PEPSICO INC — Director's Dealing 2015

May 5, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2015-05-04

Reporting Person: Laguarta Ramon (CEO, PepsiCo Europe)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-04	PepsiCo, Inc. Common Stock	M	11701	$57.50	Acquired	141851	Direct
2015-05-04	PepsiCo, Inc. Common Stock	S	13801	$95.9089	Disposed	128050	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-05-04	Employee Stock Option (right to buy)	$57.50	M	11701	Disposed	2016-01-31	PepsiCo, Inc. Common Stock (11701)	Direct

Footnotes

F1: The shares with respect to this transaction were sold at prices ranging from $95.8916 and $95.92, 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.