PepsiCo director Lewis receives stock-linked pay

PepsiCo (PEP) director Dave J. Lewis reported two acquisitions of phantom stock units.

Rhea-AI Filing Summary

PepsiCo (PEP) director Dave J. Lewis reported two acquisitions of phantom stock units. The September 30, 2026 entry for 415.5460 units includes units acquired on various dates from December 1, 2025 through September 30, 2026 through dividend-equivalent reinvestment at prices ranging from $126.72 to $155.29; the units are payable in common stock one-for-one. On October 1, 2026, he reported 1,592.3566 units received for director service, payable one-for-one in common stock beginning the first day of the calendar quarter following the first anniversary of retirement or resignation.

Insider Trade Summary

Grant/Award: 2,007.9026 shares

Grant/Award 2 txns

Insider Lewis Dave J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	PepsiCo, Inc. Common Stock F2	1,592.3566	$125.60	$200K
Grant/Award	PepsiCo, Inc. Common Stock F1	415.546	--	--

Holdings After Transaction: PepsiCo, Inc. Common Stock — 13,011.1569 shares (Direct)

Footnotes (2)

1. F1. This number includes the phantom stock units acquired on various dates between December 1, 2025 and September 30, 2026 through reinvestment of dividend equivalents pursuant to the PepsiCo Director Deferral Program, at prices ranging from $126.72 to $155.29, payable in shares of PepsiCo Common Stock on a one-for-one basis.
2. F2. This number represents the filing person's phantom stock units received for service as a director that are payable in shares of PepsiCo Common Stock on a one-for-one basis commencing on the first day of the calendar quarter following the first anniversary of the filing person's retirement or resignation from PepsiCo's Board of Directors.

Key Figures

Phantom stock units reported September 30: 415.5460 units Phantom stock units reported October 1: 1,592.3566 units Reported price per share: $125.6000 per share +1 more

4 metrics

Phantom stock units reported September 30 415.5460 units Includes units accumulated through dividend-equivalent reinvestment

Phantom stock units reported October 1 1,592.3566 units Received for director service and payable in common stock one-for-one

Reported price per share $125.6000 per share Shown with the October 1, 2026 transaction

Dividend-equivalent reinvestment price range $126.72-$155.29 Prices for phantom stock units included in the September 30 entry

Key Terms

phantom stock units, Director Deferral Program, dividend equivalents, one-for-one basis

4 terms

phantom stock units financial

"phantom stock units received for service as a director"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

Director Deferral Program financial

"pursuant to the PepsiCo Director Deferral Program"

dividend equivalents financial

"through reinvestment of dividend equivalents"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

one-for-one basis financial

"payable in shares of PepsiCo Common Stock on a one-for-one basis"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What phantom stock units did PepsiCo (PEP) director Dave J. Lewis report?

Dave J. Lewis reported 415.5460 phantom stock units dated September 30, 2026, and 1,592.3566 units dated October 1, 2026. The first amount includes units accumulated through dividend-equivalent reinvestment. The second represents units received for director service and is payable in PepsiCo common stock one-for-one beginning the first day of the calendar quarter following the first anniversary of retirement or resignation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/05/2026 - 04:03 PM Accepted by SEC EDGAR 10/05/2026 - 04:03 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lewis Dave J

(Last) (First) (Middle)

PEPSICO, INC.

700 ANDERSON HILL ROAD

(Street)

PURCHASE NEW YORK 10577

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PEPSICO INC [ PEP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
PepsiCo, Inc. Common Stock	09/30/2026		A		415.546(1)	A	(1)	11,418.8003	D
PepsiCo, Inc. Common Stock	10/01/2026		A		1,592.3566(2)	A	$125.6	13,011.1569	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This number includes the phantom stock units acquired on various dates between December 1, 2025 and September 30, 2026 through reinvestment of dividend equivalents pursuant to the PepsiCo Director Deferral Program, at prices ranging from $126.72 to $155.29, payable in shares of PepsiCo Common Stock on a one-for-one basis.

2. This number represents the filing person's phantom stock units received for service as a director that are payable in shares of PepsiCo Common Stock on a one-for-one basis commencing on the first day of the calendar quarter following the first anniversary of the filing person's retirement or resignation from PepsiCo's Board of Directors.

Remarks:

	/s/ Cynthia A. Nastanski, Attorney-in-Fact	10/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)