January 2018

Important Notice Regarding Changes to
PepsiCo Health and Insurance Benefit Programs
Summary of Material Modifications
This Notice is a summary of material modifications (“SMM”) to the PepsiCo Employee Health Care
Program, Plan Number 725, the PepsiCo Disability Plan, Plan Number 630, the PepsiCo Group
Insurance Program, Plan Number 600, and any other health and welfare Plan noted herein
(referred to singularly and collectively, as applicable, as the “plan”). This SMM amends the plan’s
Summary Plan Descriptions (“SPD”), otherwise referred to as the Health and Insurance Benefits
Book, your 2018 Annual Enrollment materials (including the What’s New in 2018 brochure), and
any other plan documentation that the Plan Administrator determines is applicable to you. This
Notice describes only material changes in the plan and the SPD. You should keep this SMM together
with your SPD and other plan documentation. If you need an additional copy of an SPD, you may
obtain a copy online at www.mypepsico.com or you may call the HR Service Center at 1-866-4736763.
All changes are effective January 1, 2018, unless otherwise noted. Please read this Notice carefully
as not all of the changes described below will apply to you.
Este folleto contiene un resumen en Inglés de sus derechos y beneficios bajo los Planes de
beneficios de la Compañía. Si usted tiene dificultad entendiendo cualquier parte de este folleto,
consulte El Centro de atencion HR Service Center al 1-866-473-6763 para recibir ayuda con
beneficios de seguro y seguro de salud.
Medical Options
Except as set forth below, the provisions in this section apply to the Core Plus, Healthy Advantage,
Blue Advantage Iowa, BlueCare HMO of Florida, Northeast Hourly PPO, Medford Core, and the Cigna
Global Health Benefits Medical Options (collectively, the “Medical Options”).
Healthy Living Programs and Healthy Living Rewards
The following language replaces the existing language in the health living program and rewards
sections –
As discussed in the 2018 Annual Enrollment materials, the Company is enhancing the Healthy
Living Program. As part of these enhancements, the program will include a flexible points-based
approach for earning Healthy Living rewards. The enhanced program also includes interactive
apps from Jiff, our new digital wellness partner. This new resource will help you choose activities
that are right for you to lead a healthier life. As you choose to participate in these activities you will
earn points that you can redeem for gift cards, contributions to your health savings account and
more. More information is available on the myHealthHub.pepsico.com site and the Winter 2018
edition of Insight.
As you review the activities and earn your points, if you are pregnant, disabled or have been
advised by a physician that it is medically inadvisable for you to engage in one or more points-

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 based activities, you may qualify for an opportunity to earn certain activity points by different
means. Call Jiff at 844-707-3701 and a representative will work with you to find alternatives.
The data and personal information you share with any of the plan’s healthy living program partners
is protected by HIPAA and other Federal privacy laws. Based on those laws, your data and
information collected as part of the healthy living programs may be shared with the plan and its
applicable third party administrators and vendors for purposes of plan administration and other
allowable purposes. Data and personal information collected as part of the healthy living programs
are subject to the plan’s Notice of Privacy Practices and the ADA Notice regarding Wellness
Programs. You can obtain a copy of the Notice online at www.mypepsico.com or you may call the
HR Service Center at 1-866-473-6763.
Reimbursing the Plan
The following is added at the end of the Reimbursing the Plan section –
Third party proceeds which are held directly or indirectly by you or a dependent are intangible
assets of the plan, and are held by you or a dependent in a constructive trust for the benefit of the
plan. Any participant or dependent who directly or indirectly holds or exercises any control over
third party proceeds is an ERISA fiduciary with respect to the third party proceeds and must hold
the third party proceeds for the exclusive benefit of the plan. A legal representative is an ERISA
fiduciary solely with respect to his or her direct or indirect control of third party proceeds and not
with respect to his or her legal representation of you and/or a dependent.
The plan’s right of reimbursement shall apply without regard to any equitable defenses that a third
party, participant and/or dependent asserts or may be entitled to assert, including any defense of
unjust enrichment. ERISA preempts any state or local law, or any regulation issued thereunder,
which prohibits or attempts to limit the plan’s right of reimbursement. Neither the make whole
doctrine nor the common fund doctrine apply to the plan.
Prescription Drugs
Co-Pay Assistance Programs
If you are a participant in the Core Plus, Healthy Advantage, and BlueCare HMO of Florida medical
options you may be eligible for Co-Pay Assistance Programs (“Co-Pay Assist Program”). Co-Pay
Assist Programs are third-party programs that may help you pay for certain high cost medications.
These medications are normally specialty medications issued through Accredo, Express Scripts’
specialty pharmacy. If applicable, Co-Pay Assist Programs pay all or a substantial portion of your
cost for a prescribed medication. Individuals should contact Express Scripts at 888-737-7479 with
questions regarding whether a Co-Pay Assist Program applies to a specific prescribed medication.
The amount paid by a Co-Pay Assist Program is not an amount that is paid by you and you are not
required to repay that amount. For this reason, such amounts are not credited to your deductible
or out of pocket maximum. However, the actual amount that you do pay for the medication (if any)
after the Co-Pay Assist Program payment has been applied to your cost, is credited to your
deductible and out of maximum, because like any other co-pay, this amount is actually paid by you.
Please note that the 2018 Healthy Advantage plan design changes introducing per prescription
maximums are intended to reduce the impact of high cost medications on your out of pocket cost.
The per prescription cost maximums, per IRS guidelines, can only apply after you have met your
deductible.
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 Short Term Disability (STD) and Long Term Disability (LTD)
STD and LTD Benefit Amounts
The following additional language is added at the end of the STD and LTD Benefit Amount sections –
In all cases once your eligible pay or eligible weekly pay (as applicable) is determined for purposes
of calculating your STD or LTD benefits, the amount of eligible pay or eligible weekly pay (as
applicable) will remain the same and will not change for your entire period of your disability.
In addition, your STD or LTD benefit percentage is determined as of your last active day at work for
purposes of calculating your STD or LTD benefits, and once it is determined, the benefit percentage
will remain the same and will not change for the entire period of your disability.
Reduction in Benefits
The following language replaces similar language in the reduction in benefits section only with respect
to the two provisions set forth below –
Your STD and LTD benefits will be reduced for –
• Income (other than rehabilitation income for STD or other than 50% of rehabilitation
income for LTD) received from any employer if such income is considered to be wages or
income in lieu of wages, and income from any occupation for pay or profit, including selfemployment; and
• Retirement or similar benefits from a Company-sponsored retirement plan, including
whether the benefits are paid in whole or in part in a lump sum or annuity and including
whether you actually receive the benefits or the benefits are transferred to an individual
retirement account or similar arrangement.
Right of Reimbursement
The following is added at the end of both the STD and LTD Right of Reimbursement sections –
Third party proceeds which are held directly or indirectly by you are intangible assets of the plan,
and are held by you in a constructive trust for the benefit of the plan. Any participant who directly
or indirectly holds or exercises any control over third party proceeds is an ERISA fiduciary with
respect to the third party proceeds and must hold the third party proceeds for the exclusive benefit
of the plan. A legal representative is an ERISA fiduciary solely with respect to his or her direct or
indirect control of third party proceeds and not with respect to his or her legal representation of
you.
The plan’s right of reimbursement shall apply without regard to any equitable defenses that a third
party, participant and/or dependent asserts or may be entitled to assert, including any defense of
unjust enrichment. ERISA preempts any state or local law, or any regulation issued thereunder,
which prohibits or attempts to limit the plan’s right of reimbursement. Neither the make whole
doctrine nor the common fund doctrine apply to the plan.
Long Term Disability (LTD)
What is Not Covered

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 At the end of this section the following additional language is added –
A participant shall not be eligible for LTD benefits for a disability, unless the participant filed a
claim for short term disability benefits for the same disability under the PepsiCo short term
disability program and he/she was approved for such short term disability benefits. The prior
sentence applies regardless of whether the participant actually received short term disability
benefits for such disability under the PepsiCo short term disability program.
Maximum Benefits for Certain Conditions
The following language replaces the existing language in the LTD Benefit section –
Benefits for a total disability are limited to 24 months (including the period you received STD
benefits) if the total disability is caused by or contributed to by:
• A mental or nervous condition
• Substance abuse, chronic alcoholism or the use of narcotics, barbiturates, hallucinogenic
substances or other controlled substances
• Attention deficit disorder (ADD)
• Chronic fatigue syndrome
• Epstein Barr Virus
• Infectious mononucleosis
• Fibromyalgia
If the above conditions apply, your LTD benefits and your eligibility to participate in the LTD
program will end 24 months after the first date your disability began.
Administrative Information
Internal Benefit Claim Denials for the PepsiCo Disability Plan
The following additional information applies to internal benefit claim denials for the PepsiCo
Disability Plan –
If you reside in a county where 10 percent or more of the population is literate in a non-English
language, the claims administrator will provide foreign language assistance for benefit questions,
claims, and appeals. If you have questions about foreign language assistance, please see the
statements on your internal benefit claim denial from the claims administrator.
Effective April 1, 2018, adverse benefit determinations will be revised to include a more complete
discussion of the denial, the standards used in the denial and the calendar date by which the
adverse benefit determination must be appealed (see below).
Appealing a Denied Internal Claim under the PepsiCo Disability Plan
The following language replaces the existing language under this Section for purposes of the PepsiCo
Disability Plan –
If your internal benefits appeal arises under the PepsiCo Disability Plan, you must submit your
appeal in writing to the claims administrator within 180 days of your receipt of the initial denial of
your claim. For purposes of counting the 180-day appeal date, you are considered to have received
the initial claim denial letter –

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 •

Five calendar days after the date set forth on the claim denial letter, if the letter is mailed;
and
• The date set forth on the claim denial letter, if the letter is sent to you electronically.
If you receive the claim denial letter after the applicable date set forth above, you may submit
information of receiving it at a later date and the claims administrator will consider your
information as part of your appeal. In addition, the claims administrator will consider matters
beyond your reasonable control in determining whether you have filed a timely appeal, including
presidentially-declared disasters, your or your authorized representative’s hospitalization and
other acts that disrupt mail service.
To be considered a valid appeal, your written appeal must be complete and received within the
180-day timeframe by the claims administrator at the proper mailing address (or electronic
address or fax number, if applicable) for filing appeals.
In processing your appeal, the claims administrator will provide the claimant, free of charge, with
any new or additional evidence considered, relied upon, or generated by the claims administrator
in connection with the claim. This evidence must be provided as soon as possible and sufficiently in
advance of the date on which the appeal decision is required to be provided to give the claimant a
reasonable opportunity to respond prior to that date. The claims administrator will allow you 21
calendar days to respond to the new or additional evidence. If you respond to the new or additional
evidence, the claims administrator must consider your response prior to issuing any appeal denial
notice.
In issuing any appeal denial notice, the claims administrator will include in the denial notice a
discussion of the decision, including an explanation of the basis for disagreeing with or not
following (as applicable) –
• The views presented by the claimant to the claims administrator of health care
professionals treating the claimant and vocational professionals who evaluated the
claimant;
• The views of medical or vocational experts whose advice was obtained on behalf of the
claims administrator in connection with a claimant's appeal denial, without regard to
whether the advice was relied upon in making the benefit determination; and
• A disability determination regarding the claimant presented by the claimant to the claims
administrator made by the Social Security Administration.
The claims administrator will provide you with its decision on your appeal within 45 days of the
date that your appeal was received. This decision period may be extended by an additional 45 days
if additional information is required to review your appeal, provided that you are notified in writing
of the need for the extension before the end of the initial 45-day period.
If you are receiving state disability or state voluntary plan benefits, these appeal procedures do not
apply. For state disability benefits, you should contact the state or applicable agency that pays your
benefits regarding its appeal procedures. For state voluntary plan benefits, you should contact the
disability administrator listed in Other Administrative Facts.
The individual who decides your internal benefits appeal will not be the same individual who
decided your initial internal benefits claim denial and will not be that individual’s subordinate. The
claims administrator may secure independent medical or other advice and require such other
evidence as it deems necessary to decide your appeal, except that any medical expert consulted in
connection with your appeal will be different from any expert consulted in connection with your
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 initial claim. The identity of a medical expert consulted in connection with your appeal will be
provided.
This SMM must be read together with the SPD and your 2018 Annual Enrollment materials. This SMM
describes only the material changes and provides only the material clarifications to the SPD and your
2018 Annual Enrollment materials regarding the rules applicable to and the benefits provided by the
applicable plan. Unless a plan provision is revised in this SMM, the SPD and your 2018 Annual
Enrollment materials otherwise apply. Terms and phrases not defined in this SMM have the meanings
given to them in the SPD. References in this SMM to “you” or “your” refer to the applicable person
covered under the applicable plan, including the employee, spouse, dependent children and their
authorized representatives. If you have any questions regarding this SMM, please contact the HR
Service Center.
This SMM, the SPD and the www.mypepsico.com website are intended to provide a summary of some of
the provisions of the plan. However, this SMM, the SPD and the website are not intended to augment
rights provided under the terms of the official plan documents. Nothing in this SMM makes you
eligible for a plan unless the official plan documents provide for such eligibility or contributions. Your
eligibility and benefits will be determined in accordance with and subject to the official plan
documents. No benefits will be paid or provided unless and until the Plan Administrator, or its
delegate, determines, in its sole discretion, that you are entitled to such benefits. While the Company
currently intends to continue the plan, the Company reserves the right to amend, modify or terminate
the plan at any time. Nothing in this SMM should be construed as a promise or guarantee of future
benefits or of any level or amount of benefits, or as a promise or guarantee of employment or future
employment for any duration.

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