Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): January 9, 2019
 
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
(Address of Principal Executive Offices)
10577
(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))

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 5.02 Departure of Directors or Certain Officers: Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On August 6, 2018, PepsiCo (“PepsiCo” or the “Company”) announced that Indra K. Nooyi would continue to serve as Chairman of PepsiCo’s Board of Directors (“Board”) until a date in early 2019 to be mutually determined by Ms. Nooyi and the Board. PepsiCo announced that Ms. Nooyi will retire as Chairman of the Board and as a director of PepsiCo effective February 1, 2019. The Company also announced that the Board elected Ramon Laguarta, PepsiCo’s Chief Executive Officer and a member of the Board, to serve as Chairman of the Board effective February 1, 2019.








    

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.
 
Date: January 10, 2019
 
 
PepsiCo, Inc.
 
 
 
 
 
By:
/s/ Cynthia Nastanski
 
 
Name: Cynthia Nastanski
 
 
 
Title: Senior Vice President, Corporate Law and Deputy Corporate Secretary