PEPSICO INC — Director's Dealing 2022

Jan 11, 2022

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2022-01-01

Reporting Person: Krishnan Ramkumar (CEO Intl Beverages & CCO)

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	43872	Direct
PepsiCo, Inc. Common Stock	3250	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$89.25	2024-02-29	PepsiCo, Inc. Common Stock (6723)		Direct
Phantom Stock Units	$		PepsiCo, Inc. Common Stock (2379.4472)		Direct

Footnotes

F1: This number includes 1) 3,879 restricted stock units ("RSUs") granted as a portion of the reporting person's compensation from PepsiCo, Inc. ("PEP") (RSUs are calculated on a one unit for one share basis; RSUs vest on March 1, 2022; vesting of all RSUs is contingent upon the reporting person's continued employment with PEP); 2) 3,923 performance-based restricted stock units ("PSUs") granted in 2019, 15,086 PSUs granted in 2020 and 15,086 PSUs granted in 2021 as a portion of the reporting person's compensation from PEP (PSUs vest at various dates through March 1, 2024 contingent upon the achievement of pre-established performance targets over a 3-year performance period and Compensation Committee approval; the reporting person may receive a number of shares of PEP Common Stock from 0-175% of the 2019 PSUs and 0-200% of the 2020 and 2021 PSUs granted, depending on the performance level achieved); and 3) 5,898 shares of PEP Common Stock held in a personal brokerage account.

F2: This security is payable pursuant to the reporting person's election and the terms of the PepsiCo Executive Income Deferral Program (the "EID").

F3: Represents units under the EID, each of which is the economic equivalent of one share of PEP Common Stock.