PEPSICO INC — Director's Dealing 2016

Sep 23, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2016-09-21

Reporting Person: Khan Mehmood (Vice Chair,EVP,CSO,Global R&D)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-09-21	PepsiCo, Inc. Common Stock	A	2775	$0.00	Acquired	116102.06	Direct
2016-09-21	PepsiCo, Inc. Common Stock	F	18972	$106.6245	Disposed	97130.06	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	184.4529	Indirect

Footnotes

F1: This number represents the shares of PepsiCo Common Stock acquired upon vesting of additional performance-based restricted stock units ("PSUs") granted in July 2013, 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 PSUs.

F3: Reflects the number of shares held under the reporting person's account in the PepsiCo Savings Plan as of September 21, 2016.