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Kirk Tanner

Filed: 17 Apr 16, 8:00pm
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Tanner Kirk

(Last)(First)(Middle)
PEPSICO, INC. 700 ANDERSON HILL ROAD

(Street)
PURCHASENY10577

(City)(State)(Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/08/2016
3. Issuer Name and Ticker or Trading Symbol
PEPSICO INC [ PEP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President & COO, NAB
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)2. Amount of Securities Beneficially Owned (Instr. 4)3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)4. Nature of Indirect Beneficial Ownership (Instr. 5)
PepsiCo, Inc. Common Stock69,809(1)D
PepsiCo, Inc. Common Stock480.102(2)I401(k)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)4. Conversion or Exercise Price of Derivative Security5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy)04/12/201304/11/2020PepsiCo, Inc. Common Stock3,15866.5D
Explanation of Responses:
1. This number includes: 1) 46,950 restricted stock units ("RSUs") granted as a portion of the reporting person's compensation from PepsiCo, Inc.; RSUs are calculated on a one unit for one share basis; these RSUs vest at various dates through March 1, 2019; vesting of all RSUs is contingent upon the reporting person's continued employment with the company; 2) 10,805 performance-based restricted stock units ("PSUs") granted as a portion of the reporting person's compensation from PepsiCo, Inc.; these PSUs vest at various dates through March 1, 2019 contingent upon the achievement of pre-established performance targets over a three-year performance period and Compensation Committee approval; the reporting person may receive a number of shares of PepsiCo Common Stock from 0% to 175% of the PSUs granted, depending on the performance level achieved; and 3) 12,054 shares of PepsiCo Common Stock held in an outside brokerage account.
2. Reflects the number of shares held under the reporting person's account in the PepsiCo Savings Plan as of April 8, 2016.
Remarks:
/s/ Kirk Tanner04/18/2016
** Signature of Reporting PersonDate
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 5 (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.
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