PepsiCo

=== SEC Form 4 — Statement of Changes in Beneficial Ownership === Document Type: 4 Period of Report: 2026-08-03 10b5-1 Pre-arranged Plan: No --- Issuer --- Name: PEPSICO INC (PEP) CIK: 0000077476 --- Reporting Owner --- Name: Krishnan Ramkumar CIK: 0001689525 Role: Officer (CEO, North America) --- Non-Derivative Transactions --- [Transaction #1] Security: PepsiCo, Inc. Common Stock Date: 2026-08-03 | Code: J (Other acquisition/disposition) Shares: -5,688 Shares Owned After: 0 | Ownership: I (Indirect) | Nature: By GRAT 1 Footnotes: [F1] On August 3, 2026, the reporting person withdrew 5,688 shares of PepsiCo common stock previously owned indirectly (and previously reported) by the reporting person in a grantor retained annuity trust ("GRAT 1"). The shares are being exchanged by the reporting person for cash and other assets of equivalent value to GRAT 1. The shares were valued at $139.63 per share (the closing market price on the the date of transfer). The reporting person believes that the withdrawal of shares from GRAT 1 constitutes a change in form of beneficial ownership of the shares, exempted by Rule 16a-13 under the Securities Exchange Act of 1934. [F1] On August 3, 2026, the reporting person withdrew 5,688 shares of PepsiCo common stock previously owned indirectly (and previously reported) by the reporting person in a grantor retained annuity trust ("GRAT 1"). The shares are being exchanged by the reporting person for cash and other assets of equivalent value to GRAT 1. The shares were valued at $139.63 per share (the closing market price on the the date of transfer). The reporting person believes that the withdrawal of shares from GRAT 1 constitutes a change in form of beneficial ownership of the shares, exempted by Rule 16a-13 under the Securities Exchange Act of 1934. [Transaction #2] Security: PepsiCo, Inc. Common Stock Date: 2026-08-03 | Code: J (Other acquisition/disposition) Shares: +5,688 Shares Owned After: 20,012 | Ownership: I (Indirect) | Nature: By GRAT 2 Footnotes: [F1] On August 3, 2026, the reporting person withdrew 5,688 shares of PepsiCo common stock previously owned indirectly (and previously reported) by the reporting person in a grantor retained annuity trust ("GRAT 1"). The shares are being exchanged by the reporting person for cash and other assets of equivalent value to GRAT 1. The shares were valued at $139.63 per share (the closing market price on the the date of transfer). The reporting person believes that the withdrawal of shares from GRAT 1 constitutes a change in form of beneficial ownership of the shares, exempted by Rule 16a-13 under the Securities Exchange Act of 1934. [F2] Amount of securities beneficially owned reflects a transfer of 14,324 shares previously owned directly by the reporting person that were contributed to GRAT 2. [Transaction #3] Security: PepsiCo, Inc. Common Stock Date: 2026-08-03 | Code: J (Other acquisition/disposition) Shares: -1,320 Shares Owned After: 0 | Ownership: I (Indirect) | Nature: By Family Trust Footnotes: [F3] Reflects a transfer by a family trust to GRAT 2 that are being exchanged for cash and other assets of equivalent value. The shares were valued at $139.63 per share (the closing market price on the date of transfer). [F3] Reflects a transfer by a family trust to GRAT 2 that are being exchanged for cash and other assets of equivalent value. The shares were valued at $139.63 per share (the closing market price on the date of transfer). [Transaction #4] Security: PepsiCo, Inc. Common Stock Date: 2026-08-03 | Code: J (Other acquisition/disposition) Shares: +1,320 Shares Owned After: 21,332 | Ownership: I (Indirect) | Nature: By GRAT 2 Footnotes: [F3] Reflects a transfer by a family trust to GRAT 2 that are being exchanged for cash and other assets of equivalent value. The shares were valued at $139.63 per share (the closing market price on the date of transfer). --- Derivative Transactions --- [Transaction #1] Security: Phantom Stock Holding Date: 2026-08-03 | Code: A (Grant or award) Shares: +76.859 Shares Owned After: 2,777.3326 | Ownership: D (Direct) Footnotes: [F4] 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. [F5] This amount relates to dividends credited to the reporting person's phantom stock account between March 2, 2026 and August 3, 2026 pursuant to the EID, at prices ranging from $135.40 to $155.29. [F4] 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. [F6] This security is payable pursuant to the reporting person's election and the terms of the EID. [F6] This security is payable pursuant to the reporting person's election and the terms of the EID. --- Holdings --- [Holding #1] Security: PepsiCo, Inc. Common Stock Ownership: D (Direct) Footnotes: [F2] Amount of securities beneficially owned reflects a transfer of 14,324 shares previously owned directly by the reporting person that were contributed to GRAT 2. --- Footnotes (Complete Index) --- F1: On August 3, 2026, the reporting person withdrew 5,688 shares of PepsiCo common stock previously owned indirectly (and previously reported) by the reporting person in a grantor retained annuity trust ("GRAT 1"). The shares are being exchanged by the reporting person for cash and other assets of equivalent value to GRAT 1. The shares were valued at $139.63 per share (the closing market price on the the date of transfer). The reporting person believes that the withdrawal of shares from GRAT 1 constitutes a change in form of beneficial ownership of the shares, exempted by Rule 16a-13 under the Securities Exchange Act of 1934. F2: Amount of securities beneficially owned reflects a transfer of 14,324 shares previously owned directly by the reporting person that were contributed to GRAT 2. F3: Reflects a transfer by a family trust to GRAT 2 that are being exchanged for cash and other assets of equivalent value. The shares were valued at $139.63 per share (the closing market price on the date of transfer). F4: 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. F5: This amount relates to dividends credited to the reporting person's phantom stock account between March 2, 2026 and August 3, 2026 pursuant to the EID, at prices ranging from $135.40 to $155.29. F6: This security is payable pursuant to the reporting person's election and the terms of the EID. --- Signature --- /s/ /s/ Cynthia A. Nastanski, Attorney-in-Fact (2026-08-05)