Pepsico (PEP) Economic Moat Analysis56

Evidence

Our Brands and Intellectual Property Rights We own numerous valuable trademarks which are essential to our worldwide businesses, including Adrenaline Rush, Agusha, Amp Energy, Aquafina, Aquafina Flavorsplash, Aqua Minerale, Arto Lifewtr, Baja Blast, BaiCaoWei, Bare, Bokomo, Bubly, Cap’n Crunch, Ceres, Cheetos, Chester’s, Chipsy, Chokis, Chudo, Cracker Jack, Crunchy, Diet Mountain Dew, Diet Mug, Diet Pepsi, Diet 7UP (outside the United States), Domik v Derevne, Doritos, Duyvis, Elma Chips, Emperador, Evolve, Fast Twitch, Frito-Lay, Fritos, Fruktovy Sad, Futurelife, G2, Gamesa, Gatorade, Gatorade Fit, Gatorade Zero, Gatorlyte, Grandma’s, H2oh!, Hard MTN Dew, Health Warrior, Imunele, J7, Kas, Kurkure, Lay’s, Life, Lifewtr, Liquifruit, Lubimy, Manzanita Sol, Marias Gamesa, Matutano, Mirinda, Miss Vickie’s, Moirs, Mother’s, Mountain Dew, Mountain Dew Code Red, Mountain Dew Game Fuel, Mountain Dew Kickstart, Mountain Dew Zero Sugar, Mug, Munchies, Muscle Milk, Near East, Obela, Off the Eaten Path, Paso de los Toros, Pasta Roni, Pearl Milling Company, Pepsi, Pepsi Black, Pepsi Max, Pepsi Wild Cherry, Pepsi Zero Sugar, PopCorners, Poppi, Pronutro, Propel, Quaker, Quaker Chewy, Quaker Simply Granola, Rice-A-Roni, Rockstar (outside the United States and Canada), Rold Gold, Ruffles, Sabra, Sabritas, Safari, Sakata, Saladitas Gamesa, San Carlos, Sandora, Santitas, Sasko, 7UP (outside the United States), 7UP Free (outside the United States), Siete, Simba, Smartfood, Smith’s, Snack a Jacks, SoBe, SodaStream, Sonric’s, Spekko, Stacy’s, Starry, Starry Zero Sugar, Sting Energy, Stubborn Soda, SunChips, Toddy, Toddynho, Tostitos, Vesely Molochnik, Walkers, Weetbix, White Star, Ya and Yachak.

Our Brands and Intellectual Property Rights: owned trademark portfolio · Filed 03/02/2026

We normally grant our independent bottlers exclusive contracts to sell and manufacture certain beverage products bearing our trademarks within a specific geographic area.

Our Customers: geographically exclusive independent bottler contracts · Filed 03/02/2026

These arrangements provide us with the right to charge our independent bottlers for concentrate, finished goods and Aquafina royalties and specify the manufacturing process required for product quality.

Our Customers: concentrate, finished-goods and royalty charging rights · Filed 03/02/2026

PEPSICO 2026 Proxy Statement | A-5 Back to Contents Appendix A - Reconciliation of GAAP and Non-GAAP Information EMEA Operating Profit Performance Reconciliation Year Ended 12/27/2025 Reported operating profit performance, GAAP measure 7 % Impact of: Restructuring and impairment charges 3 Impairment and other charges/credits 5 Core operating profit performance, non-GAAP measure (a) 15 Impact of foreign exchange translation (5 ) Core constant currency operating profit performance, non-GAAP measure (a) 10 % International Net Revenue Performance Reconciliation Impact of Reported net revenue performance, GAAP measure Foreign exchange translation Acquisitions and divestitures Organic revenue performance, non- GAAP measure (a) Quarter ended 12/27/2025 10 % (5 ) — 4 % Quarter ended 9/6/2025 5 % (1 ) — 4 % Quarter ended 6/14/2025 2 % 3.5 — 6 % Quarter ended 3/22/2025 (4.5 )% 9 — 5 % Quarter ended 12/28/2024 1 % 5 — 6 % Quarter ended 9/7/2024 — % 4 — 4 % Quarter ended 6/15/2024 3 % 2.5 — 5.5 % Quarter ended 3/23/2024 7 % 1.5 — 9 % Quarter ended 12/30/2023 4 % 4 0.5 8 % Quarter ended 9/9/2023 6 % 5 1 12 % Quarter ended 6/17/2023 9 % 5 1 15 % Quarter ended 3/25/2023 7 % 7 1.5 15 % Quarter ended 12/31/2022 6 % 7 3 16 % Quarter ended 9/3/2022 6 % 7 2.5 16 % Quarter ended 6/11/2022 4 % 6 5 15 % Quarter ended 3/19/2022 9 % 4 1 15 % Quarter ended 12/25/2021 12 % — (1 ) 11 % Quarter ended 9/4/2021 20 % (4 ) (1.5 ) 14 % Quarter ended 6/12/2021 31 % (7 ) (10 ) 15 % (a) A financial measure that is not in accordance with GAAP.

Appendix A: international quarterly organic revenue performance, 2021–2025 · Filed 27/03/2026

12 Weeks Ended 6/13/2026 Impact of Impact of Reported % Change, GAAP measure Foreign exchange translation Acquisitions and divestitures Organic % Change, non-GAAP measure(a) Organic volume change(b) Effective net pricing PFNA (2) % — — (2) % — (2) PBNA 7 % — (6) 1 % (2) 3 IB Franchise 11 % (2) — 9 % 6 3 EMEA 10 % (3) — 6 % 3 3 LatAm Foods 15 % (11) — 4 % — 4 Asia Pacific Foods 12 % (3) — 9 % 10 (1) Total 6 % (2) (2) 2 % 1 2 24 Weeks Ended 6/13/2026 Impact of Impact of Reported % Change, GAAP measure Foreign exchange translation Acquisitions and divestitures Organic % Change, non-GAAP measure(a) Organic volume change(b) Effective net pricing PFNA — % — — (0.5) % 1 (1) PBNA 8 % — (6) 1 % (3) 4 IB Franchise 10 % (3) — 8 % 3 5 EMEA 13 % (6) — 6 % 4 2 LatAm Foods 16 % (12) — 4 % (1) 5 Asia Pacific Foods 12 % (3) — 8 % 10 (1.5) Total 7 % (3) (2) 2.5 % 1 2 (a)Amounts may not sum due to rounding.

Segment Review: 12-week and 24-week organic volume and effective net pricing · Filed 09/07/2026

Operating profit increased 19%, primarily reflecting the net revenue growth and productivity savings, partially offset by certain operating cost increases.

IB Franchise: 12-week operating profit growth and disclosed drivers · Filed 09/07/2026

Unit volume declined 3%, primarily driven by a 3% decline in CSD volume and a 3.5% decline in NCB volume.

PBNA: 24-week unit volume declines · Filed 09/07/2026

12 Weeks Operating profit increased 125%, primarily driven by prior-year impairment charges related to the Rockstar and Be & Cheery brands, productivity savings, effective net pricing, lower restructuring charges and a favorable net impact of acquisition and divestiture-related charges/credits, partially offset by certain operating cost increases.

Consolidated results: profit improvement including prior-year brand impairment effects · Filed 09/07/2026

Commodity Prices We are subject to commodity price risk because our ability to recover increased costs through higher pricing may be limited in the competitive environment in which we operate.

Commodity Prices: competitive limitations on cost recovery through pricing · Filed 03/02/2026

Our business can be adversely affected if e-commerce channels and hard discounters take significant additional market share away from traditional retailers or we fail to find ways to create increasingly better digital tools and capabilities for our retail customers to enable them to grow their businesses.

Risk factors: retail-channel changes and customer capabilities · Filed 03/02/2026

Imposition of Taxes and Regulations on our Products Certain jurisdictions in which our products are made, manufactured, distributed or sold have either imposed, or are considering imposing, new or increased taxes or regulations on the manufacture, distribution or sale of our products or their packaging, ingredients or substances contained in, or attributes of, our products or their packaging, commodities used in the production of our products or their packaging or the recyclability or recoverability of our packaging.

Imposition of Taxes and Regulations on our Products · Filed 03/02/2026

In the discussions of net revenue and operating profit below, “effective net pricing” reflects the year-over-year impact of discrete pricing actions, sales incentive activities and mix resulting from selling varying products in different package sizes and in different countries.

Segment Review: definition of effective net pricing · Filed 09/07/2026

Operating profit decreased 5%, primarily reflecting certain operating cost increases, the unfavorable net pricing and a 3-percentage-point impact of gains associated with sales of certain assets in the prior year.

Segment Review: operating profit decline attributed partly to unfavorable net pricing · Filed 09/07/2026

These impacts were partially offset by certain operating cost increases, the decline in organic volume and a 5-percentage point impact of higher commodity costs.

PBNA: 24-week operating cost, volume and commodity headwinds · Filed 09/07/2026

A number of our sales incentives, such as bottler funding to independent bottlers and customer volume rebates, are based on annual targets, and accruals are established during the year, as products are delivered, for the expected payout, which may occur after year end once reconciled and settled.

Revenue recognition: bottler funding and customer volume rebates · Filed 09/07/2026

These accruals are based on contract terms and our historical experience with similar programs and require management judgment with respect to estimating customer and consumer participation and performance levels.

Revenue recognition: contractual terms underlying incentive accruals · Filed 09/07/2026

Operating Activities During the 24 weeks ended June 13, 2026, net cash provided by operating activities was $2.4 billion, compared to net cash provided by operating activities of $1.0 billion in the prior-year period.

Liquidity and Capital Resources: operating cash generation · Filed 09/07/2026

Investing Activities During the 24 weeks ended June 13, 2026, net cash used for investing activities was $1.4 billion, primarily reflecting net capital spending of $1.2 billion.

Liquidity and Capital Resources: investing cash outflow and net capital spending · Filed 09/07/2026

Financing Activities During the 24 weeks ended June 13, 2026, net cash used for financing activities was $0.1 billion, primarily reflecting the return of operating cash flow to our shareholders through dividend payments and share repurchases of $4.4 billion and payments of long-term debt borrowings of $2.2 billion, offset by net proceeds of short-term borrowings of $3.5 billion and proceeds from the issuances of long-term debt of $3.0 billion.

Liquidity and Capital Resources: shareholder distributions, debt repayments and borrowing · Filed 09/07/2026

While the current LTI program has been effective in rewarding sustainable performance over time, the Compensation Committee approved revisions to the program for executive officers effective with the 2026 LTI award in reflection of shareholder feedback, market insights, peer practices, and our evolving human capital objectives.

Executive Compensation: committee approval of 2026 LTI revisions · Filed 27/03/2026

Design Highlights Instruments Objective Metrics Terms PSUs Incentivize our executive officers to focus on critical performance objectives that we believe translate to sustainable shareholder returns over the long term and strengthen alignment with long-term shareholder value creation Metrics remain unchanged from existing PSU design, except for the introduction of a multiplier ■ 50% 3-Year Average of Annual Core Constant Currency EPS Change ■ 50% 3-Year Average of Annual Organic Revenue Performance ■ Multiplier which ranges from 75% to 125% based on TSR relative to proxy peer group ■ Generally vest after 3 years if the executive is still employed by the Company, or upon retirement if retirement eligible ■ Pay out in PepsiCo shares, plus dividends accrued over the vesting period on earned shares, at the end of the performance period ■ Entire award subject to achievement of performance criteria ■ Payout ranges from 0% to 200% of target in addition to a TSR multiplier to further link awards to shareholder experience and hold management accountable for outperforming peers, which may increase or decrease overall payout by up to 25% Calculation RSUs Incentivize our executive officers to focus on delivering shareholder value ■ Pay out in PepsiCo shares, plus dividends accrued over the vesting period on earned shares ■ Vest ratably in thirds over 3 years contingent on continued employment with the Company, or upon retirement if retirement eligible The Compensation Committee believes these updates continue to reinforce PepsiCo’s pay-for-performance philosophy as LTI will be delivered in PepsiCo stock, continuing to focus on shareholder return and value creation and remains 100% variable based on our stock price and/or financial performance.

Executive Compensation: PSU metrics, relative TSR multiplier and RSU vesting terms · Filed 27/03/2026

Balanced Performance Metrics Accountability for Prior Operating Unit Results Emphasis on Long-Term Shareholder Value Creation Stringent Clawback Provisions The annual incentive program utilizes balanced financial measures consisting of top-line metrics (such as organic revenue), bottom-line metrics (such as operating profit), and metrics designed to enhance capital management (such as cash flow).

Executive Compensation: annual incentive financial and capital-management metrics · Filed 27/03/2026

Independent Oversight ■ 12 of 13 director nominees are independent (all except for the CEO) ■ Independent Presiding Director with clearly defined and robust responsibilities ■ Regular executive sessions of independent directors at Board meetings (chaired by independent Presiding Director) and Committee meetings (chaired by independent Committee Chairs) ■ 100% independent Board Committees ■ Active Board oversight of the Company’s strategy and risk management, including food safety, cybersecurity, sustainability and human capital management Board Refreshment ■ Comprehensive, ongoing Board succession planning process, including election of a new Presiding Director effective May 2026 ■ Regular Board refreshment and mix of tenure of directors (1 director nominee is a new candidate for election to the Board and 3 nominees joined since the beginning of 2021) ■ Annual Board and Committee assessments, including periodic individual director assessments facilitated by a third party ■ Mandatory retirement age of 75 ■ Comprehensive director orientation and ongoing director education Shareholder Rights ■ Annual election of all directors ■ Proxy access right for shareholders ■ Majority-vote and director resignation policy for directors in uncontested elections ■ 20% of shares of the Company’s Common Stock are able to call special meeting ■ One class of outstanding shares with each share entitled to one vote Good Governance Practices ■ Prohibition on hedging or pledging Company stock ■ Stringent clawback policy applicable to directors and executives ■ Rigorous director and executive stock ownership requirements ■ Active and ongoing shareholder engagement program ■ Global Code of Conduct applicable to directors and all employees with annual compliance certification ■ Robust political activities disclosures on our website 10 | PEPSICO 2026 Proxy Statement Back to Contents Proxy Item Election of Directors 1 The Board recommends a vote FOR the election of each of the 13 director nominees identified in this section.

Corporate Governance: oversight practices, shareholder rights and ownership requirements · Filed 27/03/2026

Moreover, the Board believes the combined Chairman and CEO role, together with the leadership of our strong independent Presiding Director and bolstered by the other governance practices outlined above, strikes the right balance between consistent leadership and effective independent oversight of PepsiCo’s management, strategy, and business.

Corporate Governance: combined Chairman and CEO structure · Filed 27/03/2026

40 | PEPSICO 2026 Proxy Statement Back to Contents Corporate Governance at PepsiCo For example, as a result, in part, of the dialogue and collaboration with our shareholders and other stakeholders in prior years: Governance ■ The Board amended our Corporate Governance Guidelines over the last several years to: – add a requirement that the Nominating and Corporate Governance Committee conduct an annual review of director commitments in connection with the Committee’s recommendation of directors for election to the Board at the Annual Meeting of Shareholders; – specifically state that the Board will consider a director’s past shareholder vote in director elections when determining whether to accept a resignation offer of a director who does not receive majority vote support; – specifically mention food safety and cybersecurity as areas of Board oversight to reflect current practices; and – decrease the total number of public company boards that a non-executive director can serve on from 5 to 4 and establish a limit of 2 total public company boards for directors who are public company executive officers.

Corporate Governance: implemented changes to director commitments and oversight guidelines · Filed 27/03/2026

and Subsidiaries (in millions, except per share amounts, unaudited) 12 Weeks Ended 24 Weeks Ended 6/13/2026 6/14/2025 6/13/2026 6/14/2025 Shares Amount Shares Amount Shares Amount Shares Amount Common Stock Balance, beginning of period 1,368 $ 23 1,373 $ 23 1,367 $ 23 1,372 $ 23 Change in repurchased common stock (2) — (2) — (1) — (1) — Balance, end of period 1,366 23 1,371 23 1,366 23 1,371 23 Capital in Excess of Par Value Balance, beginning of period 4,401 4,274 4,451 4,385 Share-based compensation expense 68 53 162 129 Stock option exercises, RSUs and PSUs converted (1) (2) (69) (100) Withholding tax on RSUs and PSUs converted (19) (22) (95) (111) Other (2) (4) (2) (4) Balance, end of period 4,447 4,299 4,447 4,299 Retained Earnings Balance, beginning of period 73,165 72,238 72,788 72,266 Net income attributable to PepsiCo 2,981 1,263 5,308 3,097 Cash dividends declared (a) (2,030) (1,954) (3,980) (3,816) Balance, end of period 74,116 71,547 74,116 71,547 Accumulated Other Comprehensive Loss Balance, beginning of period (14,342) (17,078) (15,024) (17,612) Other comprehensive (loss)/income attributable to PepsiCo (1) 988 681 1,522 Balance, end of period (14,343) (16,090) (14,343) (16,090) Repurchased Common Stock Balance, beginning of period (499) (41,864) (494) (41,068) (500) (41,832) (495) (41,021) Share repurchases (2) (289) (2) (302) (3) (482) (3) (497) Stock option exercises, RSUs and PSUs converted — 7 — 9 2 168 2 157 Other — 1 — — — 1 — — Balance, end of period (501) (42,145) (496) (41,361) (501) (42,145) (496) (41,361) Total PepsiCo Common Shareholders’ Equity 22,098 18,418 22,098 18,418 Noncontrolling Interests Balance, beginning of period 153 140 141 130 Net income attributable to noncontrolling interests 23 16 34 25 Distributions to noncontrolling interests (14) (14) (15) (15) Other, net 10 (1) 12 1 Balance, end of period 172 141 172 141 Total Equity $ 22,270 $ 18,559 $ 22,270 $ 18,559 (a)Cash dividends declared per common share were $1.4800 and $1.4225 for the 12 weeks ended June 13, 2026 and June 14, 2025, respectively, and $2.9025 and $2.7775 for the 24 weeks ended June 13, 2026 and June 14, 2025, respectively.

Statement of Equity: share-based compensation, repurchases and share counts · Filed 09/07/2026

Publication history

Sources

• filing-1 · Filed 03/02/2026
• filing-2 · Filed 09/07/2026
• filing-3 · Filed 27/03/2026