a., := E 4:0 = E vs = Cl) CD -E H 0 n. O cu a 0.1 = O ci Ada a, • - 9 = = 3 = O .V3 s 0 = = ›••• CO = C3 = • CD -:= E ° C a 03 Ha, at = "al = = <4 a, = U a Cr/ = o,0 =C 03 a 0, 0 CA 9 C3 C 03 03 CD Cl) = CD = 03 SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED FEBRUARY 19, 2016 PROSPECTUS SUPPLEMENT (To Prospectus Dated July 25, 2014) PepsiCo, Inc. PEPSICO e (117,11i Tropicana El G Peet % Senior Notes due 20 We are offering S of our % senior notes due 20 (the "notes"). The notes will bear interest at a fixed rate of % per annum and will mature on , 20 . We will pay interest on the notes on and of each year until maturity, beginning on , 2016. We may redeem some or all of the notes at any time and from time to time at the redemption prices described in this prospectus supplement. The notes will be unsecured obligations and rank equally with all of our other unsecured senior indebtedness from time to time outstanding. The notes will be issued only in registered form in denominations of $2,000 and integral multiples of $1,000 in excess thereof. Investing in the notes involves risks. See "Risk Factors" and "Our Business Risks" included in our annual report on Form 10-K for the fiscal year ended December 26, 2015. Public Offering Price(I) Underwriting Discount(2) Proceeds. Before Expenses, to PepsiCo, Inc.(1) Per note 96 % % Total $ $ $ N (1) Plus accrued interest from February , 2016. if settlement occurs after that date. 0.1 (2) See "Underwriting." O - 14 0 N = 0 L., 33 CD a= ° •-• = a A= • - 03 E A CD VD CL C3 •-• 0 a) :E ....-= 2 a O a, = = as 5, = =.... "9 9 vs 0 I—co I— co Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to t