PEPSICO INC — Director's Dealing 2017

Feb 22, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2007-02-17

Reporting Person: NOOYI INDRA K (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-17	PepsiCo, Inc. Common Stock	M	374899	$68.75	Acquired	720497	Direct
2017-02-17	PepsiCo, Inc. Common Stock	S	374899	$107.6284	Disposed	345598	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-17	Employee Stock Option (right to buy)	$68.75	M	374899	Disposed	2018-01-31	PepsiCo, Inc. Common Stock (374899)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	8298.1626	Indirect
PepsiCo, Inc. Common Stock	250000	Indirect
PepsiCo, Inc. Common Stock	200000	Indirect

Footnotes

F1: The shares with respect to this transaction were sold at prices ranging from $107.23 and $108.18, 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. The options were initialy granted in 2008, became fully vested on February 1, 2011 and have an expiration date within less than a year from the date of exercise.

F2: Reflects the number of shares held under the reporting person's account in the PepsiCo Savings Plan as of February 17, 2017.