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PEPSICO INC - Quarter Report: 2024 September (Form 10-Q)

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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
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.       ☒    No  ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).       ☒    No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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Accelerated filer
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Non-accelerated filer
☐
Smaller reporting company
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. ¨    
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes       No  ☒
Number of shares of Common Stock outstanding as of October 1, 2024 was .

Table of Contents    

PepsiCo, Inc. and Subsidiaries

Table of Contents
Page No.
Part I Financial Information
Item 1.Condensed Consolidated Financial Statements
2
Condensed Consolidated Statement of Income –
12 and 36 Weeks Ended September 7, 2024 and September 9, 2023
2
Condensed Consolidated Statement of Comprehensive Income –
12 and 36 Weeks Ended September 7, 2024 and September 9, 2023
3
Condensed Consolidated Statement of Cash Flows –
36 Weeks Ended September 7, 2024 and September 9, 2023
4
Condensed Consolidated Balance Sheet –
September 7, 2024 and December 30, 2023
6
Condensed Consolidated Statement of Equity –
12 and 36 Weeks Ended September 7, 2024 and September 9, 2023
7
Notes to the Condensed Consolidated Financial Statements
8
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
27
Report of Independent Registered Public Accounting Firm
47
Item 3.
48
Item 4.
48
Part II Other Information
Item 1.
49
Item 1A.
49
Item 2.
49
Item 5.
49
Item 6.
49

1
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PART I FINANCIAL INFORMATION
ITEM 1. Condensed Consolidated Financial Statements.

Condensed Consolidated Statement of Income
PepsiCo, Inc. and Subsidiaries
(in millions, except per share amounts, unaudited) 
12 Weeks Ended36 Weeks Ended
 9/7/20249/9/20239/7/20249/9/2023
Net Revenue$ $ $ $ 
Cost of sales    
Gross profit    
Selling, general and administrative expenses    
Operating Profit    
Other pension and retiree medical benefits income    
Net interest expense and other()()()()
Income before income taxes    
Provision for income taxes    
Net income    
Less: Net income attributable to noncontrolling interests
    
Net Income Attributable to PepsiCo$ $ $ $ 
Net Income Attributable to PepsiCo per Common Share
Basic$ $ $ $ 
Diluted$ $ $ $ 
Weighted-average common shares outstanding
Basic    
Diluted    
See accompanying notes to the condensed consolidated financial statements.
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Condensed Consolidated Statement of Comprehensive Income
PepsiCo, Inc. and Subsidiaries
(in millions, unaudited) 
12 Weeks Ended36 Weeks Ended
9/7/20249/9/20239/7/20249/9/2023
Net income$ $ $ $ 
Other comprehensive loss, net of taxes:
Net currency translation adjustment() ()()
Net change on cash flow hedges()() ()
Net pension and retiree medical adjustments () ()
Net change on available-for-sale debt securities and other() () 
()()()()
Comprehensive income    
Less: Comprehensive income attributable to
noncontrolling interests
    
Comprehensive Income Attributable to PepsiCo$ $ $ $ 
See accompanying notes to the condensed consolidated financial statements.
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Condensed Consolidated Statement of Cash Flows
PepsiCo, Inc. and Subsidiaries
(in millions, unaudited)
 36 Weeks Ended
9/7/20249/9/2023
Operating Activities
Net income$ $ 
Depreciation and amortization  
Impairment and other charges  
Product recall-related impact  
Cash payments for product recall-related impact() 
Operating lease right-of-use asset amortization  
Share-based compensation expense  
Restructuring and impairment charges   
Cash payments for restructuring charges()()
Pension and retiree medical plan expenses  
Pension and retiree medical plan contributions()()
Deferred income taxes and other tax charges and credits  
Tax payments related to the Tax Cuts and Jobs Act (TCJ Act)()()
Change in assets and liabilities:
Accounts and notes receivable()()
Inventories()()
Prepaid expenses and other current assets()()
Accounts payable and other current liabilities()()
Income taxes payable  
Other, net() 
Net Cash Provided by Operating Activities  
Investing Activities
Capital spending()()
Sales of property, plant and equipment  
Acquisitions, net of cash acquired, investments in noncontrolled affiliates and purchases of intangible and other assets()()
Other divestitures, sales of investments in noncontrolled affiliates and other assets  
Short-term investments, by original maturity:
More than three months - purchases()()
More than three months - maturities  
More than three months - sales  
Three months or less, net  
Other investing, net  
Net Cash Used for Investing Activities()()
    
(Continued on following page)
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Condensed Consolidated Statement of Cash Flows (continued)
PepsiCo, Inc. and Subsidiaries
(in millions, unaudited)
36 Weeks Ended
9/7/20249/9/2023
Financing Activities
Proceeds from issuances of long-term debt$ $ 
Payments of long-term debt()()
Short-term borrowings, by original maturity:
More than three months - proceeds  
More than three months - payments()()
Three months or less, net  
Cash dividends paid()()
Share repurchases()()
Proceeds from exercises of stock options  
Withholding tax payments on restricted stock units (RSUs) and performance stock units (PSUs) converted()()
Other financing()()
Net Cash (Used for)/Provided by Financing Activities() 
Effect of exchange rate changes on cash and cash equivalents and restricted cash()()
Net (Decrease)/Increase in Cash and Cash Equivalents and Restricted Cash() 
Cash and Cash Equivalents and Restricted Cash, Beginning of Year  
Cash and Cash Equivalents and Restricted Cash, End of Period$ $ 
Supplemental Non-Cash Activity
Right-of-use assets obtained in exchange for lease obligations$ $ 
Debt discharged via legal defeasance$ $ 
See accompanying notes to the condensed consolidated financial statements.
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Condensed Consolidated Balance Sheet
PepsiCo, Inc. and Subsidiaries
(in millions, except per share amounts)
(Unaudited)
9/7/202412/30/2023
ASSETS
Current Assets
Cash and cash equivalents$ $ 
Short-term investments  
Accounts and notes receivable, less allowance ($ and $, respectively)
  
Inventories:
Raw materials and packaging  
Work-in-process  
Finished goods  
  
Prepaid expenses and other current assets  
Total Current Assets  
Property, plant and equipment  
Accumulated depreciation()()
Property, Plant and Equipment, net  
Amortizable Intangible Assets, net  
Goodwill  
Other Indefinite-Lived Intangible Assets  
Investments in Noncontrolled Affiliates  
Deferred Income Taxes  
Other Assets  
Total Assets$ $ 
LIABILITIES AND EQUITY
Current Liabilities
Short-term debt obligations$ $ 
Accounts payable and other current liabilities  
Total Current Liabilities  
Long-Term Debt Obligations  
Deferred Income Taxes  
Other Liabilities  
Total Liabilities  
Commitments and contingencies
PepsiCo Common Shareholders’ Equity
Common stock, par value 12/3¢ per share (authorized shares; issued, net of repurchased common stock at par value: and shares, respectively)
  
Capital in excess of par value  
Retained earnings  
Accumulated other comprehensive loss()()
Repurchased common stock, in excess of par value ( and shares, respectively)
()()
Total PepsiCo Common Shareholders’ Equity  
Noncontrolling interests  
Total Equity  
Total Liabilities and Equity$ $ 
See accompanying notes to the condensed consolidated financial statements.
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Condensed Consolidated Statement of Equity
PepsiCo, Inc. and Subsidiaries
(in millions, except per share amounts, unaudited)
 )  ))) ))))  )        ))) 
12 Weeks Ended36 Weeks Ended
9/7/20249/9/20239/7/20249/9/2023
SharesAmountSharesAmountSharesAmountSharesAmount
Common Stock
Balance, beginning of period $  $  $  $ 
Change in repurchased common stock() () () () 
Balance, end of period        
Capital in Excess of Par Value
Balance, beginning of period    
Share-based compensation expense    
Stock option exercises, RSUs and PSUs converted  ()()
Withholding tax on RSUs and PSUs converted()()()()
Other()()()()
Balance, end of period    
Retained Earnings
Balance, beginning of period    
Net income attributable to PepsiCo    
Cash dividends declared (a)
()()()()
Balance, end of period    
Accumulated Other Comprehensive Loss
Balance, beginning of period()()()()
Other comprehensive loss attributable to PepsiCo()()()()
Balance, end of period()()()()
Repurchased Common Stock
Balance, beginning of period()()()()()()()()
Share repurchases()()()()()()()()
Stock option exercises, RSUs and PSUs converted        
Other        
Balance, end of period()()()()()()()()
Total PepsiCo Common Shareholders’ Equity    
Noncontrolling Interests
Balance, beginning of period    
Net income attributable to noncontrolling interest    
Distributions to noncontrolling interests  ()()
()$ 


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Note 5 -
%. Certain countries have enacted legislation incorporating the agreed global minimum tax effective in 2024. Legislation incorporating the agreed global minimum tax enacted as of September 7, 2024 did not have a material impact on our financial statements for the 12 and 36 weeks ended September 7, 2024 and is not expected to have a material impact on our 2024 financial statements.
Note 6 -
 $ $ $ Share-based compensation expense – liability awards    
(a)Excludes debt issuance costs, discounts and premiums.
(b)Issued through our wholly-owned consolidated finance subsidiary, PepsiCo Singapore Financing I Pte. Ltd., which has no assets, operations, revenues or cash flows other than those related to the issuance, administration and repayment of the notes and any other notes that may be issued in the future. The notes are fully and unconditionally guaranteed by PepsiCo, Inc. on a senior unsecured basis and may be assumed at any time by PepsiCo, Inc. as the primary and sole obligor.
The net proceeds from the issuances of the above notes were used for general corporate purposes, including the repayment of commercial paper.
In the 36 weeks ended September 7, 2024, $ billion of U.S. dollar-denominated senior notes, € billion of euro-denominated senior notes and C$ billion of Canadian dollar-denominated senior notes matured and were paid.
As of September 7, 2024, we had $ billion of commercial paper outstanding, excluding discounts.
In the 36 weeks ended September 7, 2024, we entered into a new five-year unsecured revolving credit agreement (Five-Year Credit Agreement), which expires on May 24, 2029. The Five-Year Credit Agreement enables us and our borrowing subsidiaries to borrow up to $ billion in U.S. dollars and/or euros, including a $ billion swing line subfacility for euro-denominated borrowings permitted to be borrowed on a same-day basis, subject to customary terms and conditions. We may request that commitments under this agreement be increased up to $ billion (or the equivalent amount in euros). Additionally, we may, up to two times during the term of the 2024 Five-Year Credit Agreement, request renewal of the agreement for an additional one-year period. The Five-Year Credit Agreement replaced our $ billion five-year credit agreement, dated as of May 26, 2023.
Also in the 36 weeks ended September 7, 2024, we entered into a new 364-day unsecured revolving credit agreement (364-Day Credit Agreement), which expires on May 23, 2025. The 364-Day Credit Agreement enables us and our borrowing subsidiaries to borrow up to $ billion in U.S. dollars and/or euros, subject to customary terms and conditions. We may request that commitments under this agreement be increased up to $ billion (or the equivalent amount in euros). We may request renewal of this facility for an additional 364-day period or convert any amounts outstanding into a term loan for a period of up to one year, which term loan would mature no later than the anniversary of the then effective termination date. The 364-Day Credit Agreement replaced our $ billion 364-day credit agreement, dated as of May 26, 2023.
Funds borrowed under the Five-Year Credit Agreement and the 364-Day Credit Agreement may be used for general corporate purposes. Subject to certain conditions, we may borrow, prepay and reborrow amounts under these agreements. As of September 7, 2024, there were outstanding borrowings under the Five-Year Credit Agreement or the 364-Day Credit Agreement.
17
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Note 9 -
 million for Chinese renminbi and maturity dates ranging from November 2025 to November 2029. The cross-currency interest rate swaps are designated as net investment hedges to hedge the net assets of certain foreign operations with Chinese renminbi functional currency.
We use the spot method to assess hedge effectiveness for our net investment hedges. Changes in the fair value of the cross-currency interest rate swaps attributable to spot exchange rate changes are recorded in accumulated other comprehensive loss within common shareholders’ equity as currency translation adjustment to offset changes in the value of the net investments being hedged. These amounts will remain in accumulated other comprehensive loss until the hedged foreign operation is either sold or substantially liquidated. Excluded components in the form of interest accruals are recorded in net interest expense and other.
Cash flows associated with the settlement of derivative instruments designated as net investment hedges of foreign operations are classified within investing activities.
There have been no other material changes during the 36 weeks ended September 7, 2024 with respect to our risk management policies or strategies and valuation techniques used in measuring the fair value of the financial assets or liabilities disclosed in Note 9 to our consolidated financial statements in our 2023 Form 10-K.
Certain of our agreements with our counterparties require us to post full collateral on derivative instruments in a net liability position if our credit rating is at A2 (Moody’s Investors Service, Inc.) or A (S&P Global Ratings) and we have been placed on credit watch for possible downgrade or if our credit rating falls below either of these levels. The fair value of all derivative instruments with credit-risk-related contingent features that were in a net liability position as of September 7, 2024 was $ million. We have posted collateral under these contracts and credit-risk-related contingent features were triggered as of September 7, 2024.
 $ Foreign exchange contracts$ $ Cross-currency contracts$ $ Non-derivative debt instruments$ $ 
(a)In billions.
As of September 7, 2024 and December 30, 2023 approximately % of total debt was subject to variable rates.
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 million of investments in foreign government treasury held-to-maturity debt securities recorded in cash and cash equivalents. As of December 30, 2023, we had $ million of investments in commercial paper held-to-maturity debt securities recorded in cash and cash equivalents. Held-to-maturity debt securities are recorded at amortized cost, which approximates fair value, and realized gains or losses are reported in earnings. As of September 7, 2024 and December 30, 2023, gross unrecognized gains and losses and the allowance for expected credit losses were .
Available-for-Sale
There were material impairment charges related to investments in available-for-sale debt securities in both the 36 weeks ended September 7, 2024 and September 9, 2023. There were unrealized gains of $ million as of September 7, 2024 and unrealized gains or losses as of September 9, 2023 related to investments in available-for-sale debt securities. Related to our Level 3 (significant unobservable inputs) investment in Celsius Holdings, Inc. (Celsius), we recorded an unrealized loss of $ million and $ million in other comprehensive income during the 12 and 36 weeks ended September 7, 2024, respectively. Additionally, we recorded a decrease in the investment of $ million and $ million due to cash dividends received during the 12 and 36 weeks ended September 7, 2024, respectively. There were Level 3 investments in available-for-sale debt securities during the 36 weeks ended September 9, 2023.
TBG Investment
In the 36 weeks ended September 9, 2023, we recorded our proportionate % share of TBG’s impairment of indefinite-lived intangible assets, and recorded an other-than-temporary impairment of our equity method investment, both of which resulted in pre-tax impairment charges of $ million ($ million after-tax or $ per share), recorded in selling, general and administrative expenses in our PBNA division. We estimated the fair value of our ownership in TBG using discounted cash flows and an option pricing model related to our liquidation preference in TBG, which we categorized as Level 3 in the fair value hierarchy. There were impairment charges recorded in the 36 weeks ended September 7, 2024.
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 $ $ $ 
Index funds (c)
1$ $ $ $ 
Prepaid forward contracts (d)
2$ $ $ $ 
Deferred compensation (e)
2$ $ $ $  $ $()$ 
(a)Amount excluded from the assessment of effectiveness recognized in earnings associated with cross-currency interest rate swaps.
Based on current market conditions, we expect to reclassify net losses of $ million related to our cash flow hedges from accumulated other comprehensive loss within common shareholders’ equity into net income during the next 12 months.
 $()$()$ $()$()Commodity contracts   ()()()Total$ $ $ $()$()$()
36 Weeks Ended
9/7/20249/9/2023
Cost of salesSelling, general and administrative expensesTotalCost of salesSelling, general and administrative expensesTotal
Foreign exchange contracts$ $ $ $()$ $ 
Commodity contracts    () 
Total$ $ $ $ $ $ 
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Note 10 -
 $ 
Net income available for PepsiCo common shareholders
$  $  Dilutive securities:
Stock options, RSUs, PSUs and other (b)
    Diluted$  $  
Diluted net income attributable to PepsiCo per common share
$ $ 
   ) ) )  ) ) 
 36 Weeks Ended
 9/7/20249/9/2023
 Income
Shares(a)
Income
Shares(a)
 $()
) )            $()
(a)Pension and retiree medical amounts are net of taxes of $ million as of both December 31, 2022 and March 25, 2023, $ million as of June 17, 2023 and $ million as of September 9, 2023.
(b)Currency translation adjustment primarily reflects depreciation of the Egyptian pound and Russian ruble.
(c)Release of currency translation adjustment is in relation to the sale of a non-strategic brand and an investment within our AMESA division.
(d)Currency translation adjustment primarily reflects depreciation of the Russian ruble.
(e)Currency translation adjustment primarily reflects appreciation of the euro, Mexican peso and South African rand, partially offset by the depreciation of the Russian ruble.
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 $ $ $ 
Selling, general and administrative expenses
Cash flow hedges:Foreign exchange contracts$()$ $()$()Net revenue
Foreign exchange contracts
()   Cost of salesCross currency contracts and interest rate derivatives()   
Selling, general and administrative expenses
Commodity contracts
    Cost of salesCommodity contracts    
Selling, general and administrative expenses
Net losses before tax    
Tax amounts
()()()()Net losses after tax$ $ $ $ Pension and retiree medical items:Amortization of prior service credits$()$()$()$()Other pension and retiree medical benefits incomeAmortization of net losses    Other pension and retiree medical benefits incomeSettlement losses    Other pension and retiree medical benefits incomeNet losses before tax    
Tax amounts
()()()()Net losses after tax$ $ $ $ — 2 — 5 3 43 — 141 17 3 — 14 — 4 — 16 — 29 — 73 
(a)In billions.
(b)Refer to the cash flow statement for further information.
(c)Primarily reflects favorable operating performance.
(d)Primarily reflects timing of payments, combined with a decrease in capital expenditure payables.

Total Equity
See the equity statement and Notes 9 and 11 to our condensed consolidated financial statements.
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Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors
PepsiCo, Inc.:
Results of Review of Interim Financial Information
We have reviewed the Condensed Consolidated Balance Sheet of PepsiCo, Inc. and subsidiaries (the Company) as of September 7, 2024, the related Condensed Consolidated Statements of Income, Comprehensive Income, and Equity for the twelve and thirty-six weeks ended September 7, 2024 and September 9, 2023, the related Condensed Consolidated Statement of Cash Flows for the thirty-six weeks ended September 7, 2024 and September 9, 2023, and the related notes (collectively, the consolidated interim financial information). Based on our reviews, we are not aware of any material modifications that should be made to the consolidated interim financial information for it to be in conformity with U.S. generally accepted accounting principles.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Consolidated Balance Sheet of the Company as of December 30, 2023, and the related Consolidated Statements of Income, Comprehensive Income, Cash Flows, and Equity for the fiscal year then ended (not presented herein); and in our report dated February 8, 2024, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying Condensed Consolidated Balance Sheet as of December 30, 2023 is fairly stated, in all material respects, in relation to the Consolidated Balance Sheet from which it has been derived.
Basis for Review Results
This consolidated interim financial information is the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our reviews in accordance with the standards of the PCAOB. A review of consolidated interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ KPMG LLP

New York, New York
October 7, 2024
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ITEM 3. Quantitative and Qualitative Disclosures About Market Risk.
See “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Our Business Risks.” In addition, see “Item 1A. Risk Factors,” “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Our Business Risks” and Note 9 to our consolidated financial statements in our 2023 Form 10-K.
ITEM 4. Controls and Procedures.
As of the end of the period covered by this report, we carried out an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the Exchange Act). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of the end of the period covered by this report our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in reports we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (2) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
During the 12 weeks ended September 7, 2024, we continued migrating certain of our financial processing systems to an Enterprise Resource Planning (ERP) system. These systems implementations are part of our ongoing global business transformation initiative, and we plan to continue implementing such systems throughout other parts of our businesses in phases over the next several years. In connection with these ERP implementations, we are updating and will continue to update our internal control over financial reporting, as necessary, to accommodate modifications to our business processes and accounting procedures. During the 12 weeks ended September 7, 2024, we continued implementing these systems, resulting in changes that materially affected our internal control over financial reporting. These system implementations did not have an adverse effect, nor do we expect will have an adverse effect, on our internal control over financial reporting. In addition, in connection with our 2019 multi-year productivity plan, we continue to migrate to shared business models across our operations to further simplify, harmonize and automate processes. In connection with this multi-year productivity plan and resulting business process changes, we continue to enhance the design and documentation of our internal control over financial reporting processes to maintain effective controls over our financial reporting. These business process changes have not materially affected, and we do not expect them to materially affect, our internal control over financial reporting.
Except with respect to the continued implementation of ERP systems, there have been no changes in our internal control over financial reporting during the 12 weeks ended September 7, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. We will continue to assess the impact on our internal control over financial reporting as we continue to implement our ERP solution and our 2019 multi-year productivity plan.
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PART II OTHER INFORMATION
ITEM 1. Legal Proceedings.
The following information should be read in conjunction with the discussion set forth under Part I, “Item 3. Legal Proceedings” in our 2023 Form 10-K and Part II, “Item 1. Legal Proceedings” in our Quarterly Report on Form 10-Q for the quarter ended June 15, 2024.
We and our subsidiaries are party to a variety of litigation, claims, legal or regulatory proceedings, inquiries and investigations. While the results of such litigation, claims, legal or regulatory proceedings, inquiries and investigations cannot be predicted with certainty, management believes that the final outcome of the foregoing will not have a material adverse effect on our financial condition, results of operations or cash flows. See also “Item 1. Business – Regulatory Matters” and “Item 1A. Risk Factors” in our 2023 Form 10-K.
ITEM 1A. Risk Factors.
There have been no material changes with respect to the risk factors disclosed in our 2023 Form 10-K.
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds.
A summary of our common stock repurchases (in millions, except average price per share) during the 12 weeks ended September 7, 2024 is set forth in the table below.
Issuer Purchases of Common Stock
Period
Total
Number of
Shares
Repurchased(a)
Average Price
Paid Per Share		Total Number
of Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs		Approximate
Dollar Value of
Shares That May Yet Be
Purchased
Under the Plans
or Programs
6/15/2024$7,032 
6/16/2024 - 7/13/20240.5 $165.10 0.5 (82)
6,950 
7/14/2024 - 8/10/20240.6 $172.24 0.6 (98)
6,852 
8/11/2024 - 9/7/20240.6 $174.20 0.6 (114)
Total1.7 $170.92 1.7 $6,738 
(a)All shares were repurchased in open market transactions pursuant to the $10 billion share repurchase program authorized by our Board of Directors and publicly announced on February 10, 2022, which commenced on February 11, 2022 and will expire on February 28, 2026. Shares repurchased under this program may be repurchased in open market transactions, in privately negotiated transactions, in accelerated stock repurchase transactions or otherwise.
ITEM 5. Other Information.
During the 12 weeks ended September 7, 2024, none of our directors or executive officers , modified or a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.
ITEM 6. Exhibits.
See “Index to Exhibits” on page 50.
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INDEX TO EXHIBITS
ITEM 6
EXHIBIT 
Exhibit 101The following materials from PepsiCo, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 7, 2024 formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Condensed Consolidated Statement of Income, (ii) the Condensed Consolidated Statement of Comprehensive Income, (iii) the Condensed Consolidated Statement of Cash Flows, (iv) the Condensed Consolidated Balance Sheet, (v) the Condensed Consolidated Statement of Equity, and (vi) Notes to the Condensed Consolidated Financial Statements.
Exhibit 104The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 7, 2024, formatted in iXBRL and contained in Exhibit 101.
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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 thereunto duly authorized.
 
            PepsiCo, Inc.    
(Registrant)
Date:October 7, 2024/s/ Marie T. Gallagher
Marie T. Gallagher
Senior Vice President and Controller
(Principal Accounting Officer)
Date:October 7, 2024/s/ David Flavell
David Flavell
Executive Vice President, General Counsel and Corporate Secretary
(Duly Authorized Officer)
51

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