COCA COLA CO — Director's Dealing 2013

Feb 25, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COCA COLA CO (KO)
CIK: 0000021344
Period of Report: 2013-02-21

Reporting Person: Kent Ahmet Muhtar (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-21	Common Stock, $.25 Par Value	A	305100	—	Acquired	394780	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-21	Employee Stock Option (Right to Buy)	$37.61	A	1912351	Acquired	2023-02-20	Common Stock, $.25 Par Value (1912351)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $.25 Par Value	129000	Indirect
Common Stock, $.25 Par Value	134000	Indirect
Common Stock, $.25 Par Value	69688	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Hypothetical Shares	$0		Common Stock, $.25 Par Value (42767)	42767	Indirect

Footnotes

F1: These shares represent common stock of The Coca-Cola Company issuable upon vesting of restricted stock units that were issued to the reporting person in connection with the attainment of the performance criterion underlying performance share units granted for the 2010-2012 performance period.

F2: These shares are held in trust for the benefit of the reporting person's wife and children. An independent trust company is trustee of the trust. The filing of this report is not an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.

F3: These shares are held in trust for the benefit of the reporting person and his children. An independent trust company is trustee of the trust.

F4: Shares credited to my account under The Coca-Cola Company 401(k) Plan, as of February 20, 2013.

F5: Option (with tax withholding right) granted on February 21, 2013 under The Coca-Cola Company 2008 Stock Option Plan. One-fourth of grant becomes exercisable on each of the first, second, third and fourth anniversaries of the grant date.

F6: Each hypothetical share is equal to one share of Common Stock of The Coca-Cola Company.

F7: There is no data applicable with respect to the hypothetical shares.

F8: As of February 20, 2013.