PEPSICO INC — Director's Dealing 2015

Oct 13, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2015-10-08

Reporting Person: NOOYI INDRA K (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-10-08	PepsiCo, Inc. Common Stock	M	375000	$45.51	Acquired	1111349	Direct
2015-10-08	PepsiCo, Inc. Common Stock	S	375000	$98.5301	Disposed	736349	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-10-08	Employee Stock Option (right to buy)	$45.51	M	375000	Disposed	2016-07-25	PepsiCo, Inc. Common Stock (375000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	7550.9677	Indirect

Footnotes

F1: The shares with respect to this transaction were sold at prices ranging from $98.00 and $99.00, a portion of which were sold to cover option costs, taxes and broker commissions. Upon request, the reporting person will provide to the Securities and Exchange Commission staff, the Company, or a security holder of the Company, full information regarding the number of shares sold at each separate price. The options were initially granted in 2001, became fully vested on July 26, 2011, and have an expiration date within less than a year from the date of exercise.

F2: Reflects the number of shares held under the reporting person's account in the PepsiCo Savings Plan as of October 8, 2015.