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STARBUCKS CORP

For the period ended Mar 12, 2025. Filed Jan 24, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Mar 12, 2025 · Filed Jan 24, 2025

SBUX$105.41-0.7%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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

STARBUCKS CORPORATION

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY):
☑No fee required
☐Fees 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

Starbucks 2025 Notice of Annual Meeting of Shareholders and Proxy Statement © 2025 STARBUCKS CORPORATION

Back to Starbucks Refocusing on what has always set us apart—a welcoming coffeehouse where people gather and where we serve the finest coffee, handcrafted by our skilled baristas. The first Starbucks store on Pike Place in Seattle, Washington

January 24, 2025Starbucks Corporation2401 Utah Avenue South Seattle, Washington 98134WHEN Wednesday, March 12, 2025, at 10:00 a.m. (Pacific Time) WHERE virtually atwww.virtualshareholdermeeting. com/SBUX2025 RECORD DATE January 10, 2025
Notice of Annual Meeting of Shareholders

Voting

YOUR VOTE IS VERY IMPORTANT.

Please carefully review the proxy materials and follow the instructions below to cast your vote on the proxy card as promptly as possible, even if you plan to attend the Annual Meeting.

BY INTERNET:

Locate the control number on your proxy card or voting instruction form and access the voting website indicated.

Your proxy card or voting instruction form may also include a QR code that you can use to access the voting website with your mobile phone.

BY TOLL-FREE TELEPHONE:

Depending on how you hold your shares, you may be able to vote by telephone. If your proxy card or voting instruction form includes a toll-free number, you can call the toll-free number to vote by telephone using your control number located on your proxy card or voting instruction form.

BY MAIL:

If you received your proxy materials by mail you may mark, sign, date, and promptly return the enclosed proxy card or voting instruction form in the postage-paid envelope provided.

Items of business

PROPOSAL · Board Voting Recommendation · Page Reference (For More Detail)
MANAGEMENT PROPOSALS
1.To elect the nine directors named in this proxy statementFOR each director nominee9
2.To approve, on a nonbinding, advisory basis, the compensation paid to our named executive officers (“say-on-pay”)FOR37
3.To ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal year 2025FOR84
SHAREHOLDER PROPOSALS
4.Shareholder proposal requesting an annual report on discrimination risks related to charitable givingAGAINST86
5.Shareholder proposal regarding independent board chair requirementsAGAINST89
6.Shareholder proposal requesting a report on human rights risks related to labor organizingAGAINST92
7.Shareholder proposal requesting disclosure on cage-free egg commitments in China and JapanAGAINST94
8.Shareholder proposal requesting an annual emissions congruency reportAGAINST96

Shareholders will also transact such other business as may properly come before the Annual Meeting or any adjournment or postponement thereof. Shareholders of record of Starbucks Corporation as of the close of business on January 10, 2025 (the “record date”) are entitled to vote at the Annual Meeting, or at adjournments or postponements thereof.

Attending the Annual Meeting

There will not be a physical location for the Annual Meeting. Instead, shareholders may participate in the Annual Meeting via a live webcast. You may also join the Annual Meeting as a guest but will not be able to vote or ask questions.

Attendance at the meeting

You are entitled to participate in the Annual Meeting if you were a shareholder as of the close of business on the record date or hold a valid proxy for the meeting. To be admitted to the Annual Meeting at www.virtualshareholdermeeting.com/SBUX2025, you must enter the 16- digit control number found next to the label “Control Number” on your Notice of Internet Availability, proxy card, or voting instruction form, or in the email sending you the Proxy Statement. If you are a beneficial shareholder, you may contact the bank, broker, or other institution where you hold your account if you have questions about obtaining your control number.

iSTARBUCKS 2025 PROXY

We encourage you to access the Annual Meeting before it begins. Online check-in will start approximately thirty minutes before the meeting on March 12, 2025. If you have difficulty accessing the meeting, please call 1-844-986-0822 (toll free) or 303-562-9302 (international). Technicians will be available to assist you. Participation in the Annual Meeting may be limited due to the capacity of the host platform; access to the meeting will be granted on a first-come, first-served basis once electronic entry begins.

We will also make guest viewing of the Annual Meeting to anyone interested at www.virtualshareholdermeeting.com/SBUX2025. Interested persons who were not shareholders as of the close of business on January 10, 2025, may view, but will not be able to vote or ask questions.

You do not need to attend or view the Annual Meeting to vote if you submit your proxy in advance.

PROXY MATERIALSASKING QUESTIONS
We will send this notice, the accompanying proxy statement, the form of proxy card and our Fiscal Year 2024 Annual Report, or the Notice of Internet Availability of Proxy Materials, beginning on or about January 24, 2025, to shareholders of record as of the close of business on the record date.Shareholders may submit a question before or during the meeting using the “Ask a Question” box located on the virtual meeting website and clicking the “Send” button.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON MARCH 12, 2025

The proxy statement and Fiscal Year 2024 Annual Report to shareholders are available at our Investor Relations website at http://investor.starbucks.com or at www.proxyvote.com, free of charge.

Please carefully review the proxy materials and follow the instructions to promptly cast your vote. Even if you plan to attend the Annual Meeting, please cast your vote as soon as possible so we can ensure we have a quorum.

Joshua C. Gaul vice president, assistant general counsel, and corporate secretary Starbucks Corporation2401 Utah Avenue SouthSeattle, Washington 98134January 24, 2025

iiSTARBUCKS 2025 PROXYNOTICE OF ANNUAL MEETING OF SHAREHOLDERS

This proxy statement includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this proxy statement other than statements of historical fact, including statements relating to trends in or expectations relating to the expected effects of our initiatives, strategies, and plans, as well as trends in or expectations regarding our financial results, costs and expenses, dividend issuances and share repurchases, and long-term growth model and drivers, and regarding our business strategy and plans such as our “Back to Starbucks” strategy, and our objectives for future operations are forward-looking statements. Words such as “believes”, “expects”, “anticipates”, “estimates”, “intends”, “plans”, “seeks”, or words of similar meaning, or future or conditional verbs, such as “will”, “should”, “could”, “may”, “aims”, “intends”, or “projects”, and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We have based these forward-looking statements largely on our current assumptions, expectations, and projections about future events and trends. These statements are subject to a variety of risks, uncertainties, and other factors (many beyond our control) that could cause our actual results to differ materially from our historical experience or from our current expectations or projections. These risks and uncertainties related thereto include, but are not limited to, the risks detailed in our filings with the Securities and Exchange Commission (the “SEC”), including the Risk Factors section of our Annual Report on Form 10-K for the fiscal year ended September 29, 2024. New risks periodically emerge. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties, and assumptions, the future events and trends discussed in this proxy statement may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results. We assume no obligation to update or alter any of these forward-looking statements after the date of this proxy statement, except as may be required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

Information referenced in this proxy statement

The content of the websites referred to in this proxy statement are not incorporated by reference into this proxy statement.

iiiSTARBUCKS 2025 PROXYNOTICE OF ANNUAL MEETING OF SHAREHOLDERS
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