百事 2025年度报告

(Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 27, 2025OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐For the transition period fromto Commission file number1-1183 PepsiCo, Inc.(Exact Name of Registrant as Specified in its Charter) 13-1584302 North Carolina (State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.) 700 Anderson Hill Road, Purchase, New York 10577(Address of principal executive offices and Zip Code) (914) 253-2000Registrant’s telephone number, including area code Securities registered pursuant to Section12(b) of the Securities Exchange Act of 1934: Securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☒No Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or 15(d) of the Act. YesNo☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2)has been subject to such filing requirements for the past 90 days. Yes☒No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Yes☒No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ The aggregate market value of PepsiCo, Inc. Common Stock held by nonaffiliates of PepsiCo, Inc. (assuming for these purposes, butwithout conceding, that all executive officers and directors of PepsiCo, Inc. are affiliates of PepsiCo, Inc.) as of June13, 2025, the lastday of business of our most recently completed second fiscal quarter, was $179.0 billion (based on the closing sale price of PepsiCo,Inc.’s Common Stock on that date as reported on the Nasdaq Global Select Market). The number of shares of PepsiCo, Inc. Common Stock outstanding as of January23, 2026 was 1,366,649,053. Documents Incorporated by Reference Portions of the Proxy Statement relating to PepsiCo, Inc.’s 2026 Annual Meeting of Shareholders are incorporated by reference intoPart III of this Form 10-K. PepsiCo, Inc. Form 10-K Annual ReportFor the Fiscal Year Ended December27, 2025 Table of Contents PARTIItem1.Business2Item1A.Risk Factors11Item1B.Unresolved Staff Comments25Item 1C.Cybersecurity25Item2.Properties27Item3.Legal Proceedings27Item4.Mine Safety Disclosures27 Item5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchasesof Equity Securities31Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations32Item7A.Quantitative and Qualitative Disclosures About Market Risk113Item8.Financial Statements and Supplementary Data113Item9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure113Item9A.Controls and Procedures113Item9B.Other Information114Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections114 Item10.Directors, Executive Officers and Corporate