PEPSICO INC — Director's Dealing 2016

Jul 13, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2016-07-12

Reporting Person: Carey Albert P (Chief Executive Officer, NAB)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-07-12	PepsiCo, Inc. Common Stock	M	52083	$65.00	Acquired	306138	Direct
2016-07-12	PepsiCo, Inc. Common Stock	M	49241	$68.75	Acquired	355379	Direct
2016-07-12	PepsiCo, Inc. Common Stock	M	68679	$53.00	Acquired	424058	Direct
2016-07-12	PepsiCo, Inc. Common Stock	S	170003	$108.8089	Disposed	254055	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-07-12	Employee Stock Option (right to buy)	$65.00	M	52083	Disposed	2017-01-31	PepsiCo, Inc. Common Stock (52083)	Direct
2016-07-12	Employee Stock Option (right to buy)	$68.75	M	49241	Disposed	2018-01-31	PepsiCo, Inc. Common Stock (49241)	Direct
2016-07-12	Employee Stock Option (right to buy)	$53.00	M	68679	Disposed	2019-01-31	PepsiCo, Inc. Common Stock (68679)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	104.7492	Indirect

Footnotes

F1: The shares with respect to this transaction were sold at prices ranging from $108.41 and 109.11, 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.

F2: Reflects the number of shares held under the reporting person's account in the PepsiCo Savings Plan as of July 12, 2016.