Current Report Filing (8-k)
April 15 2022 - 8:37AM
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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): April 15,
2022
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) |
(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:
|
o |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
o |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
o |
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 class |
|
Trading Symbol |
|
Name of each exchange on which registered |
Common Stock, par value 1-2/3 cents per share |
|
PEP |
|
The Nasdaq Stock Market LLC |
2.500% Senior Notes Due 2022 |
|
PEP22a |
|
The Nasdaq Stock Market LLC |
0.250% Senior Notes Due 2024 |
|
PEP24 |
|
The Nasdaq Stock Market LLC |
2.625% Senior Notes Due 2026 |
|
PEP26 |
|
The Nasdaq Stock Market LLC |
0.750% Senior Notes Due 2027 |
|
PEP27 |
|
The Nasdaq Stock Market LLC |
0.875% Senior Notes Due 2028 |
|
PEP28 |
|
The Nasdaq Stock Market LLC |
0.500% Senior Notes Due 2028 |
|
PEP28a |
|
The Nasdaq Stock Market LLC |
1.125% Senior Notes Due 2031 |
|
PEP31 |
|
The Nasdaq Stock Market LLC |
0.400% Senior Notes Due 2032 |
|
PEP32 |
|
The Nasdaq Stock Market LLC |
0.750% Senior Notes Due 2033 |
|
PEP33 |
|
The Nasdaq Stock Market LLC |
0.875% Senior Notes Due 2039 |
|
PEP39 |
|
The Nasdaq Stock Market LLC |
1.050% Senior Notes Due 2050 |
|
PEP50 |
|
The 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 7.01. Regulation FD Disclosure.
PepsiCo, Inc. (the “Company”)
directed The Bank of New York Mellon, as trustee (the “Trustee”), to send a notice of redemption on April 15, 2022 to
the registered holders of the Company’s outstanding 3.100% Senior Notes due 2022 (CUSIP No. 713448 CX4), originally issued
on July 17, 2015 (the “2022 Notes”), notifying such holders that the Company would redeem the 2022 Notes at a cash redemption
price equal to 100% of the principal amount of the outstanding 2022 Notes (the “Redemption Price”), plus accrued and unpaid
interest to the redemption date of May 17, 2022 (the “Redemption Date”). Upon completion of the redemption, no 2022 Notes
will remain outstanding.
Payment of the Redemption Price will be made on
or after the Redemption Date only upon presentation and surrender of the 2022 Notes to the Trustee. Interest on the 2022 Notes called
for redemption will cease to accrue from and after the Redemption Date. The notice of redemption will be sent to the registered holders
of the 2022 Notes. A copy of the notice of redemption is attached to this Current Report on Form 8-K as Exhibit 99.1 and is
incorporated herein by reference. A copy of the form of 2022 Note is incorporated into this Current Report on Form 8-K by reference
to Exhibit 4.1 hereto.
The information in this Item 7.01, including
Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be incorporated by reference
into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise expressly stated
in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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: April 15, 2022 |
By: |
/s/ Cynthia A. Nastanski |
|
Name: |
Cynthia A. Nastanski |
|
Title: |
Senior Vice President, Corporate Law and Deputy Corporate Secretary |
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