PepsiCo (NASDAQ: PEP) investors approve board, oppose new reports
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
PepsiCo, Inc. reported the results of its 2026 Annual Meeting of Shareholders held on May 6, 2026. Shareholders elected 13 directors, with support for each nominee generally in the high hundreds of millions of votes; for example, Sir Dave J. Lewis received 993,210,485 votes in favor.
Shareholders ratified KPMG LLP as PepsiCo’s independent registered public accounting firm for fiscal 2026, with 1,082,112,778 votes for and 86,960,465 against. They also approved, on an advisory basis, PepsiCo’s executive compensation, with 889,386,771 votes for and 109,646,883 against.
Three shareholder proposals were voted down: an independent board chair, a report on human rights oversight, and a report evaluating the treatment of animals within the supply chain, each receiving substantially more votes against than for.
Positive
- None.
Negative
- None.
8-K Event Classification
Item 5.07 — Submission of Matters to a Vote of Security Holders
1 item
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Key Figures
Director support: 993,210,485 votes for
Audit ratification for votes: 1,082,112,778 votes for
Say-on-pay support: 889,386,771 votes for
+3 more
6 metrics
Director support
993,210,485 votes for
Sir Dave J. Lewis election as director
Audit ratification for votes
1,082,112,778 votes for
Ratification of KPMG LLP for fiscal 2026
Say-on-pay support
889,386,771 votes for
Advisory approval of executive compensation
Independent chair proposal against
735,873,528 votes against
Shareholder proposal on independent board chair
Human rights report proposal against
825,383,050 votes against
Proposal on human rights oversight report
Animal treatment report proposal against
899,535,564 votes against
Proposal on animal treatment in supply chain
Key Terms
independent registered public accounting firm, broker non-votes, executive compensation, independent board chair, +2 more
6 terms
independent registered public accounting firm financial
"the appointment of KPMG LLP as the independent registered public accounting firm for PepsiCo"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
broker non-votes financial
"Broker Non-Votes | 168,077,892"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
executive compensation financial
"The shareholders approved, on an advisory basis, PepsiCo’s executive compensation"
Payments and benefits given to a company's top leaders — including base salary, cash bonuses, stock awards, options and retirement or perquisites — designed to compensate and motivate them. Investors care because these packages affect a company’s costs, influence executives’ decisions and signal how well management’s interests line up with shareholders’; like a captain’s contract, the structure of pay can encourage safe navigation toward long-term gains or risky short-term moves that hurt returns.
independent board chair financial
"a shareholder proposal regarding an independent board chair"
human rights oversight financial
"a shareholder proposal regarding a report on human rights oversight"
supply chain financial
"a report evaluating the treatment of animals within supply chain"
A supply chain is the series of steps involved in producing and delivering a product or service, from raw materials to the final customer. It includes all the processes, such as sourcing materials, manufacturing, and distribution, that ensure products reach consumers. For investors, understanding the supply chain helps gauge how efficiently a company can meet demand and manage costs, impacting its profitability and stability.
FAQ
Was KPMG reappointed as PepsiCo (PEP) auditor for fiscal 2026?
Yes. Shareholders ratified KPMG LLP as PepsiCo’s independent registered public accounting firm for fiscal 2026, with 1,082,112,778 votes for, 86,960,465 against, and 2,458,003 abstentions. There were no broker non-votes reported for this ratification item.
How did PepsiCo (PEP) investors vote on the human rights oversight report proposal?
Shareholders voted against a proposal requesting a report on human rights oversight, with 163,426,130 votes for and 825,383,050 against. There were 14,644,174 abstentions and 168,077,892 broker non-votes, indicating limited investor support for this additional disclosure request at this time.
What was the outcome of the animal treatment supply chain proposal at PepsiCo (PEP)?
The shareholder proposal seeking a report evaluating treatment of animals in PepsiCo’s supply chain was rejected. It received 87,251,346 votes for and 899,535,564 against, with 16,666,444 abstentions and 168,077,892 broker non-votes, showing broad opposition among voting shareholders.