PepsiCo (PEP) SVP Tammara Christine E gets stock grant, shares withheld for taxes

Rhea-AI Filing Summary

PepsiCo senior vice president and controller Tammara Christine E reported routine equity compensation activity. She received 4,963 restricted stock units as part of her compensation, which vest in equal parts over three years, each unit representing one share. To cover tax withholding when restricted stock units vested, 1,234 shares of PepsiCo common stock were withheld at a price of $169.05 per share. After these transactions, she directly holds 17,859 shares of PepsiCo common stock.

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

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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^*

Tammara Christine E

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		A		4,963(1)	A	$0	19,093	D
PepsiCo, Inc. Common Stock	03/01/2026		F		1,234(2)	D	$169.05	17,859	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 represents the restricted stock units ("RSUs") granted as a portion of the reporting person's compensation from PepsiCo. These RSUs vest ratably over a three-year vesting period beginning on the first anniversary of the grant date contingent upon the reporting person's satisfaction of conditions in the applicable award agreement. RSUs are calculated on a one-for-one share basis.

2. This number represents shares of PepsiCo Common Stock withheld to satisfy the tax withholding obligation due upon vesting of RSUs.

Remarks:

	/s/ Cynthia A. Nastanski, Attorney-in-Fact	03/03/2026
	** 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.

FAQ

What insider transactions did PepsiCo (PEP) report for Tammara Christine E?

PepsiCo reported that SVP and controller Tammara Christine E received 4,963 restricted stock units as compensation and had 1,234 shares withheld to cover tax obligations upon vesting. Both transactions involve PepsiCo common stock and reflect routine equity compensation activity, not open-market trading.

How many PepsiCo (PEP) shares does Tammara Christine E hold after this Form 4?

After the reported transactions, Tammara Christine E directly holds 17,859 shares of PepsiCo common stock. This figure reflects both the grant of 4,963 restricted stock units and the withholding of 1,234 shares to satisfy tax obligations associated with the vesting of prior restricted stock units.

What is the nature of the 4,963 PepsiCo (PEP) restricted stock units granted?

The 4,963 restricted stock units represent part of Tammara Christine E’s compensation from PepsiCo. These units vest ratably over three years, starting on the first anniversary of the grant date, subject to meeting conditions in the award agreement. Each restricted stock unit converts into one share of common stock.

Why were 1,234 shares of PepsiCo (PEP) common stock disposed of in this filing?

The 1,234 shares shown as a disposition were withheld by PepsiCo to satisfy tax withholding obligations when restricted stock units vested. This tax-withholding disposition, coded as “F” on Form 4, is not an open-market sale but an automatic share withholding for tax purposes.

At what price were the 1,234 withheld PepsiCo (PEP) shares valued?

The 1,234 shares withheld to cover tax obligations were valued at $169.05 per share. This price is used to calculate the tax withholding amount required upon vesting of restricted stock units, resulting in the corresponding reduction in the number of shares delivered to the executive.

How do the PepsiCo (PEP) restricted stock units vest for this executive grant?

The restricted stock units granted to Tammara Christine E vest ratably over a three-year period, beginning on the first anniversary of the grant date. Vesting remains contingent on satisfying conditions in the applicable award agreement, and each vested unit represents one share of PepsiCo common stock.