BUD 20-F DEF-14A Report Dec. 31, 2023 | Alphaminr
Anheuser-Busch InBev SA/NV
ALPHAMINR

BUD 20-F Report ended Dec. 31, 2023

Balance Sheet
Cash Flow
Income Statement
Debt
TABLE OF CONTENTS
Part IItem 1. Identity Of Directors, Senior Management and AdvisersItem 2. Offer Statistics and Expected TimetableItem 3. Key InformationItem 4. Information on The CompanyItem 4A. Unresolved Staff CommentsItem 5. Operating and Financial ReviewItem 6. Directors, Senior Management and EmployeesItem 7. Major Shareholders and Related Party TransactionsItem 8. Financial InformationItem 9. The Offer and ListingItem 10. Additional InformationItem 11. Quantitative and Qualitative Disclosures About Market RiskItem 12. Description Of Securities Other Than Equity SecuritiesPart IIItem 13. Defaults, Dividend Arrearages and DelinquenciesItem 14. Material Modifications To The Rights Of Security Holders and Use Of ProceedsItem 15. Controls and ProceduresItem 16. [reserved]Item 16A. Audit Committee Financial ExpertItem 16B. Code Of EthicsItem 16C. Principal Accountant Fees and ServicesItem 16D. Exemptions From The Listing Standards For Audit CommitteesItem 16E. Purchases Of Equity Securities By The IssuerItem 16F. Change in Registrant S Certifying AccountantItem 16G. Corporate GovernanceItem 16H. Mine Safety DisclosureItem 16I. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsItem 16J. Insider Trading PoliciesItem 16K. CybersecurityPart IIIItem 17. Financial StatementsItem 18. Financial StatementsItem 19. Exhibits

Exhibits

1.1* Articles of Association of Anheuser-Busch InBev SA/NV, dated as of 2January 2024 (English-language translation) (incorporated by reference to Exhibit 99.1 to Form6-Kfiled by Anheuser-Busch InBev SA/NV on 8March 2024). 2.1* Indenture, dated as of 16October 2009, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser Busch Companies, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit4.1 to FormF-4(FileNo.333-163464)filed by AB InBev on 3December 2009). 2.2* Fifth Supplemental Indenture, dated as of 27November 2009, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.6 to FormF-4(FileNo.333-163464)filed by AB InBev on 3December 2009). 2.3* Tenth Supplemental Indenture, dated as of 7April 2010, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit2.3 toForm20-F(FileNo.001-34455)filed by AB InBev on 13April 2011). 2.4* Twenty-Fourth Supplemental Indenture, dated as of 6October 2011, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.2 to FormF-3/A(FileNo.333-169514)filed by AB InBev on 7October 2011). 2.5* Twenty-Ninth Supplemental Indenture, dated as of 20December 2012, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors party thereto from time to time and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.2 to FormF-3/A(FileNo.333-169514)filed by AB InBev on 21December 2012). 2.6* Indenture, dated as of 17January 2013, among Anheuser-Busch InBev Finance Inc., Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA, Anheuser-Busch InBev Worldwide Inc. and Anheuser Busch Companies, LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit2.5 toForm20-Ffiled by AB InBev on 25March 2013). 2.7* Indenture, dated as of 25January 2016, among Anheuser-Busch InBev Finance Inc., Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser Busch Companies, LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit2.7 toForm20-Ffiled by AB InBev on 14March 2016). 2.8* Indenture, dated as of 16December 2016, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev Finance Inc., Anheuser- Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser Busch Companies, LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit2.8 toForm20-Ffiled by Anheuser-Busch InBev SA/NV on 22March 2017). 2.9* Indenture, dated as of 15May 2017, among Anheuser-Busch InBev Finance Inc., Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser Busch Companies, LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.1 to Form6-Kfiled by Anheuser-Busch InBev SA/NV on 15May 2017). 2.10* Indenture, dated as of 4April 2018, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev Finance Inc., Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser Busch Companies, LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.1 to Form6-Kfiled by Anheuser-Busch InBev SA/NV on 4April 2018). 2.11* Amended and Restated Deposit Agreement, by and among Anheuser-Busch InBev SA/NV and The Bank of New York Mellon, as Depositary and Owners and Holders of American Depositary Shares, dated as of 23March 2018 (incorporated by reference to Exhibit4.2 to FormS-8filed by Anheuser-Busch InBev SA/NV on 14September 2018). 2.12* Indenture, dated as of 13November 2018, among Anheuser-Busch InBev Worldwide Inc., Anheuser Busch Companies, LLC, Anheuser- Busch InBev Finance Inc., Anheuser-Busch InBev SA/NV, Brandbrew S.A. and Cobrew NV/SA and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.1 to Form6-Kfiled by Anheuser-Busch InBev SA/NV on 14November 2018). 2.13* Seventh Supplemental Indenture, dated as of 23January 2019, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors party thereto from time to time and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.1 to Form6-Kfiled by Anheuser-Busch InBev SA/NV on 23January 2019). 2.14* Thirteenth Supplemental Indenture, dated as of 3April 2020, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors party thereto from time to time and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.1 to Form6-Kfiled by Anheuser-Busch InBev SA/NV on 3April 2020). 2.15 Description of Securities registered under Section12 of the Exchange Act. 3.1* Voting Agreement between Stichting Anheuser-Busch InBev, Fonds Baillet Latour SPRL (now Fonds Baillet Latour SC) and Fonds Voorzitter Verhelst SPRL (now Fonds Voorzitter Verhelst SC), effective 1November 2015 (incorporated by reference to Exhibit2.36 to Amendment No.15 to Schedule 13D filed by AB InBev on 9March 2016). 3.2* Amended and Restated Shareholders Agreement, dated 27April 2023, among BRC S..R.L., Eugnie Patri Sbastian S.A., EPS Participations S..R.L., Rayvax Socit dInvestissements S.A. and Stichting Anheuser-Busch InBev (incorporated by reference to Exhibit2.2 to Schedule 13D filed by AB InBev on 27April 2023). 3.3* Voting and Support Agreement relating to Anheuser-Busch InBev SA/NV, dated 8October 2016, among Stichting Anheuser-Busch InBev, Altria Group, Inc., BEVCO Ltd. and Anheuser-Busch InBev SA/NV (incorporated by reference to Exhibit2.4 to Anheuser-Busch InBev SA/NVs Schedule 13D filed by BRC S..R.L. on 2November 2016). 4.1* Amendment and Restatement Agreement dated 28August 2015, amending the 2010 Senior Facilities Agreement dated 26February 2010 (incorporated by reference to Exhibit4.4 toForm20-Ffiled by AB InBev on 14March 2016). 4.2* Letter of Amendment dated 26October 2017, amending the 2010 Senior Facilities Agreement dated 26February 2010 (incorporated by reference to Exhibit4.5 toForm20-Ffiled by Anheuser-Busch InBev SA/NV on 19March 2018). 4.3* Amendment and Restatement Agreement dated 16February 2021, amending the 2010 Senior Facilities Agreement dated 26February 2010 (incorporated by reference to Exhibit 4.3 to Form20-Ffiled by AB InBev on 19March 2021). 4.4* Share-Based Compensation Plan Relating to Shares of Anheuser-Busch InBev (incorporated by reference to Exhibit4.3 to FormS-8(FileNo.333-172069)filed by AB InBev on 4February 2011). 4.5* Share-Based Compensation Plan Relating to American Depositary Shares of Anheuser-Busch InBev (incorporated by reference to Exhibit4.4 to FormS-8(FileNo.333-172069)filed by AB InBev on 4February 2011). 4.6* Long-Term Incentive Plan Relating to Shares of Anheuser-Busch InBev (most recent version is incorporated by reference to Exhibit4.3 to FormS-8(FileNo.333-208634)filed by AB InBev on 18December 2015). 4.7* Long-Term Incentive Plan Relating to American Depositary Shares of Anheuser-Busch InBev (most recent version is incorporated by reference to Exhibit4.4 to FormS-8(FileNo.333-208634)filed by AB InBev on 18December 2015). 4.8* Exceptional Incentive Restricted Stock Units Programme (most recent version is incorporated by reference to Exhibit4.5 to FormS-8(FileNo.333-208634)filed by AB InBev on 18December 2015). 4.9* Discretionary Restricted Stock Units Programme (incorporated by reference to Exhibit4.3 to FormS-8(FileNo.333-169272)filed on 8September 2010). 4.10* Terms and Conditions of Anheuser-Busch InBev SA/NV Stock Option PlanStock Options Grant of 18December 2009 (incorporated by reference to Exhibit4.3 to FormS-8(FileNo.333-165065)filed by AB InBev on 25February 2010 and post-effectively amended by Post-Effective Amendment No.1 to FormS-8filed by AB InBev on 4February 2011). 4.11* Anheuser-Busch InBev SA/NV Long-Term Incentive PlanStock Options Grant of 18December 2009 (incorporated by reference to Exhibit4.4 to FormS-8(FileNo.333-165065)filed by AB InBev on 25February 2010 and post-effectively amended by Post-Effective Amendment No.1 to FormS-8filed by AB InBev on 4February 2011). 4.12* Forms of Stock Option Plan underlying the Dividend Waiver and Exchange Program (incorporated by reference to Exhibit4.5 to FormS-8(FileNo.333-165065)filed by AB InBev on 25February 2010 and post-effectively amended by Post-Effective Amendment No.1 to FormS-8filed by AB InBev on 4February 2011). 4.13* Share-Based Compensation Plan March 2010 (incorporated by reference to Exhibit4.6 to FormS-8(FileNo.333-165065)filed by AB InBev on 25February 2010 and post-effectively amended by Post-Effective Amendment No.1 to FormS-8filed by AB InBev on 4February 2011). 4.14* Share-Based Compensation Plan March 2010 for EBM, GHQ& NY (incorporated by reference to Exhibit4.7 to FormS-8filed by AB InBev on 25February 2010 and post-effectively amended by Post-Effective Amendment No.1 to FormS-8filed by AB InBev on 4February 2011). 4.15* 2020 Dream Incentive Plan (incorporated by reference to Exhibit4.6 to FormS-8(FileNo.333-208634)filed by AB InBev on 18December 2015). 4.16* Final Judgment of the United States District Court for the District of Columbia, entered into on 21October 2013, outlining the Grupo Modelo settlement (incorporated by reference to Exhibit4.18 toForm20-Ffiled by AB InBev on 25March 2014). 4.17* Tax Matters Agreement, dated as of 11November 2015, between Anheuser-Busch InBev SA/NV and Altria Group, Inc. (incorporated by reference to Exhibit99.5 to AB InBevs Current Report on Form6-Kfiled with the SEC on 12November 2015). 4.18* Information Rights Agreement, dated as of 11November 2015, between Anheuser-Busch InBev SA/NV and Altria Group, Inc. (incorporated by reference to Exhibit4.26 toForm20-Ffiled by AB InBev on 22March 2017). 4.19* Registration Rights Agreement, dated as of 10October 2016, among Anheuser-Busch InBev SA/NV and the Holders as defined therein (incorporated by reference to Exhibit4.27 toForm20-Ffiled by AB InBev on 22March 2016). 4.20* Modified Judgment of the United States District Court for the District of Columbia, dated as of 22October 2018, relating to the combination with SAB (incorporated by reference to Exhibit4.28 toForm20-Ffiled by AB InBev on 22March 2019). 4.21* Gap Long-Term Incentive Plan for SABMiller Employees (incorporated by reference to Exhibit4.4 to FormS-8(FileNo.333-221808)filed on 29November 2017). 4.22* Five-Year Performance Restricted Stock Units Plan (incorporated by reference to Exhibit4.3 to FormS-8(FileNo.333-227335)filed on 14September 2018). 4.23* Ten-YearPerformance Restricted Stock Units Plan (incorporated by reference to Exhibit4.4 to FormS-8(FileNo.333-227335)filed on 14September 2018). 4.24* Restricted Stock Units Plan for Directors (incorporated by reference to Exhibit4.3 to FormS-8(FileNo.333-231556)filed on 17May 2019). 4.25* Base Restricted Stock Units Plan Relating to Shares of AB InBev (incorporated by reference to Exhibit4.3 to FormS-8(FileNo.333-250930)filed on 24November 2020). 4.26* Base Restricted Stock Units Plan Relating to American Depositary Shares of AB InBev (incorporated by reference to Exhibit4.4 to FormS-8(FileNo.333-250930)filed on 24November 2020). 4.27* Base Performance Stock Units Plan Relating to Shares of AB InBev (incorporated by reference to Exhibit4.4 to FormS-8(FileNo.333-268582)filed on 29November 2022). 4.28* Base Share-Based Compensation Relating to Shares of AB InBev (incorporated by reference to Exhibit4.5 to FormS-8(FileNo.333-268582)filed on 29November 2022). 4.29* Base Share-Based Compensation Relating to American Depositary Shares of AB InBev (incorporated by reference to Exhibit4.6 to FormS-8(FileNo.333-268582)filed on 29November 2022). 11.1 Anheuser-Busch InBev Code of Dealing, dated as of October 2023. 11.2 Anheuser-Busch InBev Code of Business Conduct, dated as of October 2023. 12.1 Principal Executive Officer Certification pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 12.2 Principal Financial Officer Certification pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 13.1 Principal Executive Officer and Principal Financial Officer Certification pursuant to Section906 of the Sarbanes-Oxley Act of 2002. 15.1 Consent of PwC Bedrijfsrevisoren BV/Reviseurs dEntreprises SRL 17 List of Guarantor Subsidiaries. 97 Anheuser-Busch InBev SA/NV Policy for the Recovery of Erroneously Awarded Incentive-Based Compensation from Executive Officers, dated as of 11October 2023.