PEPSICO INC — Director's Dealing 2015

Apr 6, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2015-04-02

Reporting Person: TRUDELL CYNTHIA (EVP & Chief HR Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-04-02	PepsiCo, Inc. Common Stock	A	3610	$0.00	Acquired	61365	Direct
2015-04-02	PepsiCo, Inc. Common Stock	F	9157	$95.3525	Disposed	52208	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	91	Indirect
PepsiCo, Inc. Common Stock	84.2215	Indirect

Footnotes

F1: This number represents the shares of PepsiCo Common Stock acquired upon vesting of additional PepsiCo Equity Performance Units ("PEPunits") granted in April 2012, as a result of exceeding pre-established performance targets.

F2: This number represents shares of PepsiCo Common Stock withheld to satisfy the tax withholding obligation due upon vesting of PepsiCo Equity Performance Units ("PEPunits").

F3: Reflects the number of shares held under the reporting person's account in the PepsiCo Savings Plan as of April 2, 2015.