Common use of Earning and Forfeiture of LTC Award Clause in Contracts

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor shall be determined based on the percentile ranking of PepsiCo’s total shareholder return for the Performance Period relative to an index of peer companies selected by the Committee, calculated in accordance with the method established by the Committee and in accordance with a performance scale established by the Committee (“Relative TSR”). The Relative TSR Performance Factor shall be rounded to the second decimal. The Relative TSR Performance Factor for Relative TSR performance between the levels identified in the preceding sentence shall be determined by straight-line interpolation. (c) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall become payable in excess of the target amount of the LTC Award unless PepsiCo’s absolute total shareholder return for the Performance Period is greater than zero. Notwithstanding the level of performance achieved with respect to such performance measure, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b). The Committee’s right to exercise this discretion with respect to the amount of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Except in the case of death or Total Disability, the LTC Award for which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Date.

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor shall be determined based on the percentile ranking of PepsiCo’s total shareholder return for the Performance Period relative to an index of peer companies selected by the Committee, calculated in accordance with the method established by the Committee and in accordance with a performance scale established by the Committee (“Relative TSR”). The Relative TSR Performance Factor shall be rounded to the second decimal. The Relative TSR Performance Factor for Relative TSR performance between the levels identified in the preceding sentence shall be determined by straight-line interpolation. (c) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall become payable in excess of the target amount of the LTC Award unless PepsiCo’s absolute total shareholder return for the Performance Period is greater than zero. (e) In addition, for any LTC Award to vest or become payable the Committee must determine that the minimum level of performance established by the Committee with respect to a Performance Measure (as defined in the Plan) selected by the Committee for the Performance Period, and communicated to the Participant, has been met. If the Committee determines that the minimum level of performance has not been met, then no LTC Award held by any such Participant shall vest or become payable, and such LTC Award shall be forfeited and cancelled. Notwithstanding the level of performance achieved with respect to such performance measurePerformance Measure, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b). The Committee’s right to exercise this discretion with respect to the amount of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Except in the case of death or Total Disability, the LTC Award for which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Date.

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage between 0% and 150% of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount . The portion of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor that is earned shall be determined based on the percentile ranking achievement of PepsiCo’s total shareholder return performance targets established by the Committee. Any portion of the LTC Award that is not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Subject to the terms and conditions set forth herein, the LTC Award shall be earned as follows: (a) One-half of the LTC Award shall be earned based on and subject to the level of achievement with respect to a Performance Measure selected by the Committee for the Performance Period relative pursuant to an index of peer companies selected by the Committee, calculated in accordance with the method established by the Committee and in accordance with a performance scale established by the Committee (“Relative TSR”)and communicated to the Participant. The Relative TSR Performance Factor Committee shall determine and certify the results of the level of achievement of such target. (b) One-half of the LTC Award shall be rounded earned based on and subject to the level of achievement with respect to a second decimalPerformance Measure selected by the Committee for the Performance Period pursuant to the performance scale established by the Committee and communicated to the Participant. The Relative TSR Performance Factor for Relative TSR performance between Committee shall determine and certify the levels identified in results of the preceding sentence shall be determined by straight-line interpolationlevel of achievement of such target. (c) Notwithstanding the achievement of the any performance target targets established under Paragraph B.3 Paragraphs B.3(a) and (b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall become payable in excess of the target for any amount of the LTC Award unless PepsiCo’s absolute total shareholder return to vest or become payable the Committee must determine that the minimum level of performance established by the Committee with respect to a third Performance Measure selected by the Committee for the Performance Period is greater than zeroPeriod, and communicated to the Participant, has been met. If the Committee determines that the minimum level of performance has not been met, then no amount of the LTC Award held by the Participant shall vest or become payable, and the LTC Award shall be forfeited and cancelled. Notwithstanding the level of performance achieved with respect to such Performance Measure, or the level of performance measureachieved with respect to the performance targets established under Paragraphs B.3(a) and (b) above, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b)be paid. The Committee’s right to exercise this discretion with respect to the amount earned portion of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Except in the case of death or Total Disability, the portion of the LTC Award for with respect to which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Dateas soon as practicable after March 1, 2016.

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage between 0% and 150% of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount . The portion of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor that is earned shall be determined based on the percentile ranking achievement of PepsiCo’s total shareholder return performance targets established by the Committee. Any portion of the LTC Award that is not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Subject to the terms and conditions set forth herein, the LTC Award shall be earned as follows: (a) One-half of the LTC Award shall be earned based on and subject to the level of achievement with respect to a Performance Measure selected by the Committee for the Performance Period relative pursuant to an index of peer companies selected by the Committee, calculated in accordance with the method established by the Committee and in accordance with a performance scale established by the Committee (“Relative TSR”)and communicated to the Participant. The Relative TSR Performance Factor Committee shall determine and certify the results of the level of achievement of such target. (b) One-half of the LTC Award shall be rounded earned based on and subject to the level of achievement with respect to a second decimalPerformance Measure selected by the Committee for the Performance Period pursuant to the performance scale established by the Committee and communicated to the Participant. The Relative TSR Performance Factor for Relative TSR performance between Committee shall determine and certify the levels identified in results of the preceding sentence shall be determined by straight-line interpolationlevel of achievement of such target. (c) Notwithstanding the achievement of the any performance target targets established under Paragraph B.3 Paragraphs B.3(a) and (b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall become payable in excess of the target for any amount of the LTC Award unless PepsiCo’s absolute total shareholder return to vest or become payable the Committee must determine that the minimum level of performance established by the Committee with respect to a third Performance Measure selected by the Committee for the Performance Period is greater than zeroPeriod, and communicated to the Participant, has been met. If the Committee determines that the minimum level of performance has not been met, then no amount of the LTC Award held by the Participant shall vest or become payable, and the LTC Award shall be forfeited and cancelled. Notwithstanding the level of performance achieved with respect to such Performance Measure, or the level of performance measureachieved with respect to the performance targets established under Paragraphs B.3(a) and (b) above, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b)be paid. The Committee’s right to exercise this discretion with respect to the amount earned portion of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Except in the case of death or Total Disability, the portion of the LTC Award for with respect to which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Dateas soon as practicable after April 2, 2015.

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor shall be determined based on the percentile ranking of PepsiCo’s total shareholder return for the Performance Period relative to an index of peer companies selected by the Committee, calculated in accordance with the method established by the Committee and in accordance with a performance scale established by the Committee (“Relative TSR”). The Relative TSR Performance Factor shall be rounded to the second decimal. The Relative TSR Performance Factor for Relative TSR performance between the levels identified in the preceding sentence shall be determined by straight-line interpolation. (c) Notwithstanding the achievement of the performance target established under Paragraph B.3 (bB.3(b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (bB.3(b) above, no LTC Award shall become payable in excess of the target amount of the LTC Award unless PepsiCo’s absolute total shareholder return for the Performance Period is greater than zero. Notwithstanding the level of performance achieved with respect to such performance measurePerformance Measure, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b). The Committee’s right to exercise this discretion with respect to the amount of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelledcanceled. Except in the case of death or Total Disability, the LTC Award for which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Date.

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor shall be determined based on the percentile ranking of PepsiCo’s total shareholder return for the Performance Period relative to an index of peer companies selected by the Committee, calculated in accordance with the method established by the Committee and in accordance with a performance scale established by the Committee (“Relative TSR”). The Relative TSR Performance Factor shall be rounded to the second decimal. The Relative TSR Performance Factor for Relative TSR performance between the levels identified in the preceding sentence shall be determined by straight-line interpolation. (c) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall become payable in excess of the target amount of the LTC Award unless PepsiCo’s absolute total shareholder return for the Performance Period is greater than zero. . (e) Notwithstanding the level of performance achieved with respect to such the performance measuretarget established under Paragraph B.3(b) above, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b)earned. The Committee’s right to exercise this discretion with respect to the amount of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Except in the case of death or Total Disability, the LTC Award for which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Date.

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage between 0% and 150% of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount . The portion of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor that is earned shall be determined based on the percentile ranking achievement of PepsiCo’s total shareholder return performance targets established by the Committee. Any portion of the LTC Award that is not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Subject to the terms and conditions set forth herein, the LTC Award shall be earned as follows: (a) One-half of the LTC Award shall be earned based on and subject to the level of achievement with respect to [a Performance Measure selected by the Committee] for the Performance Period relative pursuant to an index of peer companies selected by the Committee, calculated in accordance with the method established by the Committee and in accordance with a performance scale established by the Committee (“Relative TSR”)and communicated to the Participant. The Relative TSR Performance Factor Committee shall determine and certify the results of the level of achievement of such target. (b) One-half of the LTC Award shall be rounded earned based on and subject to the level of achievement with respect to [a second decimalPerformance Measure selected by the Committee] for the Performance Period pursuant to the performance scale established by the Committee and communicated to the Participant. The Relative TSR Performance Factor for Relative TSR performance between Committee shall determine and certify the levels identified in results of the preceding sentence shall be determined by straight-line interpolationlevel of achievement of such target. (c) Notwithstanding the achievement of the any performance target targets established under Paragraph B.3 Paragraphs B.3(a) and (b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall become payable in excess of the target amount of the LTC Award unless PepsiCo’s absolute total shareholder return for the Performance Period is greater than zero. Notwithstanding the level of performance achieved with respect to such performance measure, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b)be paid. The Committee’s right to exercise this discretion with respect to the amount earned portion of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Except in the case of death or Total Disability, the portion of the LTC Award for with respect to which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Dateas soon as practicable after [ ], 2015.

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor shall be determined based on the percentile ranking achievement of PepsiCo’s total shareholder return for the Performance Period relative to an index of peer companies selected by the Committeeperformance targets, calculated in accordance with the method established by the Committee and in accordance with a performance scale, established by the Committee. Any portion of the LTC Award that is not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Subject to the terms and conditions set forth herein, the LTC Award shall be earned as follows: (a) One-half of the LTC Award shall be earned based on and subject to the level of achievement with respect to a Performance Measure selected by the Committee for the Performance Period pursuant to the performance scale established by the Committee (“Relative TSR”)and communicated to the Participant. The Relative TSR Performance Factor Committee shall determine and certify the results of the level of achievement of such target. (b) One-half of the LTC Award shall be rounded earned based on and subject to the level of achievement with respect to a second decimalPerformance Measure selected by the Committee for the Performance Period pursuant to the performance scale established by the Committee and communicated to the Participant. The Relative TSR Performance Factor for Relative TSR performance between Committee shall determine and certify the levels identified in results of the preceding sentence shall be determined by straight-line interpolationlevel of achievement of such target. (c) Notwithstanding the achievement of the any performance target targets established under Paragraph B.3 Paragraphs B.3(a) and (b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall become payable in excess of the target for any amount of the LTC Award unless PepsiCo’s absolute total shareholder return to vest or become payable the Committee must determine that the minimum level of performance established by the Committee with respect to a third Performance Measure selected by the Committee for the Performance Period is greater than zeroPeriod, and communicated to the Participant, has been met. If the Committee determines that the minimum level of performance has not been met, then no amount of the LTC Award held by the Participant shall vest or become payable, and the LTC Award shall be forfeited and cancelled. Notwithstanding the level of performance achieved with respect to such Performance Measure, or the level of performance measureachieved with respect to the performance targets established under Paragraphs B.3(a) and (b) above, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b)be paid. The Committee’s right to exercise this discretion with respect to the amount earned portion of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Except in the case of death or Total Disability, the portion of the LTC Award for with respect to which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Dateas soon as practicable after March 1, 2016.

Earning and Forfeiture of LTC Award. (a) The Participant can earn a specified percentage of the target amount of the LTC Award granted hereunder, equal to the product of (i) the target amount of the LTC Award set forth in the Award Summary, and (ii) the Relative TSR Performance Factor. (b) The Relative TSR Performance Factor shall be determined based on the percentile ranking of PepsiCo’s total shareholder return for the Performance Period relative to an index of peer companies selected by the Committee, calculated in accordance with the method established by the Committee and in accordance with a performance scale established by the Committee (“Relative TSR”). The Relative TSR Performance Factor shall be rounded to the second decimal. The Relative TSR Performance Factor for Relative TSR performance between the levels identified in the preceding sentence shall be determined by straight-line interpolation. (c) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall vest or become payable if Relative TSR is less than 25th percentile relative to the index of peer companies selected by the Committee pursuant to Paragraph B.3(b). (d) Notwithstanding the achievement of the performance target established under Paragraph B.3 (b) above, no LTC Award shall become payable in excess of the target amount of the LTC Award unless PepsiCo’s absolute total shareholder return for the Performance Period is greater than zero. Notwithstanding the level of performance achieved with respect to such performance measurePerformance Measure, the Committee has the discretion to reduce the amount of the LTC Award earned to reflect the level of performance achieved with respect to the performance targets established under Paragraphs B.3(b). The Committee’s right to exercise this discretion with respect to the amount of the LTC Award earned shall continue until the date on which the LTC Award is paid to the Participant. Any LTC Award not earned in accordance with this Paragraph B.3 shall be forfeited and cancelled. Except in the case of death or Total Disability, the LTC Award for which a Participant has satisfied the performance criteria will be payable in one payment on the LTC Payment Date.