-----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, Qj37igxcTBWPabEc3JRRlyMJk95AkpgO/nH6UNgOJe65ioNx836WS5lWy9owCbNX ++qBZLOm+x/hVcOxma23Tw== 0000077476-96-000031.txt : 19960503 0000077476-96-000031.hdr.sgml : 19960503 ACCESSION NUMBER: 0000077476-96-000031 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960502 SROS: CSX SROS: NYSE FILER: 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: 1227 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 033-54733 FILM NUMBER: 96555089 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 424B3 1 1996 AFFILIATES' RESALE PROSPECTUS PROSPECTUS SUPPLEMENT NO. 2 File No. 33-54733 (To Prospectus dated July 26, 1994) Filed pursuant to Rule 424(b)(3) and Rule 424(c) 6,226,415 Shares ------------------- PepsiCo, Inc. CAPITAL STOCK (Par Value 1-2/3 Cents per Share) Available to be Resold ------------------------------ The following information updates and supplements the prospectus dated July 26, 1994 (the "Prospectus") covering affiliate reoffers and resales of PepsiCo, Inc. Capital Stock, par value 1-2/3 cents per share, which were acquired under PepsiCo's 1969 or 1975 Stock Option Plans, 1972 Performance Share Plan, as amended, or 1979 Incentive Plan; or which were or are expected to be acquired under PepsiCo's 1987 Incentive Plan or 1994 Long-Term Incentive Plan. Such Prospectus was filed with the Securities and Exchange Commission as part of Registration No. 33-54733. The "Selling Stockholders" information is updated and restated in its entirety as follows: STOCKHOLDERS ELIGIBLE TO RESELL
Shares of Capital Stock Available to be Resold (whether Shares of Shares of Capital Name and Material or not there is a Capital Stock Stock Subject to Relationships with PepsiCo present intent Beneficially Right to Acquire Since April 1993 to do so) Owned Prior to April 30, 1997 - ---------------------------------------------- ------------------ ------------- ----------------------- Brenda Barnes 6,956 435 6,956 President and Chief Executive Officer, Pepsi-Cola North America; Chief Operating Officer, Pepsi-Cola North America; Chief Operating Officer, Pepsi-Cola Company South/West May 2, 1996
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Shares of Capital Stock Available to be Resold (whether Shares of Shares of Capital Name and Material or not there is a Capital Stock Stock Subject to Relationships with PepsiCo present intent Beneficially Right to Acquire Since April 1993 to do so) Owned Prior to April 30, 1997 - ---------------------------------------------- ------------------ ------------- ----------------------- Randall C. Barnes 190,362 9 190,353 Senior Vice President and Treasurer Wayne Calloway 2,887,490 185,988 2,701,519 Director and Chairman of the Board; Chief Executive Officer Robert L. Carleton 99,553 34,000 65,570 Senior Vice President and Controller Robert G. Dettmer 473,476 14,485 459,008 Executive Vice President and Chief Financial Officer Roger A. Enrico 855,691 30,018 825,690 Director, Vice Chairman of the Board and Chief Executive Officer; Chairman and Chief Executive Officer, PepsiCo Worldwide Restaurants; Chairman and Chief Executive Officer, PepsiCo Worldwide Foods Edward V. Lahey, Jr. 334,153 14,220 325,967 Senior Vice President, General Counsel and Secretary Indra K. Nooyi 26,464 -0- 26,464 Senior Vice President, Strategic Planning Andrall E. Pearson 99,577 99,577 -0- Former Director
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Shares of Capital Stock Available to be Resold (whether Shares of Shares of Capital Name and Material or not there is a Capital Stock Stock Subject to Relationships with PepsiCo present intent Beneficially Right to Acquire Since April 1993 to do so) Owned Prior to April 30, 1997 - ---------------------------------------------- ------------------ ------------- ----------------------- Steven S Reinemund 300,514 4,636 297,713 Director; Chairman and Chief Executive Officer, Frito-Lay Company; President and Chief Executive Officer, Frito-Lay, Inc. Christopher A. Sinclair 161,232 16,645 150,470 Director; Chairman and Chief Executive Officer, Pepsi-Cola Company; President and Chief Executive Officer, PepsiCo Foods and Beverages International; President and Chief Executive Officer, Pepsi-Cola International Craig E. Weatherup 790,947 4,442 788,256 Director and President; President and Chief Executive Officer, Pepsi-Cola North America - ------------------------------------------------------------------------------------------------------------ The address for each Selling Stockholder is c/o PepsiCo, Inc., Anderson Hill Road, Purchase, New York 10577
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