-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FfmdZt5M1SrVPmzzyf55Jy4JnL/eHjUMmrSs1EI8cFuX6hW0WviJ60IDDEFT7phV NagrTrLxBnSBd/KZ1xLUqA== 0001209191-06-008455.txt : 20060207 0001209191-06-008455.hdr.sgml : 20060207 20060207195144 ACCESSION NUMBER: 0001209191-06-008455 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060203 FILED AS OF DATE: 20060207 DATE AS OF CHANGE: 20060207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NOOYI INDRA K CENTRAL INDEX KEY: 0001183818 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-01183 FILM NUMBER: 06586898 MAIL ADDRESS: STREET 1: 700 ANDERSON HILL RD CITY: PURCHASE STATE: NY ZIP: 10577 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PEPSICO INC CENTRAL INDEX KEY: 0000077476 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 131584302 STATE OF INCORPORATION: NC FISCAL YEAR END: 1205 BUSINESS ADDRESS: STREET 1: 700 ANDERSON HILL RD CITY: PURCHASE STATE: NY ZIP: 10577 BUSINESS PHONE: 9142532000 MAIL ADDRESS: STREET 1: 700 ANDERSON HILL ROAD CITY: PURCHASE STATE: NY ZIP: 10577-1444 FORMER COMPANY: FORMER CONFORMED NAME: PEPSI COLA CO DATE OF NAME CHANGE: 19700903 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2006-02-03 0 0000077476 PEPSICO INC PEP 0001183818 NOOYI INDRA K 700 ANDERSON HILL ROAD PURCHASE NY 10577 1 1 0 0 President and CFO PepsiCo, Inc. Common Stock 2006-02-03 4 A 0 17974 0.00 A 176545 D PepsiCo, Inc. Common Stock 2426.24 I by 401(k) Employee Stock Option (right to buy) 57.50 2006-02-03 4 A 0 72705 A 2009-02-01 2016-01-31 PepsiCo, Inc. Common Stock 72705 72705 D Phantom Stock Units 2006-02-03 4 A 0 860.17 A PepsiCo, Inc. Common Stock 860.17 50541.81 D This number reflects the number of restricted stock units granted to the reporting person as a portion of her compensation for serving as an officer of PepsiCo, Inc. Restricted stock units are calculated on a one unit for one share basis. The vesting with respect to these restricted stock units is contingent upon the achievement of pre-established performance targets over a three year period and board approval. Reflects number of shares held under the reporting person's account in the PepsiCo 401(k) Plan as of 02/03/2006. There is no price for this derivative security. These phantom units are held under the issuer's deferred compensation plan and convert to shares of PepsiCo Common Stock on a one-for-one basis. This amount relates to dividends credited to the reporting persons phantom stock account on various dates between January 4, 2005 and January 3, 2006 pursuant to PepsiCo's deferred compensation plan, at prices ranging from $53.03 to $59.76. This security is exercisable immediately. The phantom stock units are to be settled upon the earlier of 2010, termination, disability or retirement, pursuant to the reporting person's election. /s/ Thomas H. Tamoney, Jr., Atty-in-Fact 2006-02-07 EX-24.4_120865 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Larry D. Thompson, Robert E. Cox and Thomas H. Tamoney, Jr., signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an Executive Officer of PepsiCo, Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-facts substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 28th day of January, 2006. /s/Indra K. Nooyi -----END PRIVACY-ENHANCED MESSAGE-----