PEP Director Holdings Rise to 47,806 Shares After Dividend Reinvestment

Rhea-AI Filing Summary

Ian M. Cook, a director of PepsiCo, Inc. (PEP), reported purchases of PepsiCo common stock and accruals of director phantom stock units. On 09/30/2025 he acquired 1,639.0622 shares (credited from dividend-equivalent reinvestment) bringing his holdings to 46,409.2835 shares. On 10/01/2025 he acquired 1,397.2334 shares at a price of $143.14, increasing his total to 47,806.5169 shares. The Form 4 notes the 09/30/2025 units were credited between 10/01/2024 and 09/30/2025 at prices from $132.04 to $149.94 under the PepsiCo Director Deferral Program, and the 10/01/2025 units represent director compensation payable in shares after retirement or resignation.

Positive

• Director increased ownership to 47,806.5169 shares, signaling alignment with shareholders
• Acquisitions included reinvested dividend equivalents credited across 10/01/2024–09/30/2025 at prices between $132.04 and $149.94

Negative

• None.

Insights

Corporate Governance Specialist

Director increased equity holdings via compensation and dividend reinvestment.

The Form 4 shows Ian M. Cook acquired a combined 3,036.2956 shares across two reported entries, raising his beneficial ownership to 47,806.5169 shares. These acquisitions are recorded as director compensation and dividend-equivalent reinvestment under the PepsiCo Director Deferral Program.

This matters because director-held equity aligns board incentives with shareholders and discloses the timing and price range of shares credited ($132.04–$149.94), plus a purchase at $143.14, all facts directly in the filing.

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).

1. Name and Address of Reporting Person^*

COOK IAN M

(Last) (First) (Middle)

PEPSICO, INC.

700 ANDERSON HILL ROAD

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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

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

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

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	09/30/2025		A		1,639.0622(1)	A	(1)	46,409.2835	D
PepsiCo, Inc. Common Stock	10/01/2025		A		1,397.2334(2)	A	$143.14	47,806.5169	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 October 1, 2024 and September 30, 2025 through reinvestment of dividend equivalents pursuant to the PepsiCo Director Deferral Program, at prices ranging from $132.04 to $149.94, 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	10/03/2025
	** 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.

FAQ

What insider transactions did Ian M. Cook report on Form 4 for PEP?

He reported acquisition of 1,639.0622 shares on 09/30/2025 (dividend-equivalent reinvestment) and 1,397.2334 shares on 10/01/2025 at $143.14, totaling 47,806.5169 shares.

Were the reported shares paid for or granted as compensation?

The 09/30/2025 units were credited via reinvestment of dividend equivalents under the PepsiCo Director Deferral Program; the 10/01/2025 units represent phantom stock units for director service payable in shares after retirement/resignation.

What price range is disclosed for the dividend-equivalent reinvestments?

Dividend-equivalent reinvestments were credited at prices ranging from $132.04 to $149.94 per share.

How many shares did Ian M. Cook own after the transactions?

Following the reported transactions his beneficial ownership is 47,806.5169 shares of PepsiCo common stock.