PEP 10-K Annual Report Dec. 30, 2017 | Alphaminr

PEP 10-K Fiscal year ended Dec. 30, 2017

PEPSICO INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsNote 1 Basis Of Presentation and Our DivisionsNote 2 Our Significant Accounting PoliciesNote 3 Restructuring and Impairment ChargesNote 4 Property, Plant and Equipment and Intangible AssetsNote 5 Income TaxesNote 6 Share-based CompensationNote 7 Pension, Retiree Medical and Savings PlansNote 8 Debt ObligationsNote 9 Financial InstrumentsNote 10 Net Income Attributable To Pepsico Per Common ShareNote 11 Preferred StockNote 12 Accumulated Other Comprehensive Loss Attributable To PepsicoNote 13 Supplemental Financial InformationNote 14 DivestituresItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k SummaryItem 15(a)(3)

Exhibits

3.1 Articles of Incorporation of PepsiCo, Inc., as amended and restated, effective as of May 9, 2011, which are incorporated herein by reference to Exhibit 3.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 9, 2011. 3.2 By-laws of PepsiCo, Inc., as amended and restated, effective as of January 11, 2016, which are incorporated herein by reference to Exhibit 3.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 11, 2016. 4.2 Indenture dated May 21, 2007 between PepsiCo, Inc. and The Bank of New York Mellon (formerly known as The Bank of New York), as Trustee, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Registration Statement on Form S-3ASR (Registration No. 333-154314) filed with the Securities and Exchange Commission on October 15, 2008. 4.3 Form of 5.00% Senior Note due 2018, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 21, 2008. 4.4 Form of 7.90% Senior Note due 2018, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 24, 2008. 4.5 Form of 4.50% Senior Note due 2020, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 13, 2010. 4.6 Form of 5.50% Senior Note due 2040, which is incorporated herein by reference to Exhibit 4.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 13, 2010. 4.7 Form of 3.125% Senior Note due 2020, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 25, 2010. 4.8 Form of 4.875% Senior Note due 2040, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 25, 2010. 4.9 Form of 0.950% Senior Notes due 2017, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 28, 2014. 4.10 Form of 3.600% Senior Notes due 2024, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 28, 2014. 4.11 Form of 1.750% Senior Notes due 2021, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 28, 2014. 4.12 Form of 2.625% Senior Notes due 2026, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 28, 2014. 4.13 Form of 4.250% Senior Notes due 2044, which is incorporated herein by reference to Exhibit 4.1 of PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 22, 2014. 4.14 Form of Floating Rate Notes due 2018, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2015. 4.15 Form of 1.250% Senior Notes due 2018, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2015. 4.16 Form of 1.850% Senior Notes due 2020, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2015. 4.17 Form of 2.750% Senior Notes due 2025, which is incorporated herein by reference to Exhibit 4.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2015. 4.18 Form of Floating Rate Notes due 2017, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 17, 2015. 4.19 Form of 1.125% Senior Notes due 2017, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 17, 2015. 4.20 Form of 3.100% Senior Notes due 2022, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 17, 2015. 4.21 Form of 3.500% Senior Notes due 2025, which is incorporated herein by reference to Exhibit 4.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 17, 2015. 4.22 Form of 4.600% Senior Notes due 2045, which is incorporated herein by reference to Exhibit 4.5 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 17, 2015. 4.23 Form of Floating Rate Notes due 2017, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 14, 2015. 4.24 Form of 1.000% Senior Notes due 2017, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 14, 2015. 4.25 Form of 2.150% Senior Notes due 2020, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 14, 2015. 4.26 Form of 4.450% Senior Notes due 2046, which is incorporated herein by reference to Exhibit 4.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 14, 2015. 4.27 Form of Floating Rate Note due 2019, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2016. 4.28 Form of 1.500% Senior Notes due 2019, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2016. 4.29 Form of 2.850% Senior Notes due 2026, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2016. 4.30 Form of 4.450% Senior Notes due 2046, which is incorporated herein by reference to Exhibit 4.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2016. 4.31 Form of 0.875% Senior Note due 2028, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 18, 2016. 4.32 Form of Floating Rate Note due 2019, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 6, 2016. 4.33 Form of Floating Rate Note due 2021, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 6, 2016. 4.34 Form of 1.350% Senior Notes due 2019, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 6, 2016. 4.35 Form of 1.700% Senior Notes due 2021, which is incorporated herein by reference to Exhibit 4.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 6, 2016. 4.36 Form of 2.375% Senior Notes due 2026, which is incorporated herein by reference to Exhibit 4.5 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 6, 2016. 4.37 Form of 3.450% Senior Notes due 2046, which is incorporated herein by reference to Exhibit 4.6 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 6, 2016. 4.38 Form of Floating Rate Notes due 2019, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 2, 2017. 4.39 Form of Floating Rate Notes due 2022, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 2, 2017. 4.40 Form of 1.550% Senior Notes due 2019, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 2, 2017. 4.41 Form of 2.250% Senior Notes due 2022, which is incorporated herein by reference to Exhibit 4.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 2, 2017. 4.42 Form of 4.000% Senior Notes due 2047, which is incorporated herein by reference to Exhibit 4.5 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 2, 2017. 4.43 Form of 2.150% Senior Notes due 2024, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 4, 2017. 4.44 Form of Floating Rate Notes due 2018, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 10, 2017. 4.45 Form of 2.000% Senior Notes due 2021, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 10, 2017. 4.46 Form of 3.000% Senior Notes due 2027, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 10, 2017. 4.47 Board of Directors Resolutions Authorizing PepsiCo, Inc.s Officers to Establish the Terms of the 4.50% Senior Note due 2020, 5.50% Senior Note due 2040, 3.125% Senior Note due 2020 and 4.875% Senior Note due 2040, which are incorporated herein by reference to Exhibit4.1 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the 24weeks ended June12, 2010. 4.48 Form of 2.500% Senior Note due 2016, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 6, 2011. 4.49 Board of Directors Resolutions Authorizing PepsiCo, Inc.s Officers to Establish the Terms of the 2.500% Senior Note due 2016, the 3.000% Senior Note due 2021, the 2.750% Senior Note due 2022, the 4.000% Senior Note due 2042, the 1.250% Senior Note due 2017, the 3.600% Senior Note due 2042 and the 2.500% Senior Note due 2022, which are incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 6, 2011. 4.50 Form of 3.000% Senior Note due 2021, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 25, 2011. 4.51 Form of 2.750% Senior Note due 2022, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 2, 2012. 4.52 Form of 4.000% Senior Note due 2042, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 2, 2012. 4.53 Form of 1.250% Senior Note due 2017, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 13, 2012. 4.54 Form of 3.600% Senior Note due 2042, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 13, 2012. 4.55 Form of 2.500% Senior Note due 2022, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2012. 4.56 Indenture dated as of October24, 2008 among PepsiCo, Inc., Bottling Group, LLC and The Bank of New York Mellon, as Trustee, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 24, 2008. 4.57 Form of 2.750% Senior Note due 2023, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 28, 2013. 4.58 Board of Directors Resolutions Authorizing PepsiCo, Inc.s Officers to Establish the Terms of the 2.750% Senior Note due 2023, the 2.250% Senior Notes due 2019, the 0.950% Senior Notes due 2017, the 3.600% Senior Notes due 2024, the 1.750% Senior Notes due 2021, the 2.625% Senior Notes due 2026, the 4.250% Senior Notes due 2044, the Floating Rate Notes due 2018, 1.250% Senior Notes due 2018, the 1.850% Senior Notes due 2020, the 2.750% Senior Notes due 2025, the Floating Rate Notes due 2017, the 1.125% Senior Notes due 2017, the 3.100% Senior Notes due 2022, the 3.500% Senior Notes due 2025, the 4.600% Senior Notes due 2045, the Floating Rate Notes due 2017, the 1.000% Senior Notes due 2017, the 2.150% Senior Notes due 2020, the 4.450% Senior Notes due 2046, the Floating Rate Note due 2019, the 1.500% Senior Notes due 2019, the 2.850% Senior Notes due 2026, the 0.875% Senior Note due 2028, the Floating Rate Note due 2019, the Floating Rate Note due 2021, the 1.350% Senior Notes due 2019, the 1.700% Senior Notes due 2021, the 2.375% Senior Notes due 2026, the 3.450% Senior Notes due 2046, the Floating Rate Notes due 2019, the Floating Rate Notes due 2022, the 1.550% Senior Notes due 2019, the 2.250% Senior Notes due 2022, the 4.000% Senior Notes due 2047, the 2.150% Senior Notes due 2024, the Floating Rate Notes due 2018, the 2.000% Senior Notes due 2021 and the 3.000% Senior Notes due 2027 which are incorporated herein by reference to Exhibit 4.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 28, 2013. 4.59 Form of 2.250% Senior Notes due 2019, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 30, 2013. 4.60 First Supplemental Indenture, dated as of February 26, 2010, among Pepsi-Cola Metropolitan Bottling Company, Inc., The Pepsi Bottling Group, Inc., Bottling Group, LLC and The Bank of New York Mellon to the Indenture dated March 8, 1999 between The Pepsi Bottling Group, Inc., Bottling Group, LLC and The Chase Manhattan Bank, which is incorporated herein by reference to Exhibit 4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 1, 2010. 4.62 Second Supplemental Indenture, dated as of February 26, 2010, among Pepsi-Cola Metropolitan Bottling Company, Inc., PepsiAmericas, Inc. and The Bank New York Mellon Trust Company, N.A. to the Indenture dated as of January 15, 1993 between Whitman Corporation and The First National Bank of Chicago, as trustee, which is incorporated herein by reference to Exhibit 4.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 1, 2010. 4.63 First Supplemental Indenture, dated as of May20, 1999, including the Indenture dated as of January15, 1993, between Whitman Corporation and The First National Bank of Chicago, as trustee, which is incorporated herein by reference to Exhibit 4.3 to Post-Effective Amendment No.1 to PepsiAmericas, Inc.s Registration Statement on FormS-8 (Registration No.333-64292) filed with the Securities and Exchange Commission on December29, 2005. 4.64 Form of PepsiAmericas, Inc. 7.29% Note due 2026, which is incorporated herein by reference to Exhibit 4.7 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 20, 2010. 4.65 Form of PepsiAmericas, Inc. 7.44% Note due 2026, which is incorporated herein by reference to Exhibit 4.8 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 20, 2010. 4.66 First Supplemental Indenture, dated as of February 26, 2010, among Pepsi-Cola Metropolitan Bottling Company, Inc., PepsiAmericas, Inc. and Wells Fargo Bank, National Association to the Indenture dated as of August15, 2003 between PepsiAmericas, Inc. and Wells Fargo Bank Minnesota, National Association, as trustee, which is incorporated herein by reference to Exhibit 4.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 1, 2010. 4.67 Indenture dated as of August15, 2003 between PepsiAmericas, Inc. and Wells Fargo Bank Minnesota, National Association, as trustee, which is incorporated herein by reference to Exhibit 4 to PepsiAmericas, Inc.s Registration Statement on FormS-3 (Registration No.333-108164) filed with the Securities and Exchange Commission on August22, 2003. 4.68 Form of PepsiAmericas, Inc. 5.00% Note due 2017, which is incorporated herein by reference to Exhibit 4.16 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 20, 2010. 4.69 Form of PepsiAmericas, Inc. 5.50% Note due 2035, which is incorporated herein by reference to Exhibit 4.17 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 20, 2010. 4.71 Indenture, dated as of March30, 2006, by and between Bottling Group, LLC, as obligor, and JPMorgan Chase Bank, N.A., as trustee, which is incorporated herein by reference to Exhibit4.1 to The Pepsi Bottling Group, Inc.s Quarterly Report on Form10-Q for the quarter ended March25, 2006. 4.72 Form of Bottling Group, LLC 5.50% Senior Note due April1, 2016, which is incorporated herein by reference to Exhibit4.2 to The Pepsi Bottling Group, Inc.s Quarterly Report on Form10-Q for the quarter ended March25, 2006. 4.73 Form of Bottling Group, LLC 5.125% Senior Note due January 15, 2019, which is incorporated herein by reference to Exhibit4.1 to Bottling Group, LLCs Current Report on Form8-K filed with the Securities and Exchange Commission on January 20, 2009. 4.74 Form of PepsiCo Guarantee of Pepsi-Cola Metropolitan Bottling Company, Inc.s 7.00% Note due 2029, 7.29% Note due 2026, 7.44% Note due 2026, 5.00% Note due 2017, 5.50% Note due 2035 and Bottling Group, LLCs 5.50% Note due 2016 and 5.125% Note due 2019, which is incorporated herein by reference to Exhibit4.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on October5, 2010. 10.1 PepsiCo Executive Income Deferral Program (Plan Document for the Pre-409A Program), amended and restated effective December 20, 2017.* 10.2 PepsiCo, Inc. 2003 Long-Term Incentive Plan, as amended and restated effective September 12, 2008, which is incorporated herein by reference to Exhibit 10.4 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the fiscal quarter ended September 6, 2008.* 10.4 Form of PepsiCo, Inc. Director Indemnification Agreement, which is incorporated herein by reference to Exhibit 10.20 to PepsiCo, Inc.s Annual Report on Form 10-K for the fiscal year ended December 25, 2004.* 10.5 Severance Plan for Executive Employees of PepsiCo, Inc. and Affiliates, which is incorporated herein by reference to Exhibit 10.5 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the fiscal quarter ended September 6, 2008.* 10.6 Amendments to the PepsiCo, Inc. 2003 Long-Term Incentive Plans, the PepsiCo, Inc. 1994 Long-Term Incentive Plan, the PepsiCo, Inc. 1995 Stock Option Incentive Plan, the PepsiCo SharePower Stock Option Plan, the PepsiCo, Inc. 1987 Incentive Plan effective as of December 31, 2005, which are incorporated herein by reference to Exhibit 10.31 to PepsiCo, Inc.s Annual Report on Form 10-K for the fiscal year ended December 31, 2005.* 10.7 Amendments to the PepsiCo, Inc. 2003 Long-Term Incentive Plan, the PepsiCo SharePower Stock Option Plan, the PepsiCo, Inc. 1995 Stock Option Incentive Plan, the Quaker Long-Term Incentive Plan of 1999, the Quaker Long-Term Incentive Plan of 1990 and the PepsiCo, Inc. Director Stock Plan, effective as of November 17, 2006, which are incorporated herein by reference to Exhibit 10.31 to PepsiCo, Inc.s Annual Report on Form 10-K for the fiscal year ended December 30, 2006.* 10.8 Form of Non-Employee Director Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.2 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the fiscal quarter ended September 9, 2006.* 10.9 Form of Annual Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 7, 2007.* 10.10 Form of Performance-Based Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 7, 2007.* 10.11 Form of Pro Rata Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 8, 2007.* 10.12 Form of Stock Option Retention Award Agreement, which is incorporated herein by reference to Exhibit 10.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 8, 2007.* 10.13 PepsiCo, Inc. 2007 Long-Term Incentive Plan, as amended and restated March 12, 2010, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 11, 2010.* 10.14 Form of Annual Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 7, 2008.* 10.15 Form of Performance-Based Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 7, 2008.* 10.16 Form of Annual Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2009.* 10.17 Form of Performance-Based Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.2 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2009.* 10.18 Form of Pro Rata Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.3 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2009.* 10.19 Form of Stock Option Retention Award Agreement, which is incorporated herein by reference to Exhibit 10.4 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2009.* 10.20 Form of Restricted Stock Unit Retention Award Agreement, which is incorporated herein by reference to Exhibit 10.5 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2009.* 10.21 Form of Aircraft Time Sharing Agreement, which is incorporated herein by reference to Exhibit 10 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the fiscal quarter ended March 21, 2009.* 10.22 PBG 2004 Long Term Incentive Plan, which is incorporated herein by reference to Exhibit 99.1 to PepsiCo, Inc.s Registration Statement on Form S-8 as filed with the Securities and Exchange Commission on February 26, 2010 (Registration No. 333-165107).* 10.23 PBG Stock Incentive Plan, which is incorporated herein by reference to Exhibit 99.6 to PepsiCo, Inc.s Registration Statement on Form S-8 as filed with the Securities and Exchange Commission on February 26, 2010 (Registration No. 333-165107).* 10.24 Amendments to PBG 2002 Long Term Incentive Plan, PBG Long Term Incentive Plan, The Pepsi Bottling Group, Inc. 1999 Long Term Incentive Plan and PBG Stock Incentive Plan (effective February 8, 2007), which are incorporated herein by reference to Exhibit 99.7 to PepsiCo, Inc.s Registration Statement on Form S-8 as filed with the Securities and Exchange Commission on February 26, 2010 (Registration No. 333-165107).* 10.25 Amendments to PBG 2004 Long Term Incentive Plan, PBG 2002 Long Term Incentive Plan, The Pepsi Bottling Group, Inc. Long Term Incentive Plan, The Pepsi Bottling Group, Inc. 1999 Long Term Incentive Plan, PBG Directors Stock Plan and PBG Stock Incentive Plan (effective February 19, 2010), which are incorporated herein by reference to Exhibit 99.8 to PepsiCo, Inc.s Registration Statement on Form S-8 as filed with the Securities and Exchange Commission on February 26, 2010 (Registration No. 333-165107).* 10.26 Specified Employee Amendments to Arrangements Subject to Section 409A of the Internal Revenue Code, adopted February 18, 2010 and March 29, 2010, which is incorporated herein by reference to Exhibit 10.13 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 20, 2010.* 10.27 Form of Performance-Based Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 16, 2010.* 10.28 PBG Executive Income Deferral Program (Plan Document for the 409A Program), as amended, which is incorporated herein by reference to Exhibit 10.67 to PepsiCo, Inc.s Annual Report on Form 10-K for the fiscal year ended December 25, 2010.* 10.29 PBG Executive Income Deferral Program (Plan Document for the Pre-409A Program), as amended and restated effective as of December 20, 2017.* 10.30 Form of Annual Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 24, 2012.* 10.31 Form of Annual Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 18, 2013.* 10.32 PepsiCo, Inc. 2007 Long-Term Incentive Plan, as amended and restated March 13, 2014, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 14, 2014.* 10.34 The PepsiCo International Retirement Plan Defined Benefit Program, as amended and restated effective as of January 1, 2016, which is incorporated herein by reference to Exhibit 10.40 to PepsiCo, Inc.s Annual Report on Form 10-K for the fiscal year ended December 31, 2016.* 10.35 The PepsiCo International Retirement Plan Defined Contribution Program, as amended and restated effective as of January 1, 2016, which is incorporated herein by reference to Exhibit 10.41 to PepsiCo, Inc.s Annual Report on Form 10-K for the fiscal year ended December 31, 2016.* 10.37 Form of Annual Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 19, 2016.* 10.38 PepsiCo Pension Equalization Plan (the Plan Document for the Pre-409A Program), as amended and restated effective as of April 1, 2016, which is incorporated herein by reference to Exhibit 10.2 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 19, 2016.* 10.39 PepsiCo Pension Equalization Plan (Plan Document for the Section 409A Program), January 1, 2017 Restatement.* 10.40 PepsiCo Automatic Retirement Contribution Equalization Plan, as amended and restated effective as of April 1, 2016, with amendments through December 12, 2016, which is incorporated herein by reference to Exhibit 10.47 to PepsiCo, Inc.s Annual Report on Form 10-K for the fiscal year ended December 31, 2016.* 10.41 PepsiCo Director Deferral Program (Plan Document for the 409A Program), amended and restated effective as of December 20, 2017.* 10.42 Form of Annual Long-Term Incentive Award Agreement, which is incorporated herein by reference to Exhibit 10.49 to PepsiCo, Inc.s Annual Report on Form 10-K for the fiscal year ended December 31, 2016.* 10.43 PepsiCo Executive Income Deferral Program (Plan Document for the 409A Program), amended and restated effective as of January 1, 2005 (with amendments through March 9, 2017), which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Quarterly Report on Form 10-Q for the quarterly period ended March 25, 2017.* 10.44 Five-Year Credit Agreement, dated as of June 5, 2017, among PepsiCo, Inc., as borrower, the lenders named therein, and Citibank, N.A., as administrative agent, which is incorporated herein by reference to Exhibit 10.1 to PepsiCo, Inc.s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 6, 2017. 10.45 Amendment to Certain PepsiCo Award Agreements.* 10.46 Amendment to the PBG 2004 Long Term Incentive Plan and the PBG Stock Incentive Plan, effective December 20, 2017.* 10.47 PepsiCo, Inc. Long Term Incentive Plan (as amended and restated December 20, 2017).* 12 Computation of Ratio of Earnings to Fixed Charges. 21 Subsidiaries of PepsiCo, Inc. 23 Consent of KPMG LLP. 24 Power of Attorney. 31 Certification of our Chief Executive Officer and our Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32 Certification of our Chief Executive Officer and our Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.