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

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 6, 2026
PepsiCo, Inc.
(Exact name of registrant as specified in its charter)
 
North Carolina 1-1183 13-1584302
(State or other jurisdiction
of incorporation)		 (Commission
File Number)		 (IRS Employer
Identification No.)
700 Anderson Hill Road, Purchase, New York 10577
(Address of principal executive offices and Zip Code)
Registrant’s telephone number, including area code: (914) 253-2000
N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each classTrading SymbolsName of each exchange on which registered
Common Stock, par value 1-2/3 cents per sharePEPThe Nasdaq Stock Market LLC
0.750% Senior Notes Due 2027PEP27The Nasdaq Stock Market LLC
0.875% Senior Notes Due 2028PEP28The Nasdaq Stock Market LLC
0.500% Senior Notes Due 2028PEP28AThe Nasdaq Stock Market LLC
Floating Rate Notes Due 2028PEP28BThe Nasdaq Stock Market LLC
3.200% Senior Notes Due 2029PEP29The Nasdaq Stock Market LLC
1.125% Senior Notes Due 2031PEP31The Nasdaq Stock Market LLC
0.400% Senior Notes Due 2032PEP32The Nasdaq Stock Market LLC
0.750% Senior Notes Due 2033PEP33The Nasdaq Stock Market LLC
3.550% Senior Notes Due 2034PEP34The Nasdaq Stock Market LLC
3.300% Senior Notes Due 2034PEP34AThe Nasdaq Stock Market LLC
3.450% Senior Notes Due 2037PEP37The Nasdaq Stock Market LLC
3.700% Senior Notes Due 2038PEP38The Nasdaq Stock Market LLC
0.875% Senior Notes Due 2039PEP39The Nasdaq Stock Market LLC
4.150% Senior Notes Due 2047PEP47The Nasdaq Stock Market LLC
1.050% Senior Notes Due 2050PEP50The Nasdaq Stock Market LLC
4.050% Senior Notes Due 2055PEP55The Nasdaq Stock Market LLC


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨




Item 5.07. Submission of Matters to a Vote of Security Holders. 

PepsiCo, Inc. (“PepsiCo”) held its 2026 Annual Meeting of Shareholders on May 6, 2026. For more information on the following proposals, see PepsiCo’s proxy statement for the 2026 Annual Meeting of Shareholders, filed with the Securities and Exchange Commission on March 27, 2026. Below are the final voting results.

(1) The following 13 persons were elected to serve as directors of PepsiCo:
NomineeForAgainstAbstainBroker Non-Votes
Jennifer Bailey985,427,40615,993,4802,032,468168,077,892
Cesar Conde950,713,17050,520,6062,219,578168,077,892
Ian Cook966,847,04834,407,4772,198,829168,077,892
Edith W. Cooper978,844,36922,559,5812,049,404168,077,892
Susan M. Diamond978,952,45322,246,7042,254,197168,077,892
Dina Dublon925,174,90476,178,0472,100,403168,077,892
Michelle Gass988,042,23612,696,1552,714,963168,077,892
David W. Gibbs987,649,36713,634,0072,169,980168,077,892
Ramon L. Laguarta947,731,77249,828,7335,892,849168,077,892
Sir Dave J. Lewis993,210,4858,024,1332,218,736168,077,892
Robert C. Pohlad914,405,63286,817,5652,230,157168,077,892
Daniel Vasella, MD918,117,23883,114,9342,221,182168,077,892
Alberto Weisser964,298,72636,895,4582,259,170168,077,892

(2) The shareholders ratified the appointment of KPMG LLP as the independent registered public accounting firm for PepsiCo for fiscal year 2026:
For1,082,112,778
Against86,960,465
Abstain2,458,003
Broker Non-VotesN/A

(3) The shareholders approved, on an advisory basis, PepsiCo’s executive compensation: 
For889,386,771
Against109,646,883
Abstain4,419,700
Broker Non-Votes168,077,892

(4) The shareholders voted against a shareholder proposal regarding an independent board chair:
For255,870,502
Against735,873,528
Abstain11,709,324
Broker Non-Votes168,077,892




(5) The shareholders voted against a shareholder proposal regarding a report on human rights oversight:
For163,426,130
Against825,383,050
Abstain14,644,174
Broker Non-Votes168,077,892

(6) The shareholders voted against a shareholder proposal regarding a report evaluating the treatment of animals within supply chain:
For87,251,346
Against899,535,564
Abstain16,666,444
Broker Non-Votes168,077,892


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
PEPSICO, INC.
Date: May 8, 2026By:/s/ Cynthia A. Nastanski
Name:Cynthia A. Nastanski
Title:Senior Vice President, Corporate Law and Deputy Corporate Secretary