PEPSICO INC — Director's Dealing 2025

Mar 4, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2025-03-01

Reporting Person: Krishnan Ramkumar (CEO, U.S. Beverages)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-03-01	PepsiCo, Inc. Common Stock	A	16634	—	Acquired	60587	Direct
2025-03-01	PepsiCo, Inc. Common Stock	A	12147	—	Acquired	72734	Direct
2025-03-01	PepsiCo, Inc. Common Stock	F	10961	$153.725	Disposed	61773	Direct
2025-03-03	PepsiCo, Inc. Common Stock	S	9700	$150.9085	Disposed	52073	Direct
2025-03-03	PepsiCo, Inc. Common Stock	S	225	$153.5104	Disposed	51848	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-03-01	Phantom Stock Holding	$	A	68.295	Acquired		PepsiCo, Inc. Common Stock (68.295)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	10000	Indirect
PepsiCo, Inc. Common Stock	1320	Indirect

Footnotes

F1: This number represents the 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, 2028 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 200% of the PSUs granted, depending on the performance level achieved.

F2: Amount of securities beneficially owned following reported transaction reflects the contribution of 10,000 shares previously owned directly by the reporting person to a grantor retained annuity trust ("GRAT").

F3: This number represents the shares of PepsiCo Common Stock acquired upon vesting of additional PSUs granted in March 2022, as a result of exceeding pre-established performance targets.

F4: This number represents shares of PepsiCo Common Stock withheld to satisfy the tax withholding obligation due upon vesting of PSUs.

F5: The shares with respect to this transaction were sold at prices ranging from $150.5600 to $151.2900. 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.

F6: These phantom units are held under the PepsiCo Executive Income Deferral Program ("EID") and convert to shares of PepsiCo Common Stock on a one-for-one basis.

F7: This amount relates to dividends credited to the reporting person's phantom stock account between May 10, 2024 and March 1, 2025 pursuant to the EID, at prices ranging from $146.27 to $170.03.

F8: This security is payable pursuant to the reporting person's election and the terms of the EID.