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PEPSICO, INC. AUDIT COMMITTEE CHARTER …

pepsico , INC. AUDIT COMMITTEE CHARTER (As amended, effective February 5, 2018) COMMITTEE membership and Qualifications The AUDIT COMMITTEE (the COMMITTEE ) of the Board of Directors (the Board ) of pepsico , Inc. (the Corporation ) shall be comprised of directors with the following qualifications: 1. Except as otherwise permitted by applicable rules of The Nasdaq Stock Market LLC ( Nasdaq ), all members shall meet the Nasdaq and Securities and Exchange Commission definitions of independence for directors and AUDIT COMMITTEE members, as determined by the Board. 2. Each member of the COMMITTEE shall also satisfy, in the judgment of the Board, Nasdaq s requirements with respect to financial literacy. 3. At least one member of the COMMITTEE shall, in the judgment of the Board, qualify as an AUDIT COMMITTEE financial expert as defined by the Securities and Exchange Commission.

PEPSICO, INC. AUDIT COMMITTEE CHARTER (As amended, effective February 5, 2018) Committee Membership and Qualifications The Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of PepsiCo, Inc.

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  Qualification, Committees, Membership, Audit, Charter, Pepsico, Audit committee charter, Committee membership and qualifications

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