48 unchanged sentences
We have adopted a written code of ethics that applies to our directors, officers and employees.
−Removed: We intend to post all required disclosures concerning any amendments to or waivers from, our code of ethics on our website to the extent permitted by Nasdaq.
+Added: We will post all required disclosures concerning any amendments to, or waivers from, our code of ethics on our website to the extent permitted by Nasdaq.
Our code of ethics can be found on our website, which is located at www.papajohns.com.
67 unchanged sentences
10.3* Employment Agreement between Papa John’s International, Inc.
−Removed: and Robert Lynch effective August 26, 2019.
−Removed: Exhibit 10.1 to our report on Form 8-K as filed on August 28, 2019 is incorporated herein by reference .
−Removed: 10.4* Amendment to Employment Agreement, dated April 7, 2022, by and between Papa John’s International, Inc.
−Removed: and Robert Lynch.
−Removed: Exhibit 10.1 to our Quarterly Report on Form 10-Q for the fiscal quarter ended March 27, 2022 is incorporated herein by reference.
−Removed: 10.5 Endorsement Agreement executed April 10, 2022, and effective March 15, 2022, by and among, on the one hand, ABG-Shaq, LLC, for the personal services of Shaquille O’Neal, and, on the other hand, Papa John’s Marketing Fund, Inc.
−Removed: and Papa John’s International, Inc.
−Removed: Exhibit 10.1 to our report on Form 8-K as filed on April 13, 2022 is incorporated herein by reference.
+Added: and Todd Penegor dated and effective July 31, 2024 (incorporated by reference to our Exhibit 10.1 to our Current Report on Form 8-K filed on August 5, 2024).
10.4 Amended and Restated Credit Agreement, dated September 14, 2021, among Papa John’s International, Inc., each of the guarantors and lenders party thereto, and JPMorgan Chase Bank, Inc., as administrative agent.
3 unchanged sentences
Exhibit 10.1 to our Annual Report on Form 10-K for the fiscal year ended December 30, 2012 is incorporated herein by reference .
−Removed: Number Description of Exhibit
10.6* Papa John’s International, Inc.
−Removed: Nonqualified Deferred Compensation Plan, as amended and restated effective October 28, 2021.
−Removed: Exhibit 10.3 to our Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2021 is incorporated herein by reference.
−Removed: 10.9* Papa John’s International, Inc.
−Removed: 2018 Omnibus Incentive Plan.
−Removed: Exhibit 4.1 to our report on Form 8-K as filed on May 8, 2018 is incorporated herein by reference .
+Added: Nonqualified Deferred Compensation Plan, as amended and restated, effective January 1, 2025.
+Added: Exhibit 10.1 to our Quarterly Report on Form 10-Q for the same fiscal quarter ended September 29, 2024 is incorporated herein by reference.
10.7* Papa John’s International, Inc.
1 unchanged sentence
Exhibit 4.1 to our report on Form 8-K as filed on May 8, 2018 is incorporated herein by reference .
+Added: Number Description of Exhibit
10.8* Papa John’s International, Inc.
1 unchanged sentence
Exhibit 10.1 to our report on Form 8-K filed on November 4, 2020 is incorporated herein by reference .
+Added: 10.9* Amendment No.
+Added: 1 to the Company’s Amended and Restated Change of Control Severance Plan, dated August 6, 2024 (incorporated by reference to our Exhibit 10.1 to our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024 filed on August 8, 2024).
10.10* Papa John’s International, Inc.
8 unchanged sentences
Exhibit 10.1 to our report on Form 8-K as filed on December 7, 2020 is incorporated herein by reference .
−Removed: 10.15 Share Repurchase Agreement by and among Papa John’s International, Inc.
−Removed: and the sellers listed on the schedule of sellers attached thereto.
−Removed: Exhibit 101 to our Current Report on Form 8-K as filed on March 2, 2023 is incorporated herein by reference.
10.13 Amendment No.
1 unchanged sentence
Exhibit 10.1 to our Quarterly Report on Form 10-Q for the fiscal quarter ended June 25, 2023 is incorporated herein by reference.
−Removed: 10.17 Amendment No.
−Removed: 1, effective as of August 1, 2023, to Endorsement Agreement dated as of March 15, 2022 by and among, on the one hand, ABG-Shaq, LLC, for the personal services of Shaquille O’Neal and, on the other hand, Papa John’s Marketing Fund, Inc.
−Removed: and Papa John’s International, Inc.
−Removed: Exhibit 10.1 to our Quarterly Report on Form 10-Q for the fiscal quarter ended September 24, 2023 is incorporated herein by reference.
+Added: 10.14* Form of Performance-Based Retention Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on July 19, 2024).
+Added: 10.15** Form of 2024 Restricted Stock Agreement under 2018 Omnibus Incentive Plan.
+Added: 10.16** Form of 2024 Performance-Based Restricted Stock Unit Agreement under 2018 Omnibus Incentive Plan.
+Added: 19** Insider Trading Policy
21** Subsidiaries of the Company .
4 unchanged sentences
Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 .
−Removed: Number Description of Exhibit
32.2** Section 906 Certification of Chief Financial Officer Pursuant to 18 U.S.C.
1 unchanged sentence
97.1 Compensation Clawback Policy.
+Added: Exhibit 97.1 to our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 is incorporated herein by reference.
+Added: Number Description of Exhibit
101 Financial statements from the Annual Report on Form 10-K of Papa John’s International, Inc.
3 unchanged sentences
_______________________________________________________
−Removed: * Compensatory plan required to be filed as an exhibit pursuant to Item 15(c) of Form 10-K.
+Added: * Compensatory plan required to be filed as an exhibit pursuant to Item 15(a) of Form 10-K.
** Filed herewith.
2 unchanged sentences
PAPA JOHN’S INTERNATIONAL, INC.
−Removed: /s/ Robert M.
President and Chief Executive Officer
4 unchanged sentences
Christopher L.
−Removed: /s/ Robert M.
−Removed: Lynch President and Chief Executive Officer February 29, 2024
−Removed: Lynch (Principal Executive Officer and Director)
−Removed: Thanawala Chief Financial Officer February 29, 2024
+Added: Penegor President and Chief Executive Officer February 27, 2025
+Added: Penegor (Principal Executive Officer and Director)
+Added: Thanawala Chief Financial Officer & EVP, International February 27, 2025
Thanawala (Principal Financial Officer and Principal Accounting Officer)
8 unchanged sentences
Miller Director February 27, 2025
−Removed: /s/ Shaquille R.
−Removed: O’Neal Director February 29, 2024
−Removed: /s/ Anthony M.
−Removed: Sanfilippo Director February 29, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.