PepsiCo Elects Johnson & Johnson Chairman & CEO Joaquin Duato to Board of Directors

Executive Summary

On September 17, 2026, PepsiCo, Inc. filed a Current Report on Form 8-K under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers) announcing the election of Joaquin Duato to its Board of Directors as an independent director, effective December 1, 2026.

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Director Background

• Name: Joaquin Duato, age 64
• Current Roles: Chairman of the Board (since 2023) and Chief Executive Officer (since 2022) of Johnson & Johnson
• Career History: Executive with Johnson & Johnson since 1989, previously serving as Vice Chairman of the Executive Committee (2018–2021) and Worldwide Chairman, Pharmaceuticals (2011–2018)
• Board Committee Assignment: Mr. Duato will serve on PepsiCo's Audit Committee, effective December 1, 2026

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Compensation Arrangements

In accordance with PepsiCo’s non-employee director compensation program, Mr. Duato will receive:

1. Initial Equity Grant: 1,000 shares of PepsiCo Common Stock on December 1, 2026.
2. Prorated Annual Equity Award: Phantom stock units valued at $166,667, determined by dividing that amount by the closing market price of PepsiCo Common Stock on December 1, 2026.
3. Cash Retainer: Standard non-employee director annual cash retainer, with the initial semi-annual payment of $60,000 payable in June 2027.

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Governance & Market Implications

• Trading Significance: Low. This filing represents a routine governance appointment and compensation package rather than an open-market insider stock transaction.
• Governance Impact: Adds significant large-cap operational, global supply chain, and healthcare/wellness leadership experience to PepsiCo's board and Audit Committee.