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Share Name Share Symbol Market Type
Coca Cola Company NYSE:KO NYSE Common Stock
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.575 1.25% 46.445 47.19 46.26 46.29 13,562,363 19:53:22

Statement of Changes in Beneficial Ownership (4)

06/05/2020 9:01pm

Edgar (US Regulatory)


FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

WEINBERG DAVID B
2. Issuer Name and Ticker or Trading Symbol

COCA COLA CO [ KO ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

C/O JUDD ENTERPRISES, 401 N. MICHIGAN AVE., SUITE 3050
3. Date of Earliest Transaction (MM/DD/YYYY)

5/4/2020
(Street)

CHICAGO, IL 60611
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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, $.25 Par Value 5/4/2020  S  250000 D$45.0524 (1)902930 I By Estate Trust of Deceased Family Member (4)
Common Stock, $.25 Par Value 5/5/2020  S  175000 D$46.0351 (2)727930 I By Estate Trust of Deceased Family Member (4)
Common Stock, $.25 Par Value 5/6/2020  S  75000 D$45.164 (3)652930 I By Estate Trust of Deceased Family Member (4)
Common Stock, $.25 Par Value         355214 D  
Common Stock, $.25 Par Value         3540000 I By Family Limited Partnerships (5)
Common Stock, $.25 Par Value         3000000 I By Family Trusts (6)
Common Stock, $.25 Par Value         2466558 I By Marital Trust of Deceased Family Member (7)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units  (8)           (9) (9)Common Stock, $.25 Par Value 37694.0051  37694.0051 D  

Explanation of Responses:
(1) The price is the weighted average sale price of the aggregate number of shares that were sold by the reporting person. These shares were sold in multiple transactions at prices ranging from $44.75 to $45.45. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
(2) The price is the weighted average sale price of the aggregate number of shares that were sold by the reporting person. These shares were sold in multiple transactions at prices ranging from $46.00 to $46.10. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
(3) The price is the weighted average sale price of the aggregate number of shares that were sold by the reporting person. These shares were sold in multiple transactions at prices ranging from $45.09 to $45.34. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
(4) The reporting person is one of three trustees and holds a residuary interest in the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(5) The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(6) The reported securities are held in three trusts of which the reporting person is one of three trustees. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(7) The reporting person is one of three trustees and holds an indirect residuary interest in the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(8) Each phantom share unit is economically equivalent to one share of Common Stock.
(9) The phantom share units credited under The Coca-Cola Company Directors' Plan effective January 1, 2020 are settled in cash the later of (i) January 15 of the year following the year in which the reporting person leaves the Board, or (ii) six months following the date on which the reporting person leaves the Board.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
WEINBERG DAVID B
C/O JUDD ENTERPRISES
401 N. MICHIGAN AVE., SUITE 3050
CHICAGO, IL 60611
X



Signatures
/s/ Karen V. Danielson, attorney-in-fact for David B. Weinberg5/6/2020
**Signature of Reporting PersonDate

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