SEC Form 4 · accession 0001209191-17-017812
PEPSICO INC · PEP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Indra K Nooyi
Officer — Chairman and CEO · Director
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 5:33 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000077476
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| PepsiCo, Inc. Common StockF1 | Mar 1, 2017 | A | 84,191 | $0.00 | A | 429,789 | D | |
| PepsiCo, Inc. Common StockF2 | Mar 1, 2017 | A | 36,949 | $0.00 | A | 466,738 | D | |
| PepsiCo, Inc. Common StockF3 | Mar 1, 2017 | F | 73,872 | $109.745 | D | 392,866 | D | |
| PepsiCo, Inc. Common StockF4 | holding | — | — | — | 8,300 | I | by 401(k) | |
| PepsiCo, Inc. Common Stock | holding | — | — | — | 250,000 | I | By GRAT I | |
| PepsiCo, Inc. Common Stock | holding | — | — | — | 200,000 | I | By GRAT II |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock UnitsF6,F5,F7 | — | Mar 1, 2017 | A | 1,401 | A | — | — | PepsiCo, Inc. Common Stock | 1,401 | 52,427 | D |
Explanation of responses
- F1This number represents the performance-based restricted stock units ("PSUs") granted as a portion of the reporting person's compensation from PepsiCo, Inc. These PSUs will become vested on March 1, 2020 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.
- F2This number represents the shares of PepsiCo Common Stock acquired upon vesting of additional PepsiCo Equity Performance Units ("PEPunits") granted in March 2014, as a result of exceeding pre-established performance targets.
- F3This number represents shares of PepsiCo Common Stock withheld to satisfy the tax withholding obligation due upon vesting of PEPunits.
- F4Reflects the number of shares held under the reporting person's account in the PepsiCo Savings Plan as of March 1, 2017.
- F5These phantom units are held under the PepsiCo Executive Income Deferral Program ("EID") and convert to shares of PepsiCo Common Stock on a one-for-one basis.
- F6This amount relates to dividends credited to the reporting person's phantom stock account on various dates between March 2, 2016 and March 1, 2017 pursuant to the EID, at prices ranging from $102.48 to $108.77.
- F7This security is payable pursuant to the reporting person's election and the terms of the EID.