PEP: Other company developments

Item 8.01. Other Events. PepsiCo Senior Notes Offering. On October 9, 2026, PepsiCo, Inc. (“PepsiCo”) announced an offering of €500,000,000 aggregate principal amount of its 3.750% Senior Notes due 2029 (the “2029 Notes”) and €500,000,000 aggregate principal amount of its 4.250% Senior Notes due 2035 (the “2035 Notes,” and together with the 2029 Notes, the “Notes”). Deutsche Bank AG, London Branch and HSBC Bank plc were joint book-running managers for the offering of the Notes. PepsiCo received net proceeds of approximately €994 million, after deducting underwriting discounts and estimated offering expenses payable by PepsiCo. The net proceeds will be used for general corporate purposes, including the repayment of commercial paper. The Notes were offered and sold pursuant to a Terms Agreement (the “Terms Agreement”) dated October 9, 2026 (incorporating the PepsiCo, Inc. Underwriting Agreement Standard Provisions dated as of November 18, 2019 (the “Standard Provisions”)) among PepsiCo and the several underwriters, under PepsiCo’s automatic shelf registration statement on Form S-3 (File No. 333-277003), filed with the Securities and Exchange Commission (the “SEC”) on February 12, 2024 (the “Registration Statement”). PepsiCo has filed with the SEC a prospectus supplement, dated October 9, 2026, together with the accompanying prospectus, dated February 12, 2024, relating to the offer and sale of the Notes. The Notes were issued on October 16, 2026 pursuant to an Indenture (the “Indenture”) dated as of February 12, 2024 between PepsiCo and U.S. Bank Trust Company, National Association, as Trustee. The following table summarizes information about the Notes and the offering thereof. 3.750% Senior Notes due 2029 4.250% Senior Notes due 2035 Aggregate Principal Amount Offered: €