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):
April
16, 2008
(Exact
name of registrant as specified in its charter)
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Delaware
(State
or other
jurisdiction
of
incorporation)
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001-02217
(Commission
File
Number)
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58-0628465
(IRS
Employer
Identification
No.)
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One
Coca-Cola Plaza
Atlanta,
Georgia
(Address
of principal executive offices)
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30313
(Zip
Code)
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Registrant's
telephone number, including area code: (404) 676-2121
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:
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□
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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□
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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□
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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□
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangement of Certain
Officers
On
February 21, 2008, the Board of Directors of The Coca-Cola Company (the
“Company”) adopted The Coca-Cola Company 2008 Stock Option Plan (the “2008
Plan”) and directed that it be submitted to the shareowners of the Company for
approval at the 2008 Annual Meeting of Shareowners. The 2008 Plan
became effective on April 16, 2008, when it was approved by the shareowners of
the Company at the Annual Meeting of Shareowners.
The 2008
Plan will be administered by the Compensation Committee of the Board of
Directors, which is comprised of entirely independent Directors. A
maximum of 140,000,000 shares of Common Stock (subject to adjustment as
described in the 2008 Plan) may be issued pursuant to nonqualified stock options
and incentive stock options granted under the 2008 Plan. Options may
be granted to any officer, including officers who are Directors of the Company,
and to other key employees of the Company and its Majority-Owned Related
Companies (as defined in the 2008 Plan). Approximately 4,600
employees, including executive officers, currently may be considered for
awards. The option price shall be no less than 100% of the fair
market value of the Common Stock on the date the option is granted and the
duration of an option may be no later than ten years from the date of
grant. Fair market value for purposes of the 2008 Plan is the average
of the high and low market price of the Common Stock as reported on the New York
Stock Exchange Composite Transactions listing on the date of
grant. The Compensation Committee has full and final authority, in
its discretion, to select the key employees who would be granted stock options
and to determine the number of shares subject to each option, the duration of
each option and the terms and conditions of each option granted.
The
foregoing description of the 2008 Plan is qualified in its entirety by reference
to the 2008 Plan, a copy of which is filed as Exhibit 10.1 to this Current
Report on Form 8-K and is hereby incorporated by reference.
Item
9.01. Financial
Statements and Exhibits.
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10.1
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The
Coca-Cola Company 2008 Stock Option Plan
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2
SIGNATURES
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.
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THE
COCA-COLA COMPANY
(REGISTRANT)
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Date: April
22, 2008
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By:
/s/ Harry L. Anderson
Harry
L. Anderson
Vice
President and Controller
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3
EXHIBIT
INDEX
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Exhibit No.
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Exhibit
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10.1
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The
Coca-Cola Company 2008 Stock Option Plan
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