Item 1. Condensed Consolidated Financial Statements.

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Item 1. Condensed Consolidated Financial Statements.

Condensed Consolidated Statement of Income

PepsiCo, Inc. and Subsidiaries

(in millions, except per share amounts, unaudited)


	12 Weeks Ended
	3/22/2025		3/23/2024
Net Revenue	$	17,919	$	18,250
Cost of sales	7,926		8,248
Gross profit	9,993		10,002
Selling, general and administrative expenses	7,410		7,285



Operating Profit	2,583		2,717
Other pension and retiree medical benefits income	23		58
Net interest expense and other	(264)		(202)
Income before income taxes	2,342		2,573
Provision for income taxes	499		520
Net income	1,843		2,053
Less: Net income attributable to noncontrolling interests	9		11
Net Income Attributable to PepsiCo	$	1,834	$	2,042
Net Income Attributable to PepsiCo per Common Share
Basic	$	1.34	$	1.49
Diluted	$	1.33	$	1.48
Weighted-average common shares outstanding
Basic	1,372		1,375
Diluted	1,376		1,380

See accompanying notes to the condensed consolidated financial statements.

Condensed Consolidated Statement of Comprehensive Income

PepsiCo, Inc. and Subsidiaries

(in millions, unaudited)


	12 Weeks Ended
	3/22/2025		3/23/2024
Net income	$	1,843	$	2,053
Other comprehensive income, net of taxes:
Net currency translation adjustment	436		(182)
Net change on cash flow hedges	22		3
Net pension and retiree medical adjustments	10		11

Net change on available-for-sale debt securities and other	66		523
Total other comprehensive income, net of taxes	534		355
Comprehensive income	2,377		2,408
Less: Comprehensive income attributable to noncontrolling interests	9		11
Comprehensive Income Attributable to PepsiCo	$	2,368	$	2,397

See accompanying notes to the condensed consolidated financial statements.

Condensed Consolidated Statement of Cash Flows

PepsiCo, Inc. and Subsidiaries

(in millions, unaudited)


	12 Weeks Ended
	3/22/2025		3/23/2024
Operating Activities
Net income	$	1,843	$	2,053
Depreciation and amortization	684		641


Product recall-related impact	—		167
Cash payments for product recall-related impact	(2)		(108)
Operating lease right-of-use asset amortization	145		127
Share-based compensation expense	77		97
Restructuring and impairment charges	213		96
Cash payments for restructuring charges	(232)		(60)


Pension and retiree medical plan expense	48		31
Pension and retiree medical plan contributions	(317)		(218)
Deferred income taxes and other tax charges and credits	111		116


Change in assets and liabilities:
Accounts and notes receivable	(318)		(96)
Inventories	(238)		(291)
Prepaid expenses and other current assets	(307)		(342)
Accounts payable and other current liabilities	(2,671)		(3,408)
Income taxes payable	223		222
Other, net	(232)		(68)
Net Cash Used for Operating Activities	(973)		(1,041)

Investing Activities
Capital spending	(603)		(614)
Sales of property, plant and equipment	132		7
Acquisitions, net of cash acquired, investments in noncontrolled affiliates and purchases of intangible and other assets	(1,200)		(6)
Divestitures, sales of investments in noncontrolled affiliates and other assets	2		53
Short-term investments, by original maturity:

More than three months - maturities	425		—

Three months or less, net	16		8
Other investing, net	(4)		(10)
Net Cash Used for Investing Activities	(1,232)		(562)

(Continued on following page)

Condensed Consolidated Statement of Cash Flows (continued)

PepsiCo, Inc. and Subsidiaries

(in millions, unaudited)


	12 Weeks Ended
	3/22/2025		3/23/2024
Financing Activities
Proceeds from issuances of long-term debt	$	3,505	$	1,761
Payments of long-term debt	(1,541)		(1,252)

Short-term borrowings, by original maturity:
More than three months - proceeds	3,656		2,313
More than three months - payments	(2,119)		(1,631)
Three months or less, net	373		774
Cash dividends paid	(1,882)		(1,767)
Share repurchases	(183)		(146)
Proceeds from exercises of stock options	50		66
Withholding tax payments on restricted stock units (RSUs) and performance stock units (PSUs) converted	(89)		(108)
Other financing	(2)		—
Net Cash Provided by Financing Activities	1,768		10
Effect of exchange rate changes on cash and cash equivalents and restricted cash	203		(38)
Net Decrease in Cash and Cash Equivalents and Restricted Cash	(234)		(1,631)
Cash and Cash Equivalents and Restricted Cash, Beginning of Year	8,553		9,761
Cash and Cash Equivalents and Restricted Cash, End of Period	$	8,319	$	8,130

Supplemental Non-Cash Activity
Right-of-use assets obtained in exchange for lease obligations	$	166	$	259

See accompanying notes to the condensed consolidated financial statements.

Condensed Consolidated Balance Sheet

PepsiCo, Inc. and Subsidiaries

(in millions, except per share amounts)


	(Unaudited)
	3/22/2025		12/28/2024
ASSETS
Current Assets
Cash and cash equivalents	$	8,268	$	8,505
Short-term investments	314		761
Accounts and notes receivable, less allowance ($362 and $356, respectively)	10,800		10,333
Inventories:
Raw materials and packaging	2,673		2,440
Work-in-process	118		104
Finished goods	2,869		2,762
	5,660		5,306
Prepaid expenses and other current assets	1,246		921
Total Current Assets	26,288		25,826
Property, plant and equipment	56,942		56,005
Accumulated depreciation	(28,729)		(27,997)
Property, Plant and Equipment, net	28,213		28,008
Amortizable Intangible Assets, net	1,157		1,102
Goodwill	18,364		17,534
Other Indefinite-Lived Intangible Assets	14,206		13,699

Investments in Noncontrolled Affiliates	1,996		1,985
Deferred Income Taxes	4,350		4,362
Other Assets	7,163		6,951
Total Assets	$	101,737	$	99,467

LIABILITIES AND EQUITY
Current Liabilities
Short-term debt obligations	$	9,099	$	7,082
Accounts payable and other current liabilities	22,412		24,454
Total Current Liabilities	31,511		31,536
Long-Term Debt Obligations	39,419		37,224
Deferred Income Taxes	3,541		3,484
Other Liabilities	8,737		9,052
Total Liabilities	83,208		81,296
Commitments and contingencies
PepsiCo Common Shareholders’ Equity
Common stock, par value 12/3¢ per share (authorized 3,600 shares; issued, net of repurchased common stock at par value: 1,373 and 1,372 shares, respectively)	23		23
Capital in excess of par value	4,274		4,385
Retained earnings	72,238		72,266
Accumulated other comprehensive loss	(17,078)		(17,612)
Repurchased common stock, in excess of par value (494 and 495 shares, respectively)	(41,068)		(41,021)
Total PepsiCo Common Shareholders’ Equity	18,389		18,041
Noncontrolling interests	140		130
Total Equity	18,529		18,171
Total Liabilities and Equity	$	101,737	$	99,467

See accompanying notes to the condensed consolidated financial statements.

Condensed Consolidated Statement of Equity

PepsiCo, Inc. and Subsidiaries

(in millions, except per share amounts, unaudited)


	12 Weeks Ended
	3/22/2025			3/23/2024
	Shares	Amount		Shares	Amount










Common Stock
Balance, beginning of period	1,372	$	23	1,374	$	23
Change in repurchased common stock	1	—		1	—
Balance, end of period	1,373	23		1,375	23
Capital in Excess of Par Value
Balance, beginning of period		4,385			4,261
Share-based compensation expense		76			92

Stock option exercises, RSUs and PSUs converted		(98)			(113)
Withholding tax on RSUs and PSUs converted		(89)			(108)
Balance, end of period		4,274			4,132
Retained Earnings
Balance, beginning of period		72,266			70,035
Net income attributable to PepsiCo		1,834			2,042
Cash dividends declared (a)		(1,862)			(1,746)
Balance, end of period		72,238			70,331
Accumulated Other Comprehensive Loss
Balance, beginning of period		(17,612)			(15,534)
Other comprehensive income attributable to PepsiCo		534			355
Balance, end of period		(17,078)			(15,179)
Repurchased Common Stock
Balance, beginning of period	(495)	(41,021)		(493)	(40,282)
Share repurchases	(1)	(195)		(1)	(158)
Stock option exercises, RSUs and PSUs converted	2	148		2	179
Other	—	—		—	1
Balance, end of period	(494)	(41,068)		(492)	(40,260)
Total PepsiCo Common Shareholders’ Equity		18,389			19,047
Noncontrolling Interests
Balance, beginning of period		130			134
Net income attributable to noncontrolling interests		9			11
Distributions to noncontrolling interests		(1)			(1)


Other, net		2			(1)
Balance, end of period		140			143
Total Equity		$	18,529		$	19,190

(a)Cash dividends declared per common share were $1.355 and $1.265 for the 12 weeks ended March 22, 2025 and March 23, 2024, respectively.

See accompanying notes to the condensed consolidated financial statements.

Notes to the Condensed Consolidated Financial Statements

Note 1 - Basis of Presentation and Our Segments

Basis of Presentation

When used in this report, the terms “we,” “us,” “our,” “PepsiCo” and the “Company” mean PepsiCo, Inc. and its consolidated subsidiaries, collectively.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP) for interim financial information and with the rules and regulations for reporting the Quarterly Report on Form 10-Q (Form 10-Q). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. We have subsidiaries operating in highly inflationary economies, such as Argentina, Egypt and Turkey, and accordingly apply highly inflationary accounting for these subsidiaries. The condensed consolidated balance sheet at December 28, 2024 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. These financial statements have been prepared on a basis that is substantially consistent with the accounting principles applied in our Annual Report on Form 10-K for the fiscal year ended December 28, 2024 (2024 Form 10-K). This report should be read in conjunction with our 2024 Form 10-K. In our opinion, these financial statements include all normal and recurring adjustments necessary for a fair presentation. The results for the 12 weeks ended March 22, 2025 are not necessarily indicative of the results expected for any future period or the full year.

Raw materials, direct labor and plant overhead, as well as purchasing and receiving costs, costs directly related to production planning, inspection costs and raw materials handling facilities, are included in cost of sales. The costs of moving, storing and delivering finished product, including merchandising activities, are included in selling, general and administrative expenses.

While our financial results in the United States and Canada (North America) are reported on a 12-week basis, all of our international operations are reported on a monthly calendar basis for which the months of January and February are reflected in our results for the 12 weeks ended March 22, 2025 and March 23, 2024.

The preparation of our condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and related disclosures. Additionally, the business and economic uncertainty resulting from volatile geopolitical conditions, expanded or retaliatory tariffs and changes in the interest rate and inflationary cost environment have made such estimates and assumptions more difficult to calculate. Accordingly, actual results and outcomes could differ from those estimates.

Our significant interim accounting policies include the recognition of a pro rata share of certain estimated annual sales incentives and certain advertising and marketing costs in proportion to revenue or volume, as applicable, and the recognition of income taxes using an estimated annual effective tax rate.

Unless otherwise noted, tabular dollars are in millions, except per share amounts. All per share amounts reflect common per share amounts, assume dilution unless otherwise noted, and are based on unrounded amounts. Certain reclassifications were made to the prior year’s financial statements to conform to the current year presentation.

Our Segments

As previously disclosed in our 2024 Form 10-K, effective beginning with our first quarter of 2025, we realigned certain of our reportable segments to conform with changes to our organizational structure and how our Chief Executive Officer regularly reviews the performance of, and allocates resources to, these segments. Our historical segment reporting has been recast to reflect our current organizational structure.

We are organized into six reportable segments, as follows:

1)PepsiCo Foods North America (PFNA), which includes all of our convenient food businesses in the United States and Canada;

2)PepsiCo Beverages North America (PBNA), which includes all of our beverage businesses in the United States and Canada;

3)International Beverages Franchise (IB Franchise), which includes our international franchise beverage businesses, as well as our SodaStream business;

4)Europe, Middle East and Africa (EMEA), which includes our convenient food businesses and beverage businesses with company-owned bottlers in Europe, the Middle East and Africa;

5)Latin America Foods (LatAm Foods), which includes all of our convenient food businesses in Latin America; and

6)Asia Pacific Foods (previously referred to as Other International Foods), which consists of our convenient food businesses in Asia Pacific, primarily China, Australia and New Zealand, as well as India.

Net Revenue, Significant Expenses and Operating Profit by Segment


	12 Weeks Ended 3/22/2025
	PFNA		PBNA		IB Franchise		EMEA		LatAm Foods		Asia Pacific Foods		Total
Net revenue	$	6,213	$	5,876	$	759	$	2,388	$	1,661	$	1,022	$	17,919
Segment cost of sales (a)	2,348		2,659		212		1,407		698		612
Segment selling, general and administrative expenses (a)	2,290		2,622		268		748		612		249
Restructuring and impairment charges (b)	24		125		2		13		7		1
Acquisition and divestiture-related charges (c)	15		10		—		—		—		—




Segment operating profit	$	1,536	$	460	$	277	$	220	$	344	$	160	$	2,997
Corporate unallocated expenses													(414)
Operating profit													2,583
Other pension and retiree medical benefits income													23
Net interest expense and other													(264)
Income before income taxes													$	2,342


	12 Weeks Ended 3/23/2024
	PFNA		PBNA		IB Franchise		EMEA		LatAm Foods		Asia Pacific Foods		Total
Net revenue	$	6,269	$	5,874	$	739	$	2,433	$	1,890	$	1,045	$	18,250
Segment cost of sales (a)	2,272		2,753		217		1,471		765		610
Segment selling, general and administrative expenses (a)	2,299		2,599		261		730		698		260
Restructuring and impairment charges (b)	26		10		—		18		5		—
Acquisition and divestiture-related charges (c)	—		2		—		—		—		—

Product recall-related impact (d)	167		—		—		—		—		—

Segment operating profit	$	1,505	$	510	$	261	$	214	$	422	$	175	$	3,087
Corporate unallocated expenses													(370)
Operating profit													2,717
Other pension and retiree medical benefits income													58
Net interest expense and other													(202)
Income before income taxes													$	2,573

(a)Does not include items recorded in the cost of sales or selling, general and administrative expenses lines on our income statement that are presented in the restructuring and impairment charges, acquisition and divestiture-related charges and product recall-related impact lines of these tables.

(b)See Note 3 for further information related to restructuring and impairment charges.

(c)See Note 12 for further information related to acquisitions and divestiture-related charges.

(d)In the 12 weeks ended March 23, 2024, we recorded a pre-tax charge of $167 million ($128 million after-tax or $0.09 per share) in cost of sales for property, plant and equipment write-offs, employee severance costs and other costs associated with a previously announced voluntary recall of certain bars and cereals in our PFNA segment (Quaker Recall).

Disaggregation of Net Revenue

Our primary performance obligation is the distribution and sales of beverage and convenient food products to our customers. The following table reflects the percentage of net revenue generated between our beverage business and our convenient food business:


	12 Weeks Ended
	3/22/2025				3/23/2024
	Beverages(a)		Convenient Foods		Beverages(a)		Convenient Foods




North America	49	%	51	%	48	%	52	%
International (b)	27	%	73	%	25	%	75	%
PepsiCo	42	%	58	%	41	%	59	%

(a)Beverage revenue from company-owned bottlers, which primarily includes our consolidated bottling operations in our PBNA and EMEA segments, was 36% and 35% of our consolidated net revenue in the 12 weeks ended March 22, 2025 and March 23, 2024, respectively. Generally, our finished goods beverage operations produce higher net revenue but lower operating margins as compared to concentrate sold to authorized bottling partners for the manufacture of finished goods beverages.

(b)Beverage and convenient foods revenue generated from our EMEA segment was 34% and 66% of EMEA net revenue, respectively, in the 12 weeks ended March 22, 2025 and 33% and 67% of EMEA net revenue, respectively, in the 12 weeks ended March 23, 2024.

Other Segment Information

Capital spending, amortization of intangible assets, and depreciation and other amortization of each segment are as follows:


	12 Weeks Ended
	Capital Spending(a)				Amortization of Intangible Assets				Depreciation and Other Amortization
	3/22/2025		3/23/2024		3/22/2025		3/23/2024		3/22/2025		3/23/2024
PFNA	$	195	$	237	$	4	$	3	$	206	$	189
PBNA	248		180		5		5		248		236
IB Franchise	16		11		3		3		16		15
EMEA	50		70		2		3		79		76
LatAm Foods	46		61		—		—		62		64
Asia Pacific Foods	24		19		1		1		22		20
Total segment	579		578		15		15		633		600
Corporate	24		36		—		—		36		26
Total	$	603	$	614	$	15	$	15	$	669	$	626

(a) Asset and other balance sheet information for segments is not provided to our chief operating decision maker.

Note 2 - Recently Issued Accounting Pronouncements

Not Yet Adopted

In November 2024, the Financial Accounting Standards Board (FASB) issued guidance to improve the disclosure of expenses in commonly presented expense captions. The new guidance requires a public entity to provide tabular disclosure, on an annual and interim basis, of amounts for the following expense categories: (1) purchases of inventory, (2) employee compensation, (3) depreciation and (4) intangible asset amortization, as included in each relevant expense caption. A relevant expense caption is an expense caption presented on the face of the income statement that contains any of the expense categories noted. Additionally, on an annual and interim basis, a qualitative description is required for amounts remaining in relevant expense captions that are not separately disaggregated quantitatively. The guidance also requires certain amounts that are currently required to be disclosed to be included in the same tabular disclosure as these disaggregation requirements. Furthermore, on an annual and interim basis, a public entity is required to separately disclose selling expenses and annually, disclose a description of the selling expenses. The guidance is effective for 2027 annual reporting, and in the first quarter of 2028 for interim reporting, with early adoption permitted, to be applied on a prospective basis, with retrospective application permitted. We will adopt the guidance when it becomes effective, in our 2027 annual reporting and each quarter thereafter, on a prospective basis.

In December 2023, the FASB issued guidance to enhance transparency of income tax disclosures. On an annual basis, the new guidance requires a public entity to disclose: (1) specific categories in the rate reconciliation, (2) additional information for reconciling items that are equal to or greater than 5% of the amount computed by multiplying income (or loss) from continuing operations before income tax expense (or benefit) by the applicable statutory income tax rate, (3) income taxes paid (net of refunds received) disaggregated by federal (national), state, and foreign taxes, with foreign taxes disaggregated by individual jurisdictions in which income taxes paid is equal to or greater than 5% of total income taxes paid, (4) income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign, and (5) income tax expense (or benefit) from continuing operations disaggregated between federal (national), state and foreign. The guidance is effective for fiscal year 2025 annual reporting, with early adoption permitted, to be applied on a prospective basis, with retrospective

application permitted. We will adopt the guidance when it becomes effective, in our 2025 annual reporting, on a prospective basis.

Note 3 - Restructuring and Impairment Charges

2019 Multi-Year Productivity Plan (2019 Productivity Plan)

The 2019 Productivity Plan leverages new technology and business models to further simplify, harmonize and automate processes; re-engineers our go-to-market and information systems, including deploying the right automation for each market; and simplifies our organization and optimizes our manufacturing and supply chain footprint. To build on the successful implementation of the 2019 Productivity Plan, in 2024, we further expanded and extended the plan through the end of 2030 to take advantage of additional opportunities within the initiatives described above. As a result, we expect to incur pre-tax charges of approximately $6.15 billion, including cash expenditures of approximately $5.1 billion. These pre-tax charges are expected to consist of approximately 55% of severance and other employee-related costs, 10% for asset impairments (all non-cash) resulting from plant closures and related actions, and 35% for other costs associated with the implementation of our initiatives.

The total plan pre-tax charges are expected to be incurred by segment approximately as follows:


			PFNA						PBNA						IB Franchise						EMEA						LatAm Foods						Asia Pacific Foods						Corporate
Expected pre-tax charges			15		%				25		%				1		%				30		%				10		%				4		%				15		%

A summary of our 2019 Productivity Plan charges is as follows:


	12 Weeks Ended
	3/22/2025		3/23/2024
Cost of sales	$	1	$	6
Selling, general and administrative expenses	196		83
Other pension and retiree medical benefits expense	16		7
Total restructuring and impairment charges	$	213	$	96
After-tax amount	$	191	$	76
Impact on net income attributable to PepsiCo per common share	$	(0.14)	$	(0.05)


	12 Weeks Ended				Plan-to-Date
	3/22/2025		3/23/2024		through 3/22/2025
PFNA	$	24	$	26	$	456
PBNA	125		10		630
IB Franchise	2		—		53
EMEA	13		18		774
LatAm Foods	7		5		254
Asia Pacific Foods	1		—		88
Corporate	25		30		443
	197		89		2,698
Other pension and retiree medical benefits expense	16		7		142
Total	$	213	$	96	$	2,840


	12 Weeks Ended				Plan-to-Date
	3/22/2025		3/23/2024		through 3/22/2025
Severance and other employee costs	$	58	$	72	$	1,492
Asset impairments	2		1		308
Other costs	153		23		1,040
Total	$	213	$	96	$	2,840

Severance and other employee costs primarily include severance and other termination benefits, as well as voluntary separation arrangements. Other costs primarily include costs associated with the implementation of our initiatives, including contract termination costs, consulting and other professional fees.

A summary of our 2019 Productivity Plan activity for the 12 weeks ended March 22, 2025 is as follows:


	Severance and Other Employee Costs		Asset Impairments		Other Costs		Total
Liability as of December 28, 2024	$	338	$	—	$	26	$	364
2025 restructuring charges	58		2		153		213
Cash payments (a)	(62)		—		(170)		(232)
Non-cash charges and translation	(14)		(2)		—		(16)
Liability as of March 22, 2025	$	320	$	—	$	9	$	329

(a)Excludes cash expenditures of $1 million reported in the cash flow statement in pension and retiree medical contributions.

Substantially all of the restructuring accrual at March 22, 2025 is expected to be paid within a year.

Other Productivity Initiatives

There were no material charges related to other productivity and efficiency initiatives outside the scope of the 2019 Productivity Plan.

We regularly evaluate different productivity initiatives beyond the productivity plan and other initiatives described above.

Note 4 - Intangible Assets

A summary of our amortizable intangible assets is as follows:


	3/22/2025						12/28/2024
	Gross		Accumulated Amortization		Net		Gross		Accumulated Amortization		Net
Acquired franchise rights	$	824	$	(228)	$	596	$	821	$	(223)	$	598
Customer relationships	640		(293)		347		565		(279)		286
Brands	1,057		(984)		73		1,051		(977)		74
Other identifiable intangibles	420		(279)		141		420		(276)		144
Total	$	2,941	$	(1,784)	$	1,157	$	2,857	$	(1,755)	$	1,102

The components of indefinite-lived intangible assets are as follows:


	3/22/2025		12/28/2024
Goodwill	$	18,364	$	17,534
Other indefinite-lived intangible assets
Reacquired franchise rights	7,462		7,437
Acquired franchise rights	1,858		1,858
Brands (a)	4,886		4,404
Total indefinite-lived intangible assets	$	32,570	$	31,233

(a)Increase is primarily related to the acquisition of Garza Food Ventures LLC (Siete). See Note 12 for further information.

The change in the book value of goodwill is as follows:


	PFNA		PBNA		IB Franchise		EMEA		LatAm Foods		Asia Pacific Foods		Total
Balance as of December 28, 2024	$	791	$	11,925	$	1,918	$	2,194	$	354	$	352	$	17,534
Acquisitions (a)	624		—		—		—		—		—		624

Translation and other	—		2		—		193		11		—		206
Balance as of March 22, 2025	$	1,415	$	11,927	$	1,918	$	2,387	$	365	$	352	$	18,364

(a)Related to the acquisition of Siete. See Note 12 for further information.

Note 5 - Income Taxes

Numerous countries, including European Union member states, have enacted, or are expected to enact, legislation incorporating the Organization for Economic Co-operation and Development (OECD) model rules for a global minimum tax rate of 15%. Widespread implementation is expected by the end of 2025, with certain countries that have not yet enacted potentially applying the legislation as of a retroactive date. Legislation enacted as of March 22, 2025 did not have a material impact on our financial statements for the 12 weeks ended March 22, 2025 and is not expected to have a material impact on our 2025 financial statements.

Note 6 - Share-Based Compensation

The following table summarizes our total share-based compensation expense, which is primarily recorded in selling, general and administrative expenses:


	12 Weeks Ended
	3/22/2025		3/23/2024
Share-based compensation expense – equity awards	$	77	$	97
Share-based compensation expense – liability awards	4		5

Restructuring charges	(1)		(5)
Total	$	80	$	97

The following table summarizes share-based awards granted under the terms of the PepsiCo, Inc. Long-Term Incentive Plan:


	12 Weeks Ended
	3/22/2025			3/23/2024
	Granted(a)	Weighted-Average Grant Price		Granted(a)	Weighted-Average Grant Price
Stock options	1.4	$	153.75	1.8	$	164.25
RSUs and PSUs	2.1	$	153.71	2.3	$	164.25

(a)In millions. All grant activity is disclosed at target.

We granted long-term cash awards to certain executive officers and other senior executives with an aggregate target value of $22 million and $19 million during the 12 weeks ended March 22, 2025 and March 23, 2024, respectively.

Our weighted-average Black-Scholes fair value assumptions are as follows:


	12 Weeks Ended
	3/22/2025		3/23/2024
Expected life	7 years		7 years
Risk-free interest rate	4.1	%	4.2	%
Expected volatility	16	%	16	%
Expected dividend yield	3.4	%	2.9	%

Note 7 - Pension and Retiree Medical Benefits

The components of net periodic benefit cost/(income) for pension and retiree medical plans are as follows:


	12 Weeks Ended
	Pension								Retiree Medical
	U.S.				International
	3/22/2025		3/23/2024		3/22/2025		3/23/2024		3/22/2025		3/23/2024
Service cost	$	72	$	80	$	8	$	9	$	7	$	7
Other pension and retiree medical benefits income:
Interest cost	135		135		26		27		7		7
Expected return on plan assets	(186)		(201)		(36)		(39)		(2)		(3)
Amortization of prior service cost/(credits)	1		(6)		—		—		(1)		(1)
Amortization of net losses/(gains)	19		18		4		4		(6)		(6)

Special termination benefits	16		7		—		—		—		—
Total other pension and retiree medical benefits income	(15)		(47)		(6)		(8)		(2)		(3)
Total	$	57	$	33	$	2	$	1	$	5	$	4

We regularly evaluate opportunities to reduce risk and volatility associated with our pension and retiree medical plans.

In the 12 weeks ended March 22, 2025 and March 23, 2024, we made discretionary contributions of $250 million and $150 million, respectively, to our U.S. qualified defined benefit plans, and $29 million and $27 million, respectively, to our international defined benefit plans.

Note 8 - Debt Obligations

In the 12 weeks ended March 22, 2025, we issued the following notes:


Interest Rate		Maturity Date	Principal Amount(a)
4.400	%	February 2027	$	500
4.450	%	February 2028	$	750
4.600	%	February 2030	$	1,000
5.000	%	February 2035	$	1,250

(a)Excludes debt issuance costs, discounts and premiums.

The net proceeds from the issuances of the above notes were used for general corporate purposes, including the repayment of commercial paper.

In the 12 weeks ended March 22, 2025, $1.5 billion of U.S. dollar-denominated senior notes matured and were paid.

As of March 22, 2025, we had $4.8 billion of commercial paper outstanding, excluding discounts.

Note 9 - Financial Instruments

We are exposed to market risks arising from adverse changes in:

commodity prices, affecting the cost of our raw materials and energy;
foreign exchange rates and currency restrictions; and
interest rates.

There have been no material changes during the 12 weeks ended March 22, 2025 with respect to our risk management policies or strategies and valuation techniques used in measuring the fair value of the financial assets or liabilities disclosed in Note 9 to our consolidated financial statements in our 2024 Form 10-K.

Certain of our agreements with our counterparties require us to post full collateral on derivative instruments in a net liability position if our credit rating is at A2 (Moody’s Investors Service, Inc.) or A (S&P Global Ratings) and we have been placed on credit watch for possible downgrade or if our credit rating falls below either of these levels. The fair value of all derivative instruments with credit-risk-related contingent features that were in a net liability position as of March 22, 2025 was $143 million. We have posted no collateral under these contracts and no credit-risk-related contingent features were triggered as of March 22, 2025.

The notional amounts of our financial instruments used to hedge the above risks as of March 22, 2025 and December 28, 2024 are as follows:


	Notional Amounts(a)
	3/22/2025		12/28/2024
Commodity contracts	$	1.4	$	1.4
Interest rate swap contracts	$	2.0	$	2.0
Foreign exchange contracts	$	3.0	$	3.1
Cross-currency contracts	$	1.2	$	1.2
Non-derivative debt instruments	$	3.0	$	2.9

(a)In billions.

As of March 22, 2025, approximately 16% of total debt was subject to variable rates, after the impact of the related interest rate swap contracts, compared to approximately 13% as of December 28, 2024.

Debt Securities

Held-to-Maturity

As of March 22, 2025, we had $44 million of investments in foreign government treasury held-to-maturity debt securities recorded in cash and cash equivalents. As of December 28, 2024, we had no investments in held-to-maturity debt securities. As of March 22, 2025, gross unrecognized gains and losses and the allowance for expected credit losses on these securities were not material.

Available-for-Sale

Related to our Level 3 (significant unobservable inputs) investment in Celsius Holdings, Inc. (Celsius), we recorded an unrealized gain of $110 million in other comprehensive income and a decrease in the investment of $7 million due to cash dividends received during the 12 weeks ended March 22, 2025. We recorded an unrealized gain of $691 million in other comprehensive income during the 12 weeks ended March 23, 2024.

In addition, we recorded an unrealized loss of $14 million in other comprehensive income during the 12 weeks ended March 22, 2025 related to our other Level 3 available-for-sale debt securities. There were no other Level 3 available-for-sale debt securities held during the 12 weeks ended March 23, 2024.

There were no impairment charges related to our investments in available-for-sale debt securities in both the 12 weeks ended March 22, 2025 and March 23, 2024. There were unrealized gains of $430 million and $1,303 million as of March 22, 2025 and March 23, 2024, respectively, associated with our available-for-sale debt securities.

Recurring Fair Value Measurements

The fair values of our financial assets and liabilities as of March 22, 2025 and December 28, 2024 are categorized as follows:


		3/22/2025				12/28/2024
	Fair Value Hierarchy Levels(a)	Assets(a)		Liabilities(a)		Assets(a)		Liabilities(a)

Available-for-sale debt securities (b)	3	$	1,130	$	—	$	1,041	$	—
Index funds (c)	1	$	314	$	—	$	336	$	—
Prepaid forward contracts (d)	2	$	9	$	—	$	15	$	—
Deferred compensation (e)	2	$	—	$	479	$	—	$	503

Derivatives designated as fair value hedging instruments:
Interest rate swap contracts (f)	2	$	4	$	14	$	—	$	46

Derivatives designated as cash flow hedging instruments:
Foreign exchange contracts (g)	2	$	27	$	8	$	55	$	3
Cross-currency contracts (g)	2	—		146		—		165
Commodity contracts (h)	2	52		5		27		6
		$	79	$	159	$	82	$	174
Derivatives designated as net investment hedging instruments:
Cross-currency contracts (g)	2	$	1	$	1	$	1	$	4

Derivatives not designated as hedging instruments:
Foreign exchange contracts (g)	2	$	6	$	11	$	28	$	12
Commodity contracts (h)	2	3		9		3		10
		$	9	$	20	$	31	$	22
Total derivatives at fair value (i)		$	93	$	194	$	114	$	246
Total		$	1,546	$	673	$	1,506	$	749

(a)Fair value hierarchy levels are categorized consistently by Level 1 (quoted prices in active markets for identical assets), Level 2 (significant other observable inputs) and Level 3 in both years. Unless otherwise noted, financial assets are classified on our balance sheet within prepaid expenses and other current assets and other assets. Financial liabilities are classified on our balance sheet within accounts payable and other current liabilities and other liabilities.

(b)Classified as other assets. Includes $888 million and $785 million related to our investment in Celsius as of March 22, 2025 and December 28, 2024, respectively; also, includes $242 million and $256 million related to our other investment in available-for-sale debt securities as of March 22, 2025 and December 28, 2024, respectively. The fair value of our Level 3 investment in Celsius is estimated using probability-weighted discounted future cash flows based on a Monte Carlo simulation using significant unobservable inputs such as an 80% probability that a certain market-based condition will be met and an average estimated discount rate of 7.3% based on Celsius’ estimated synthetic credit rating. The fair value of the other Level 3 investment is estimated using a lattice model primarily based on the underlying stock price, volatility and certain significant unobservable inputs, such as a discount rate of 8.3% based on an estimated synthetic credit rating. An increase in the probability that certain market-based conditions will be met or a decrease in the discount rate would result in a higher fair value measurement, while a decrease in the probability that certain market-based conditions will be met or an increase in the discount rate would result in a lower fair value measurement.

(c)Based on the price of index funds. These investments are classified as short-term investments and are used to manage a portion of market risk arising from our deferred compensation liability.

(d)Based primarily on the price of our common stock.

(e)Based on the fair value of investments corresponding to employees’ investment elections.

(f)Based on Secured Overnight Financing Rate forward rates. As of March 22, 2025, the carrying amount of hedged fixed-rate debt was $2.0 billion, which was classified on the balance sheet within long-term debt obligations.

(g)Based on recently reported market transactions of spot and forward rates.

(h)Primarily based on recently reported market transactions of swap arrangements.

(i)Derivative assets and liabilities are presented on a gross basis on our balance sheet. Amounts subject to enforceable master netting arrangements or similar agreements which are not offset on our balance sheet as of March 22, 2025 and December 28, 2024 were not material. Collateral received or posted against our asset or liability positions was not material. Exchange-traded commodity futures are cash-settled on a daily basis and, therefore, not included in the table.

The carrying amounts of our cash and cash equivalents and short-term investments recorded at amortized cost approximate fair value (classified as Level 2 in the fair value hierarchy) due to their short-term maturity. The fair value of our debt obligations as of March 22, 2025 and December 28, 2024 was $45 billion and $40 billion, respectively, based upon prices of identical or similar instruments in the marketplace, which are considered Level 2 inputs.

Losses/(gains) on our fair value hedges are categorized as follows:



			12 Weeks Ended
	Losses/(Gains) Recognized in Income Statement(a)
		3/22/2025			3/23/2024
Interest rate swap contracts			$	(36)		$	—

(a)Interest rate derivative losses/(gains) are included in net interest expense and other. These losses/(gains) are substantially offset by decreases/increases in the value of the underlying debt, which are also included in net interest expense and other.

Losses/(gains) on our cash flow hedges are categorized as follows:


	12 Weeks Ended
	Losses/(Gains) Recognized in Accumulated Other Comprehensive Loss				Losses/(Gains) Reclassified from Accumulated Other Comprehensive Loss into Income Statement(a)
	3/22/2025		3/23/2024		3/22/2025		3/23/2024
Foreign exchange contracts	$	16	$	(14)	$	(16)	$	9
Cross-currency contracts	(19)		25		(21)		24
Commodity contracts	(55)		39		6		21
Total	$	(58)	$	50	$	(31)	$	54

(a)Foreign exchange derivative losses/(gains) are included in net revenue and cost of sales. Cross-currency interest rate swap derivative losses/(gains) are included in selling, general and administrative expenses. Commodity derivative losses/(gains) are included in either cost of sales or selling, general and administrative expenses, depending on the underlying commodity. See Note 11 for further information.

As of March 22, 2025, we expect to reclassify net gains of $74 million related to our cash flow hedges from accumulated other comprehensive loss within common shareholders’ equity into net income during the next 12 months.

Losses/(gains) on our net investment hedges are categorized as follows:


		12 Weeks Ended
	Losses/(Gains) Recognized in Accumulated Other Comprehensive Loss			Losses/(Gains) Recognized in Income Statement(a)
		3/22/2025		3/23/2024		3/22/2025		3/23/2024
Non-derivative debt instruments		$	110	$	(52)	$	—	$	—
Cross-currency contracts		(3)		—		(2)		—
Total		$	107	$	(52)	$	(2)	$	—

(a)Amount excluded from the assessment of effectiveness recognized in earnings associated with cross-currency interest rate swaps.

Losses/(gains) recognized in the income statement related to our non-designated hedges are categorized as follows:


	12 Weeks Ended
	3/22/2025						3/23/2024
	Cost of sales		Selling, general and administrative expenses		Total		Cost of sales		Selling, general and administrative expenses		Total
Foreign exchange contracts	$	—	$	11	$	11	$	—	$	18	$	18
Commodity contracts	(9)		(2)		(11)		(1)		(25)		(26)
Total	$	(9)	$	9	$	—	$	(1)	$	(7)	$	(8)

Note 10 - Net Income Attributable to PepsiCo per Common Share

The computations of basic and diluted net income attributable to PepsiCo per common share are as follows:


	12 Weeks Ended
	3/22/2025			3/23/2024
	Income		Shares(a)	Income		Shares(a)
Basic net income attributable to PepsiCo per common share	$	1.34		$	1.49
Net income available for PepsiCo common shareholders	$	1,834	1,372	$	2,042	1,375
Dilutive securities:
Stock options, RSUs, PSUs and other (b)	—		4	—		5
Diluted	$	1,834	1,376	$	2,042	1,380
Diluted net income attributable to PepsiCo per common share	$	1.33		$	1.48

(a)Weighted-average common shares outstanding (in millions).

(b)The dilutive effect of these securities is calculated using the treasury stock method.

The weighted-average amount of antidilutive securities excluded from the calculation of diluted earnings per common share was 7 million and 5 million for the 12 weeks ended March 22, 2025 and March 23, 2024, respectively.

Note 11 - Accumulated Other Comprehensive Loss Attributable to PepsiCo

The changes in the balances of each component of accumulated other comprehensive loss attributable to PepsiCo are as follows:


	Currency Translation Adjustment		Cash Flow Hedges		Pension and Retiree Medical		Available-for-Sale Debt Securities and Other(a)		Accumulated Other Comprehensive Loss Attributable to PepsiCo
Balance as of December 28, 2024 (b)	$	(15,217)	$	82	$	(2,714)	$	237	$	(17,612)
Other comprehensive income/(loss) before reclassifications (c)	410		58		(4)		87		551
Amounts reclassified from accumulated other comprehensive loss	—		(31)		17		—		(14)
Net other comprehensive income	410		27		13		87		537
Tax amounts	26		(5)		(3)		(21)		(3)
Balance as of March 22, 2025 (b)	$	(14,781)	$	104	$	(2,704)	$	303	$	(17,078)

(a)The movements primarily represent fair value changes in available-for-sale debt securities, including our investment in Celsius convertible preferred stock. See Note 9 for further information.

(b)Pension and retiree medical amounts are net of taxes of $1,282 million as of December 28, 2024 and $1,279 million as of March 22, 2025.

(c)Currency translation adjustment primarily reflects appreciation of the Russian ruble and deprecation of the euro.


	Currency Translation Adjustment		Cash Flow Hedges		Pension and Retiree Medical		Available-for-Sale Debt Securities and Other (a)		Accumulated Other Comprehensive Loss Attributable to PepsiCo
Balance as of December 30, 2023 (b)	$	(13,255)	$	(31)	$	(2,719)	$	471	$	(15,534)
Other comprehensive (loss)/income before reclassifications (c)	(168)		(47)		4		685		474
Amounts reclassified from accumulated other comprehensive loss	—		51		9		—		60
Net other comprehensive (loss)/income	(168)		4		13		685		534
Tax amounts	(14)		(1)		(2)		(162)		(179)
Balance as of March 23, 2024 (b)	$	(13,437)	$	(28)	$	(2,708)	$	994	$	(15,179)

(a)The movements primarily represent fair value changes in available-for-sale debt securities, including our investment in Celsius convertible preferred stock. See Note 9 for further information.

(b)Pension and retiree medical amounts are net of taxes of $1,282 million as of December 30, 2023 and $1,280 million as of March 23, 2024.

(c)Currency translation adjustment primarily reflects depreciation of the South African rand, Canadian dollar and Russian ruble.

The reclassifications from accumulated other comprehensive loss to the income statement are summarized as follows:


	12 Weeks Ended
	3/22/2025		3/23/2024		Affected Line Item in the Income Statement






Cash flow hedges:

Foreign exchange contracts	(16)		9		Cost of sales
Cross-currency contracts	(21)		24		Selling, general and administrative expenses
Interest rate swap contracts	—		(3)		Selling, general and administrative expenses
Commodity contracts	5		21		Cost of sales
Commodity contracts	1		—		Selling, general and administrative expenses
Net (gains)/losses before tax	(31)		51
Tax amounts	9		(13)
Net (gains)/losses after tax	$	(22)	$	38

Pension and retiree medical items:
Amortization of net prior service credits	$	—	$	(7)	Other pension and retiree medical benefits income
Amortization of net losses	17		16		Other pension and retiree medical benefits income

Net losses before tax	17		9
Tax amounts	(4)		(2)
Net losses after tax	$	13	$	7






Total net (gains)/losses reclassified, net of tax	$	(9)	$	45

Note 12 - Acquisitions and Divestitures

Acquisition of Siete

On January 17, 2025, we acquired all of the outstanding equity interest in Siete, a Mexican-American foods business, for total consideration of $1.2 billion in cash. The purchase price will be adjusted for net working capital and net debt amounts as of the acquisition date.

We accounted for the transaction as a business combination in the first quarter of 2025. We recognized and measured the identifiable assets acquired and liabilities assumed at their estimated fair values on the date of acquisition, in our PFNA segment. The preliminary estimates of the fair value of the identifiable assets acquired and liabilities assumed in this transaction as of the acquisition date primarily include

goodwill and other intangible assets of approximately $1.2 billion. These preliminary estimates include management’s assumptions and are subject to revision, which may result in adjustments to the preliminary values discussed above as valuations are finalized. We expect to finalize these amounts as soon as possible, but no later than the first quarter of 2026.

Acquisition of VNGR Beverage, LLC, doing business as poppi (poppi)

On March 16, 2025, we entered into a definitive agreement to acquire all of the outstanding equity interest in poppi, a prebiotic soda brand, for $1.95 billion in cash as well as contingent consideration and other payments subject to the achievement of certain performance milestones within a specified period after closing of the transaction. The purchase price will be adjusted for net working capital and net debt amounts as of the acquisition date. The transaction is subject to certain regulatory approvals and other customary closing conditions and will be recorded in our PBNA segment. Closing is expected within the next six months.

Acquisition and Divestiture-Related Charges

Acquisition and divestiture-related charges primarily include transaction expenses, such as consulting, advisory and other professional fees, and merger and integration charges. Merger and integration charges include employee-related costs, closing costs and other integration costs.

A summary of our acquisition and divestiture-related charges is as follows:


	12 Weeks Ended
		3/22/2025		3/23/2024
PFNA		$	15	$	—
PBNA		10		2





Total (a)		$	25	$	2


After-tax amount		$	19	$	1
Impact on net income attributable to PepsiCo per common share		$	(0.01)	$	—

(a)Recorded in selling, general and administrative expenses.

Note 13 - Supply Chain Financing Arrangements

We maintain voluntary supply chain finance agreements with several participating global financial institutions. Under these agreements, our suppliers, at their sole discretion, may elect to sell their accounts receivable with PepsiCo to these participating global financial institutions. As of March 22, 2025 and December 28, 2024, $1.4 billion and $1.5 billion, respectively, of our accounts payable are to suppliers participating in these financing arrangements. For further information on the key terms of these supply chain financing programs, see Note 14 to our consolidated financial statements in our 2024 Form 10-K.

Note 14 - Legal Contingencies

The Company is party to a variety of litigation, claims, legal or regulatory proceedings, inquiries and investigations. While the results of such litigation, claims, legal or regulatory proceedings, inquiries and investigations cannot be predicted with certainty, management believes that the final outcome of the foregoing is not expected to have a material adverse effect on our financial condition, results of operations or cash flows.

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