PepsiCo Inc. filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits
$PEP
Beverages (Production/Distribution)
Consumer Staples
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): September 20, 2024
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On September 20, 2024, the Board of Directors (the “Board”) of PepsiCo, Inc. (the “Company”) approved amendments to the Company’s By-Laws (the “By-Laws”). The amendments, which were effective upon adoption by the Board: address the adoption by the U.S. Securities and Exchange Commission of the “universal proxy card” rules, as set forth in Rule 14a-19 of the Securities Exchange Act of 1934, and update the requirements for shareholders to provide the Company with notice of nominations or other business to be acted on at a shareholder meeting and to solicit proxies from other shareholders (Sections 2.2, 2.6 and 2.9 of the By-Laws); and conform to provisions of the North Carolina Business Corporation Act, including with respect to meetings held by remote communications and the availability of the list of shareholders (Sections 2.1, 2.3, 2.5, 2.6, 2.7 and 2.8 of the By-Laws). Various other conforming, technical and non-substantive changes have been made throughout the By-Laws.
The foregoing summary is qualified in its entirety by reference to the full text of the By-Laws, a copy of which is attached hereto as Exhibit 3.2 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||||||||||||||||||||
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. | |||||||||||||||||||||||||
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.
| PEPSICO, INC. | ||||||||
| Date: September 20, 2024 | By: | /s/ Cynthia A. Nastanski | ||||||
| Name: | Cynthia A. Nastanski | |||||||
| Title: | Senior Vice President, Corporate Law and Deputy Corporate Secretary | |||||||