UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 30, 2013

PepsiCo, Inc.

(Exact Name of Registrant

as Specified in Charter)

 

North Carolina		1-1183		13-1584302
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

700 Anderson Hill Road

Purchase, New York 10577

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (914) 253-2000

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 5.07.

Submission of Matters to a Vote of Security Holders.

PepsiCo, Inc. (“PepsiCo” or the “Company”) held its Annual Meeting of Shareholders on May 1, 2013. For more information on the following proposals, see PepsiCo’s proxy statement dated March 22, 2013, the relevant portions of which are incorporated herein by reference. Below are the final voting results.

(1) The following 13 persons were elected to serve as directors of PepsiCo:

 

Nominee		For				Against				Abstain				Broker Non-Votes
Shona L. Brown			1,059,108,886				4,668,780				5,327,806				236,724,681
George W. Buckley			1,046,105,112				17,986,962				5,013,403				236,724,681
Ian M. Cook			1,060,151,243				3,904,782				5,049,451				236,724,681
Dina Dublon			1,059,113,928				4,251,053				5,740,451				236,724,681
Victor J. Dzau, MD			1,057,844,846				5,476,574				5,784,057				236,724,681
Ray L. Hunt			1,035,575,333				28,005,789				5,522,074				236,724,681
Alberto Ibargüen			1,052,730,959				10,584,282				5,790,235				236,724,681
Indra K. Nooyi			1,027,288,787				31,293,727				10,508,446				236,724,681
Sharon Percy Rockefeller			1,039,592,483				24,300,579				5,209,191				236,724,681
James J. Schiro			1,046,055,613				17,705,742				5,344,582				236,724,681
Lloyd G. Trotter			1,056,069,325				7,637,358				5,399,253				236,724,681
Daniel Vasella, MD			1,052,838,064				10,549,950				5,715,642				236,724,681
Alberto Weisser			1,059,052,484				4,617,188				5,436,264				236,724,681

(2) The shareholders ratified the appointment of KPMG LLP as the Independent Registered Public Accounting Firm for the Company for fiscal year 2013:

 

For			1,288,905,676
Against			11,378,371
Abstain			5,546,570

(3) Advisory vote on the Company’s executive compensation:

 

For			969,725,678
Against			89,306,963
Abstain			10,073,295
Broker Non-Votes			236,724,681

 

Item 8.01.

Other Events.

On April 30, 2013, the Board of Directors of PepsiCo declared a quarterly dividend of $0.5675 per share payable on June 28, 2013, to shareholders of record as of June 7, 2013.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: May 6, 2013