Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): February 1, 2024
(Exact name of registrant as specified in its charter)

(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)
905 West Fulton Market, Suite 200, Chicago, IL 60607
(Address of principal executive offices, including zip code)
(847) 943-4000
(Registrant's telephone number, including area code)
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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Class A Common Stock, no par valueMDLZ The Nasdaq Global Select Market
1.625% Notes due 2027MDLZ27The Nasdaq Stock Market LLC
0.250% Notes due 2028 MDLZ28The Nasdaq Stock Market LLC
0.750% Notes due 2033MDLZ33The Nasdaq Stock Market LLC
2.375% Notes due 2035MDLZ35The Nasdaq Stock Market LLC
4.500% Notes due 2035MDLZ35AThe Nasdaq Stock Market LLC
1.375% Notes due 2041MDLZ41The Nasdaq Stock Market LLC
3.875% Notes due 2045MDLZ45The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company    
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 1, 2024, we increased the size of the Mondelēz International Board of Directors (the “Board”) from 10 to 11 members and appointed Brian J. McNamara to the Board. Mr. McNamara is currently Chief Executive Officer of Haleon plc (formerly GSK ConsumerHealthcare). Our Board appointed Mr. McNamara to serve as a member of the People and Compensation Committee and as a member of the Governance, Membership and Sustainability Committee. All of these actions are effective February 1, 2024.

The Board determined that Mr. McNamara is an “independent director” for purposes of the Nasdaq Stock Market Listing Rules.

Mr. McNamara will receive the same compensation and indemnification as our other non-employee directors. The compensation program is described in our Proxy Statement on Schedule 14A filed the SEC on April 6, 2023. The form of indemnification agreement is an exhibit to our Annual Report on Form 10-K filed with the SEC on February 3, 2023.

There are no transactions between Mr. McNamara and us that would be reportable under Item 404(a) of Regulation S-K. Mr. McNamara was not selected pursuant to any arrangement or understanding between him and any other person.

A copy of our press release regarding these events is attached hereto as Exhibit 99.1.

Item 9.01.
Financial Statements and Exhibits.
(d) The following exhibits are being filed with this Current Report on Form 8-K.
The cover page from Mondelēz International, Inc.’s Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101).



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.

/s/ Laura Stein
Laura Stein
Executive Vice President, Corporate & Legal Affairs, General Counsel and Corporate Secretary
Date: February 2, 2024

Exhibit 99.1
Contacts:               Tracey Noe (Media)  Shep Dunlap (Investors)  
  1-847-943-5678  1-847-943-5454  
Mondelēz International Appoints Brian McNamara
To Board of Directors

CHICAGO, February 2, 2024 – Mondelēz International, Inc. (Nasdaq: MDLZ) today announced the appointment of Brian McNamara to the Company’s Board of Directors, effective Feb. 1. McNamara has served as Chief Executive Officer of Haleon plc, formerly GSK Consumer Healthcare, since May 2022. Previously, he led GSK’s Consumer Healthcare business.
“We are pleased to welcome Brian to our Board. His breadth and depth of expertise in all aspects of consumer products leadership – including supply chain, brand marketing, customer engagement and more – will provide valuable insight and strategic input to our team,” said Dirk Van de Put, Chairman & CEO of Mondelēz International.
Before joining GSK in 2015, McNamara held a variety of senior leadership positions for several global consumer products companies, including Novartis AG and The Procter & Gamble Company. He currently sits on Haleon’s Board of Directors, as well as the Board of Directors of the Consumer Goods Forum.
McNamara’s appointment expands the size of the Company’s Board to 11 members, 10 of whom are deemed independent, including McNamara.

About Mondelēz International
Mondelēz International, Inc. (Nasdaq: MDLZ) empowers people to snack right in over 150 countries around the world. With 2023 net revenues of approximately $36 billion, MDLZ is leading the future of snacking with iconic global and local brands such as Oreo, Ritz, LU, Clif Bar and Tate's Bake Shop biscuits and baked snacks, as well as Cadbury Dairy Milk, Milka and Toblerone chocolate. Mondelēz International is a proud member of the Standard and Poor’s 500, Nasdaq 100 and Dow Jones Sustainability Index. Visit or follow the company on Twitter at