Marriott Chateau Champlain Hotel 1050 Rue De la Gauchetière O Montréal, QC H3B 4C9, Canada |
Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. V66631-P26087 Voting Items Board Recommends THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. 1. Election of Directors For Nominees: 01) David S. Coors 02) Peter J. Coors 03) Mary Lynn Ferguson-McHugh 04) Gavin D. K. Hattersley 05) Andrew T. Molson 06) Geoffrey E. Molson 07) Nessa O’Sullivan 08) H. Sanford Riley 09) Jill Timm 10) Leroy J. Williams, Jr. 11) James “Sandy” A. Winnefeld, Jr. 2. To approve, in a non-binding advisory vote, the compensation of Molson Coors Beverage Company’s named executive officers. For 3. To approve the amendment and restatement of the Molson Coors Beverage Company Incentive Compensation Plan. For 4. To ratify the appointment of PricewaterhouseCoopers LLP as Molson Coors Beverage Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. For NOTE: Such other business as may be brought properly before the meeting and any and all adjournments or postponements thereof. In their discretion, the proxies named on the proxy (or either of them) are authorized to vote upon such other business as may properly come before the meeting. SPECIAL VOTING INSTRUCTIONS For Holders of Class A Exchangeable Shares of Molson Coors Canada Inc. In order for TSX Trust Company (“TSX”) to vote or cause to be voted at the Annual Meeting of Stockholders of Molson Coors Beverage Company to be held on May 14, 2025, all the voting rights related to the Class A Exchangeable Shares of Molson Coors Canada Inc. held of record by the stockholder at the close of business on March 21, 2025, Broadridge Financial Solutions, Inc. (“Broadridge,” as agent for TSX) must receive the stockholder’s voting instructions no later than 5:00 P.M. EDT on May 9, 2025 for mailed in ballots and by 7:00 A.M. EDT on May 12, 2025 if voting by telephone or Internet. |
Your Vote Counts! *Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V66632-P25677 MOLSON COORS CANADA INC. P.O. BOX 4030 BC 555 GOLDEN, COLORADO 80401 MOLSON COORS CANADA INC. 2025 Annual Meeting of Stockholders of Molson Coors Beverage Company Vote by May 13, 2025 11:59 PM EDT. For shares held in a plan, vote by May 12, 2025 7:00 AM EDT. You invested in MOLSON COORS CANADA INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting of Stockholders of Molson Coors Beverage Company. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on May 14, 2025. Get informed before you vote View the Notice of Annual Meeting, Proxy Statement and Annual Report on Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to April 30, 2025. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to [email protected]. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. Vote in Person at the Meeting* May 14, 2025 8:00 a.m., Eastern Daylight Time Marriott Chateau Champlain Hotel 1050 Rue De la Gauchetière O Montréal, QC H3B 4C9, Canada |
Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. V66633-P25677 Voting Items Board Recommends THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. 1. Election of Directors For Nominees: 01) Christian P. Cocks 02) Roger G. Eaton 03) Charles M. Herington 2. To approve, in a non-binding advisory vote, the compensation of Molson Coors Beverage Company’s named executive officers. For NOTE: Such other business as may be brought properly before the meeting and any and all adjournments or postponements thereof. In their discretion, the proxies named on the proxy (or either of them) are authorized to vote upon such other business as may properly come before the meeting. SPECIAL VOTING INSTRUCTIONS For Holders of Class B Exchangeable Shares of Molson Coors Canada Inc. In order for TSX Trust Company (“TSX”) to vote or cause to be voted at the Annual Meeting of Stockholders of Molson Coors Beverage Company to be held on May 14, 2025, all the voting rights related to the Class B Exchangeable Shares of Molson Coors Canada Inc. held of record by the stockholder at the close of business on March 21, 2025, Broadridge Financial Solutions, Inc. (“Broadridge,” as agent for TSX) must receive the stockholder’s voting instructions no later than 5:00 P.M. EDT on May 9, 2025 for mailed in ballots and by 7:00 A.M. EDT on May 12, 2025 if voting by telephone or Internet. SPECIAL VOTING INSTRUCTIONS For Holders of Class B Common Share Equivalents Held in the Molson Coors Employees’ Retirement and Savings Plan In order for Fidelity Management Trust Company (“Fidelity”), as trustee of the Molson Coors Employees’ Retirement and Savings Plan (the “Plan”), to vote or cause to be voted at the Annual Meeting of Stockholders of Molson Coors Beverage Company to be held on May 14, 2025, all the voting rights related to the Class B Common Stock of Molson Coors Beverage Company, attributed to participants in the Plan at the close of business on March 21, 2025, Broadridge (as agent for Fidelity), must receive the stockholder’s voting instructions no later than 5:00 P.M. EDT on May 9, 2025 for mailed in ballots and by 7:00 A.M. EDT on May 12, 2025 if voting by telephone or Internet. |