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PEPSICO INC Director's Dealing 2016

May 6, 2016

29792_dirs_2016-05-06_5d8a2fca-c08b-45ad-a7b4-d63878e6b59c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2016-05-04

Reporting Person: Sankaran Vivek (Pres. & COO, FLNA)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-05-04 PepsiCo, Inc. Common Stock A 5236 $0.00 Acquired 54802 Direct

Holdings (Non-Derivative)

Security Shares Ownership
PepsiCo, Inc. Common Stock 1766.8914 Indirect

Footnotes

F1: This number represents performance-based restricted stock units ("PSUs") granted as a portion of the reporting person's compensation from PepsiCo, Inc. These PSUs will become vested on March 1, 2019 contingent upon the achievement of pre-established performance targets over a three-year performance period and Compensation Committee approval. The reporting person may receive a number of shares of PepsiCo Common Stock from 0% to 175% of the PSUs granted, depending on the performance level achieved.

F2: Reflects the number of shares held under the reporting person's account in the PepsiCo Savings Plan as of May 4, 2016.