Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On April 15, 2020, the Board of Directors of PepsiCo, Inc. ("PepsiCo") approved
amendments to the Company's By-Laws ("By-Laws") to add explicit provisions
regarding the use of remote communication in connection with shareholder
meetings. Amendments were made to Sections 2.1, 2.2, 2.3, 2.4, 2.6 and 2.7 of
the By-Laws.
The foregoing summary in this Item 5.03 is qualified in its entirety by
reference to the full text of the By-Laws, a copy of which is filed as Exhibit
3.2 hereto and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On April 16, 2020, PepsiCo announced that due to continued public health
precautions regarding in-person gatherings given the coronavirus (COVID-19)
pandemic and to support the health and well-being of PepsiCo's shareholders,
employees and communities, it will be changing the format of its 2020 Annual
Meeting of Shareholders (the "Annual Meeting") to a virtual-only meeting,
instead of an in-person meeting. The meeting will be held, as originally
announced, on Wednesday, May 6, 2020, at 9:00 a.m. Eastern Daylight Time. A copy
of the press release announcing such change is attached as Exhibit 99.1 and
incorporated by reference herein. Further information regarding this change in
the format of the Annual Meeting can be found in the proxy supplement filed by
PepsiCo with the Securities and Exchange Commission on April 16, 2020.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.   Description
3.2             By-Laws of PepsiCo, Inc., as amended and restated, effective as of
              April 15, 2020.
99.1            Press Release issued by PepsiCo, Inc., dated April 16, 2020.
104           The cover page from this Current Report on Form 8-K, formatted in
              Inline XBRL.



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