3 unchanged sentences
Condensed Consolidated Balance Sheets
−Removed: (In thousands, except per share amounts) March 29,
+Added: (In thousands, except per share amounts) June 28,
2026 December 28,
24 unchanged sentences
Current portion of long-term debt 12,270 4,997
+Added: Liabilities held for sale 2,614 —
Total current liabilities 282,844 290,991
8 unchanged sentences
Common stock ($ 0.01 par value per share;
−Removed: issued 49,303 at March 29, 2026 and 49,303 at December 28, 2025)
+Added: issued 49,303 at June 28, 2026 and 49,303 at December 28, 2025)
Additional paid-in capital 455,708 457,112
1 unchanged sentence
Retained earnings 195,297 210,763
−Removed: Treasury stock ( 16,405 shares at March 29, 2026 and 16,502 shares at December 28, 2025, at cost)
+Added: Treasury stock ( 16,385 shares at June 28, 2026 and 16,502 shares at December 28, 2025, at cost)
( 1,098,835 ) ( 1,106,666 )
7 unchanged sentences
Condensed Consolidated Statements of Operations
−Removed: Three Months Ended
−Removed: (In thousands, except per share amounts) March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Six Months Ended
+Added: (In thousands, except per share amounts) June 28,
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Company-owned restaurant sales $ 142,182 $ 178,989 $ 285,316 $ 352,870
26 unchanged sentences
Condensed Consolidated Statements of Comprehensive Income
−Removed: Three Months Ended
−Removed: (In thousands) March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Six Months Ended
+Added: (In thousands) June 28,
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Net income $ 8,700 $ 9,671 $ 15,638 $ 19,014
2 unchanged sentences
Interest rate swaps (a)
+Added: 413 ( 555 ) 1,306 ( 463 )
Other comprehensive income (loss), before tax 307 1,975 823 3,165
10 unchanged sentences
___________________________________
−Removed: (a) Amounts reclassified out of accumulated other comprehensive loss into net interest expense include $ 22 and $( 56 ) for the three months ended March 29, 2026 and March 30, 2025, respectively.
−Removed: (b) The income tax benefit (expense) effects of amounts reclassified out of accumulated other comprehensive loss were $( 5 ) and $ 13 for the three months ended March 29, 2026 and March 30, 2025, respectively.
+Added: (a) Amounts reclassified out of accumulated other comprehensive loss into net interest expense include $ 13 and $ 35 for the three and six months ended June 28, 2026, respectively and $ 14 and $( 41 ) for the three and six months ended June 29, 2025, respectively.
+Added: (b) The income tax benefit (expense) effects of amounts reclassified out of accumulated other comprehensive loss were $( 3 ) and $( 8 ) for the three and six months ended June 28, 2026 and $( 4 ) and $ 9 for the three and six months ended June 29, 2025, respectively.
See accompanying notes.
13 unchanged sentences
For the three months ended
−Removed: March 29, 2026
+Added: June 28, 2026
+Added: Balance at March 29, 2026 32,898 $ 493 $ 453,945 $ ( 5,953 ) $ 202,601 $ ( 1,100,206 ) $ 10,685 $ ( 438,435 )
+Added: Net income (loss) (a)
+Added: — — — — 8,533 — 95 8,628
+Added: Other comprehensive income (loss), net of tax — — — 236 — — — 236
+Added: Dividends on common stock ($ 0.46 per share)
+Added: — — 16 — ( 15,837 ) — — ( 15,821 )
+Added: Exercise of stock options — — — — — — — —
+Added: Stock-based compensation expense — — 3,057 — — — — 3,057
+Added: Issuance of restricted stock 22 — ( 1,068 ) — — 1,070 — 2
+Added: Tax effect of restricted stock awards ( 7 ) — ( 205 ) — — — — ( 205 )
+Added: Distributions to noncontrolling interests — — — — — — — —
+Added: Other 5 — ( 37 ) — — 301 — 264
+Added: Balance at June 28, 2026 32,918 $ 493 $ 455,708 $ ( 5,717 ) $ 195,297 $ ( 1,098,835 ) $ 10,780 $ ( 442,274 )
+Added: For the six months ended
+Added: June 28, 2026
Balance at December 28, 2025 32,801 $ 493 $ 457,112 $ ( 6,452 ) $ 210,763 $ ( 1,106,666 ) $ 11,084 $ ( 433,666 )
10 unchanged sentences
Other 15 — ( 439 ) — — 948 — 509
−Removed: Balance at March 29, 2026 32,898 $ 493 $ 453,945 $ ( 5,953 ) $ 202,601 $ ( 1,100,206 ) $ 10,685 $ ( 438,435 )
−Removed: (a) Net income to the Company for the three months ended March 29, 2026 excludes $ 65 allocable to the redeemable noncontrolling interests for our joint venture arrangements.
−Removed: (b) At March 29, 2026, the accumulated other comprehensive loss of $ 5,953 was comprised of net unrealized foreign currency translation loss of $ 6,015 and net unrealized gain on the interest rate swap agreements of $ 62 .
+Added: Balance at June 28, 2026 32,918 $ 493 $ 455,708 $ ( 5,717 ) $ 195,297 $ ( 1,098,835 ) $ 10,780 $ ( 442,274 )
+Added: (a) Net income to the Company for the three and six months ended June 28, 2026 excludes $ 72 and $ 137 allocable to the redeemable noncontrolling interests for our joint venture arrangements.
+Added: (b) At June 28, 2026, the accumulated other comprehensive loss of $ 5,717 was comprised of net unrealized foreign currency translation loss of $ 6,096 and net unrealized gain on the interest rate swap agreements of $ 379 .
See accompanying notes.
13 unchanged sentences
For the three months ended
−Removed: March 30, 2025
+Added: June 29, 2025
+Added: Balance at March 30, 2025 32,728 $ 493 $ 449,625 $ ( 7,540 ) $ 235,794 $ ( 1,110,306 ) $ 15,125 $ ( 416,809 )
+Added: Net income (loss) (a)
+Added: — — — — 9,531 — 118 9,649
+Added: Other comprehensive income (loss), net of tax — — — 1,573 — — — 1,573
+Added: Dividends on common stock ($ 0.46 per share)
+Added: — — 24 — ( 15,457 ) — — ( 15,433 )
+Added: Exercise of stock options 9 — 397 — — — — 397
+Added: Stock-based compensation expense — — 3,824 — — — — 3,824
+Added: Issuance of restricted stock 7 — ( 391 ) — — 376 — ( 15 )
+Added: Tax effect of restricted stock awards ( 3 ) — ( 88 ) — — — — ( 88 )
+Added: Distributions to noncontrolling interests — — — — — — — —
+Added: Other 12 — ( 604 ) — — 752 — 148
+Added: Balance at June 29, 2025 32,753 $ 493 $ 452,787 $ ( 5,967 ) $ 229,868 $ ( 1,109,178 ) $ 15,243 $ ( 416,754 )
+Added: For the six months ended
+Added: June 29, 2025
Balance at December 29, 2024 32,646 $ 493 $ 452,449 $ ( 8,456 ) $ 241,717 $ ( 1,115,729 ) $ 15,310 $ ( 414,216 )
10 unchanged sentences
Other 15 — ( 791 ) — — 960 — 169
−Removed: Balance at March 30, 2025 32,728 $ 493 $ 449,625 $ ( 7,540 ) $ 235,794 $ ( 1,110,306 ) $ 15,125 $ ( 416,809 )
−Removed: (a) Net income to the Company for the three months ended March 30, 2025 excludes $ 30 allocable to the redeemable noncontrolling interests for our joint venture arrangements.
−Removed: (b) At March 30, 2025, the accumulated other comprehensive loss of $ 7,540 was comprised of net unrealized foreign currency translation loss of $ 7,486 and net unrealized loss on the interest rate swap agreements of $ 54 .
+Added: Balance at June 29, 2025 32,753 $ 493 $ 452,787 $ ( 5,967 ) $ 229,868 $ ( 1,109,178 ) $ 15,243 $ ( 416,754 )
+Added: (a) Net income to the Company for the three and six months ended June 29, 2025 excludes $ 22 and $ 52 allocable to the redeemable noncontrolling interests for our joint venture arrangements.
+Added: (b) At June 29, 2025, the accumulated other comprehensive loss of $ 5,967 was comprised of net unrealized foreign currency translation loss of $ 5,485 and net unrealized loss on the interest rate swap agreements of $ 482 .
See accompanying notes.
2 unchanged sentences
Condensed Consolidated Statements of Cash Flows
−Removed: Three Months Ended
−Removed: (In thousands) March 29,
−Removed: 2026 March 30,
+Added: Six Months Ended
+Added: (In thousands) June 28,
+Added: 2026 June 29,
Operating activities
5 unchanged sentences
Stock-based compensation expense 7,466 7,493
−Removed: Refranchising gain ( 1,035 ) —
+Added: Refranchising and impairment (gain) loss ( 1,035 ) 1,693
Loss on disposal of property and equipment 729 2,576
17 unchanged sentences
Repayments of notes issued 1,256 4,534
−Removed: Proceeds from the sale of property and equipment 3,529 —
+Added: Proceeds from dispositions and refranchising, net of cash transferred 4,295 —
Proceeds from investments 3,232 4,739
−Removed: Other — ( 569 )
Net cash used in investing activities ( 17,944 ) ( 19,389 )
3 unchanged sentences
Debt issuance costs — ( 3,223 )
+Added: Proceeds from exercise of stock options — 397
Dividends paid to common stockholders ( 30,864 ) ( 30,493 )
3 unchanged sentences
Other 231 ( 55 )
−Removed: Net cash provided by (used in) financing activities 181 ( 18,567 )
+Added: Net cash used in financing activities ( 26,148 ) ( 52,751 )
Effect of exchange rate changes on cash, cash equivalents, and restricted cash ( 196 ) 641
6 unchanged sentences
Notes to Condensed Consolidated Financial Statements (Unaudited)
−Removed: March 29, 2026
+Added: June 28, 2026
Basis of Presentation
3 unchanged sentences
In the opinion of management, all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation have been included.
−Removed: Operating results for the three months ended March 29, 2026 are not necessarily indicative of the results that may be expected for the fiscal year ending December 27, 2026.
+Added: Operating results for the three and six months ended June 28, 2026 are not necessarily indicative of the results that may be expected for the fiscal year ending December 27, 2026.
For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Annual Report on Form 10-K for Papa John’s International, Inc.
18 unchanged sentences
Noncontrolling Interests
−Removed: Papa Johns has joint venture arrangements in which there are noncontrolling interests held by third parties that includ ed 13 and 98 restaurants at March 29, 2026 and March 30, 2025, respectively.
+Added: Papa Johns has joint venture arrangements in which there are noncontrolling interests held by third parties that includ ed 13 and 98 restaurants at June 28, 2026 and June 29, 2025, respectively.
Consolidated net income is required to be reported separately at amounts attributable to both the Company and the noncontrolling interests held by third parties.
−Removed: Net income (loss) attributable to these joint ventures for the three months ended March 29, 2026 and March 30, 2025 was as follows:
−Removed: Three Months Ended
−Removed: (In thousands) March 29,
−Removed: 2026 March 30,
+Added: Net income (loss) attributable to these joint ventures for the three and six months ended June 28, 2026 and June 29, 2025 was as follows:
+Added: Three Months Ended Six Months Ended
+Added: (In thousands) June 28,
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Papa John’s International, Inc.
15 unchanged sentences
Discrete items are recorded in the quarter in which they occur.
−Removed: Our effective income tax rate was 37.4 % for the three months ended March 29, 2026 as compared to 32.7 % for the prior year comparable period.
−Removed: The higher effective tax rate during the three months ended March 29, 2026 was primarily due to a shift in income between jurisdictions and tax shortfall generated by vesting of restricted shares.
+Added: Our effective income tax rate was 36.4 % and 36.8 % for the three and six months ended June 28, 2026, respectively, as compared to 30.5 % and 31.6 % for the prior year comparable periods, respectively.
+Added: The higher effective tax rates during the three and six months ended June 28, 2026 were primarily due to a shift in income between jurisdictions, tax shortfall generated by vesting of restricted shares, and lower projected income tax credits.
Deferred tax assets and liabilities are determined based on differences between financial reporting and tax basis of assets and liabilities and are measured using enacted tax rates and laws that are expected to be in effect when the differences reverse.
16 unchanged sentences
accordingly, the fair values presented do not necessarily indicate what the Company or its debtholders could realize in a current market exchange.
−Removed: Our financial assets and liabilities that were measured at fair value on a recurring basis as of March 29, 2026 and December 28, 2025 are as follows:
+Added: Our financial assets and liabilities that were measured at fair value on a recurring basis as of June 28, 2026 and December 28, 2025 are as follows:
Fair Value Measurements
1 unchanged sentence
Value Level 1 Level 2 Level 3
−Removed: March 29, 2026
+Added: June 28, 2026
Financial assets:
3 unchanged sentences
$ 499 $ — $ 499 $ —
−Removed: Financial liabilities:
−Removed: Interest rate swaps (b)
−Removed: $ 80 $ — $ 80 $ —
December 28, 2025
10 unchanged sentences
Debt” for further discussion.
−Removed: There were no transfers among levels within the fair value hierarchy during the three months ended March 29, 2026 or fiscal year 2025.
+Added: There were no transfers among levels within the fair value hierarchy during the three and six months ended June 28, 2026 or fiscal year 2025.
The fair value of certain assets and liabilities approximates carrying value because of the short-term nature of the accounts, including cash and cash equivalents, accounts receivable, net of allowances, and accounts payable.
1 unchanged sentence
The Company’s revolving credit facilities and term loan borrowings under the Company’s credit agreement approximate carrying value due to their variable market-based interest rate.
−Removed: The Company’s 3.875 % senior notes are classified as a Level 2 fair value measurement since the Company estimates the fair value by using recent trading transactions, and have the following estimated fair values and carrying values (excluding the impact of unamortized debt issuance costs) as of March 29, 2026 and December 28, 2025:
−Removed: March 29, 2026 December 28, 2025
+Added: The Company’s 3.875 % senior notes are classified as a Level 2 fair value measurement since the Company estimates the fair value by using recent trading transactions, and have the following estimated fair values and carrying values (excluding the impact of unamortized debt issuance costs) as of June 28, 2026 and December 28, 2025:
+Added: June 28, 2026 December 28, 2025
(In thousands) Carrying
11 unchanged sentences
Write-offs charged against the allowance ( 1,516 ) ( 575 )
−Removed: Balance at March 29, 2026 $ 12,172 $ 17,123
+Added: Balance at June 28, 2026 $ 14,300 $ 17,167
Impairment of Long-lived Assets
4 unchanged sentences
In situations in which no impairment indicators are identified at the applicable asset‑group level, but certain assets within the asset group are expected to be used for a shorter period than previously estimated, the Company revises the remaining useful lives of those assets and prospectively records accelerated depreciation over the shortened period.
+Added: During the three months ended June 28, 2026, we incurred approximately $ 0.9 million of accelerated depreciation expense, primarily related to the planned retirement of our current point-of-sale system and investments in our omnichannel experience, which required revisions to the useful lives of certain legacy technology assets.
+Added: We also incurred $ 0.7 million of accelerated depreciation expense related to the closure or approved closure of 25 Company-owned restaurants under our Enterprise Transformation Plan (as defined and discussed in further detail in “Note 9.
+Added: Restructuring”).
Tornado Impact
During the first quarter of 2025, a tornado caused real and personal property damage to the Company’s leased Quality Control Center (“QC Center”) in Grand Prairie, Texas.
−Removed: The Company recorded pre-tax expenses of $ 0.9 million during the three months ended March 30, 2025, related to these damages, which primarily reflect operating lease right-of-use asset impairment charges related to the leased property offset by expected property-related insurance proceeds.
+Added: The Company recorded pre-tax expenses of $ 0.9 million during the six months ended June 29, 2025, related to these damages, which primarily reflect operating lease right-of-use asset impairment charges related to the leased property offset by expected property-related insurance proceeds.
Additionally, during the second quarter of 2025, a tornado caused real and personal property damage to the Company’s restaurant support center and QC Center in Louisville, Kentucky.
−Removed: The Company recorded asset impairment charges of $ 2.7 million and incurred additional operating expenses of $ 1.7 million during the year ended December 28, 2025, for which we recorded an anticipated insurance recovery as we believe such losses are probable of recovery under our insurance policy.
+Added: The Company recorded asset impairment charges of $ 2.7 million and incurred additional operating expenses of $ 1.5 million during the three months ended June 29, 2025, for which we recorded an anticipated insurance recovery as we believe such losses are probable of recovery under our insurance policy.
Expenses incurred and the related anticipated insurance proceeds were recorded within General and administrative expenses in the Condensed Consolidated Statements of Operations.
−Removed: The Company received $ 1.0 million of insurance proceeds related to the two incidents during the three months ended March 29, 2026, of which $ 0.9 million were classified as cash inflows from investing activities and $ 0.1 million were classified as cash inflows from operating activities within the Condensed Consolidated Statements of Cash Flows based on the nature of the underlying losses and expected usage of the proceeds.
−Removed: To the extent that proceeds received from our insurer in future periods exceed losses recognized in the financial statements, we may record income within our Condensed Consolidated Statements of Operations once such insurance proceeds are realized or realizable.
+Added: The Company received $ 1.0 million and $ 3.5 million of insurance proceeds related to the two incidents during the six months ended June 28, 2026 and June 29, 2025, respectively.
+Added: For the six months ended June 28, 2026, $ 0.9 million of these proceeds were classified as cash inflows from investing activities and $ 0.1 million were classified as cash inflows from operating activities.
+Added: For the six months ended June 29, 2025, $ 2.9 million of the proceeds were classified as cash inflows from investing activities and $ 0.6 million were classified as cash inflows from operating activities.
+Added: These amounts were presented in the Condensed Consolidated Statements of Cash Flows based on the nature of the underlying losses and expected use of the proceeds.
+Added: To the extent that proceeds received from our insurer in future periods exceed losses recognized in the financial statements, we may record income within our Condensed Consolidated Statements of
+Added: Operations once such insurance proceeds are realized or realizable.
Neither of the tornadoes had a significant impact on our operations, as our other QC Centers were able to ensure that restaurants were adequately supplied.
5 unchanged sentences
The amendments are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027.
−Removed: Early adoption is permitted and the standard may be applied either
−Removed: prospectively or retrospectively.
+Added: Early adoption is permitted and the standard may be applied either prospectively or retrospectively.
The Company is in the process of assessing the impact of the new standard, including an evaluation of the Company’s financial systems and availability of data to meet the requirements.
8 unchanged sentences
The Company subleases certain retail space to our franchisees in the UK, which are primarily operating leases.
−Removed: At March 29, 2026, we leased and subleased approximately 335 Papa Johns restaurants to franchisees in the UK.
+Added: At June 28, 2026, we leased and subleased approximately 325 Papa Johns restaurants to franchisees in the UK.
The initial lease terms on the franchised sites in the UK are generally 15 years.
2 unchanged sentences
Rental income, primarily derived from properties leased and subleased to franchisees in the UK, is recognized on a straight-line basis over the respective operating lease terms.
−Removed: The Company recognized total sublease income of $ 2.8 million and $ 2.6 million for the three months ended March 29, 2026 and March 30, 2025, respectively, within Other revenues in the Condensed Consolidated Statements of Operations.
+Added: The Company recognized total sublease income of $ 2.7 million and $ 5.5 million for the three and six months ended June 28, 2026, respectively, and $ 2.8 million and $ 5.4 million for the three and six months ended June 29, 2025, respectively, within Other revenues in the Condensed Consolidated Statements of Operations.
Lease Guarantees
1 unchanged sentence
These leases have varying terms, the latest of which expires in 2040.
−Removed: As of March 29, 2026, the estimated maximum amount of undiscounted payments the Company could be required to make in the event of nonpayment by the primary lessees was $ 11.4 million.
+Added: As of June 28, 2026, the estimated maximum amount of undiscounted payments the Company could be required to make in the event of nonpayment by the primary lessees was approximately $ 10.6 million.
This contingent liability is not included in the Condensed Consolidated Balance Sheets as it is not probable to occur.
2 unchanged sentences
Supplemental cash flow information related to leases for the periods reported is as follows:
−Removed: Three Months Ended
−Removed: (In thousands) March 29, 2026 March 30, 2025
+Added: Six Months Ended
+Added: (In thousands) June 28, 2026 June 29, 2025
Cash paid for amounts included in the measurement of lease liabilities:
2 unchanged sentences
Operating cash flows from operating leases (a)
+Added: 18,807 21,112
Right-of-use assets obtained in exchange for new finance lease liabilities 2,291 15,738
5 unchanged sentences
PJMF collects a percentage of revenues from Company-owned and franchised restaurants in the United States for the purpose of designing and administering advertising and promotional programs for all participating Domestic restaurants.
−Removed: Contributions and expenditures are reported on a gross basis in the Condensed Consolidated Statements of Operations
−Removed: within Advertising funds revenue and Advertising funds expense, respectively.
+Added: Contributions and expenditures are reported on a gross basis in the Condensed Consolidated Statements of Operations within Advertising funds revenue and Advertising funds expense, respectively.
PJMF also has a wholly-owned subsidiary, Papa Card, Inc., which administers the Company’s gift card programs.
The assets and liabilities of PJMF, which are utilized solely for the Company’s advertising and promotional programs, were as follows in the Condensed Consolidated Balance Sheets:
−Removed: (In thousands) March 29,
+Added: (In thousands) June 28,
2026 December 28,
18 unchanged sentences
Our contract liabilities primarily relate to franchise fees, unredeemed gift card liabilities, and loyalty program obligations, which we classify within Current deferred revenue and Deferred revenue on the Condensed Consolidated Balance Sheets.
−Removed: During the three months ended March 29, 2026 and March 30, 2025, the Company recognized $ 9.5 million and $ 9.7 million in revenue, respectively, related to deferred revenue.
+Added: The Company recognized deferred revenue of $ 7.6 million and $ 17.1 million during the three and six months ended June 28, 2026, respectively, and $ 7.9 million and $ 17.7 million during the three and six months ended June 29, 2025, respectively.
The following table includes a breakout of contract liability balances:
−Removed: (In thousands) March 29, 2026 December 28, 2025 Change
+Added: (In thousands) June 28, 2026 December 28, 2025 Change
Unearned franchise fees and royalties $ 18,292 $ 19,678 $ ( 1,386 )
4 unchanged sentences
Equipment incentives are related to the future value of commissary revenue the Company will receive over the term of the incentive agreement.
−Removed: Contract assets were approximately $ 16.7 million and $ 19.1 million, respectively, at March 29, 2026 and December 28, 2025.
−Removed: Revenue was reduced by approximately $ 1.8 million and $ 1.5 million for the three months ended March 29, 2026 and March 30, 2025, respectively, for the amortization of contract assets over the applicable contract terms.
+Added: Contract assets were approximately $ 15.1 million and $ 19.1 million at June 28, 2026 and December 28, 2025, respectively.
+Added: Revenue was reduced by approximately $ 1.8 million and $ 3.5 million for the three and six months ended June 28, 2026, respectively, and approximately $ 1.9 million and $ 3.5 million for the three and six months ended June 29, 2025, respectively, for the amortization of contract assets over the applicable contract terms.
Contract assets are included in Prepaid expenses and other current assets and Other assets on the Condensed Consolidated Balance Sheets.
4 unchanged sentences
Unearned franchise fees and royalties $ 3,040 $ 2,712 $ 2,490 $ 2,284 $ 2,085 $ 2,981 $ 15,592
−Removed: At March 29, 2026, approximately $ 2.7 million of area development fees related to unopened restaurants and International unearned franchise fees are included in Deferred revenue.
+Added: At June 28, 2026, approximately $ 2.7 million of area development fees related to unopened restaurants and International unearned franchise fees were included in Deferred revenue.
Timing of revenue recognition is dependent upon the timing of restaurant openings and franchisees’ revenues.
2 unchanged sentences
Shares Authorized and Outstanding
−Removed: The Company has authorized 100.0 million shares of common stock as of March 29, 2026 and December 28, 2025.
−Removed: The Company’s outstanding shares of common stock, net of repurchased shares of common stock held as treasury stock, were 32.9 million shares at March 29, 2026, compared to 32.8 million shares at December 28, 2025.
+Added: The Company has authorized 100.0 million shares of common stock as of June 28, 2026 and December 28, 2025.
+Added: The Company’s outstanding shares of common stock, net of repurchased shares of common stock held as treasury stock, were 32.9 million shares at June 28, 2026, compared to 32.8 million shares at December 28, 2025.
Share Repurchase Program
On October 28, 2021, our Board of Directors approved a share repurchase program with an indefinite duration for up to $ 425.0 million of the Company’s common stock.
−Removed: There was no share repurchase activity during the three months ended March 29, 2026 or March 30, 2025.
−Removed: Approximately $ 90.2 million remained available under the Company’s share repurchase program as of March 29, 2026.
+Added: There was no share repurchase activity during the three and six months ended June 28, 2026 or June 29, 2025.
+Added: Approximately $ 90.2 million remained available under the Company’s share repurchase program as of June 28, 2026.
The timing and volume of share repurchases under the Company’s share repurchase program may be executed at the discretion of management on an opportunistic basis, subject to market and business conditions, regulatory requirements and other factors, or pursuant to trading plans or other arrangements.
1 unchanged sentence
Repurchases under the Company’s share repurchase program may be commenced or suspended from time to time at the Company’s discretion without prior notice.
−Removed: Funding for the share repurchase program will be provided through our credit facility, operating cash flow and cash and cash equivalents.
−Removed: The Company paid aggregate cash dividends of approximately $ 15.3 million ($ 0.46 per share) for the three months ended March 29, 2026.
−Removed: On May 5, 2026, our Board of Directors declared a second quarter dividend of $ 0.46 per common share (approximately $ 15.6 million in the aggregate), which will be paid on May 29, 2026 to stockholders of record as of the close of business on May 18, 2026.
+Added: Funding for the share repurchase program will be provided through our credit facility, cash generated by operations and from asset sales, and cash and cash equivalents.
+Added: Beginning with our third quarter dividend in August 2026, the Company’s Board of Directors voted to suspend the quarterly dividend.
The declaration and payment of any future dividends will be at the discretion of our Board of Directors.
+Added: The Company paid aggregate cash dividends of approximately $ 30.9 million ($ 0.92 per share) for the six months ended June 28, 2026.
Earnings per Share
3 unchanged sentences
Under the two-class method, total dividends provided to the holders of participating securities are subtracted from net income attributable to the Company to determine net income attributable to common shareholders.
−Removed: The Company may, at its sole discretion, require any dividends
−Removed: paid on the unvested restricted stock awards to be paid in shares rather than in cash, which could then be forfeited if the employee forfeits the underlying awards.
+Added: The Company may, at its sole discretion, require any dividends paid on the unvested restricted stock awards to be paid in shares rather than in cash, which could then be forfeited if the employee forfeits the underlying awards.
Basic earnings per common share are computed by dividing net income attributable to common shareholders by the weighted-average common shares outstanding.
1 unchanged sentence
Diluted weighted average common shares outstanding consist of basic weighted average common shares outstanding plus weighted average awards outstanding under our equity compensation plans, which are dilutive securities.
−Removed: The calculations of basic and diluted earnings per common share are as follows (in thousands, except per share data):
−Removed: Three Months Ended
−Removed: 2026 March 30,
+Added: The calculations of basic and diluted earnings per common share are as follows:
+Added: Three Months Ended Six Months Ended
+Added: (In thousands, except per share data) June 28,
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Calculation of net income attributable to common shareholders
8 unchanged sentences
Dilutive effect of outstanding equity awards (a)
+Added: 105 120 89 124
Diluted weighted average common shares outstanding 33,129 32,969 33,069 32,932
1 unchanged sentence
___________________________________
−Removed: (a) Excludes 282,493 and 219,417 shares underlying equity awards for the three months ended March 29, 2026 and March 30, 2025, respectively, as the effect of including such awards would have been anti-dilutive.
−Removed: Long-term debt, net, consists of the following (in thousands):
+Added: (a) Excludes 317,000 and 269,000 shares underlying equity awards for the three and six months ended June 28, 2026, respectively, and 294,000 and 257,000 shares underlying equity awards for the three and six months ended June 29, 2025, respectively, as the effect of including such awards would have been anti-dilutive.
+Added: Long-term debt, net, consists of the following:
+Added: (In thousands) June 28,
2026 December 28,
1 unchanged sentence
Term loan 200,000 200,000
−Removed: Revolving facilities 141,609 122,257
+Added: Revolving facilities (a)
+Added: 133,515 122,257
Outstanding debt $ 733,515 $ 722,257
2 unchanged sentences
Total long-term debt, net $ 715,218 $ 710,436
+Added: ___________________________________
+Added: (a) Revolving facilities as of June 28, 2026 includes $ 2.3 million outstanding under the PJMF Revolving Facility as defined and discussed below.
On September 14, 2021, the Company issued $ 400.0 million of 3.875 % Senior Notes (the “Notes”) which mature on September 15, 2029.
4 unchanged sentences
The Second Amended and Restated Credit Agreement provides for a senior secured term loan in a principal amount of $ 200.0 million (the “Term Loan”) and a senior secured revolving credit facility in an aggregate available principal amount of $ 600.0 million (the “PJI Revolving Facility” together with the Term Loan, the “PJI Credit Facilities”), of which up to $ 40.0 million is available as swingline loans and up to $ 80.0 million is available as letters of credit.
−Removed: The PJI Credit Facilities will mature on March 26, 2030 (the “Maturity Date”) with term loans amortizing in quarterly installments commencing on June 30, 2026 in amounts as set forth in the Second Amended and Restated Credit Agreement and the unpaid balance maturing on the Maturity Date.
−Removed: The remaining availability under the PJI Revolving Facility was approximately $ 458.7 million as of March 29, 2026.
+Added: The PJI Credit Facilities will mature on March 26, 2030 (the “Maturity Date”) with term loans amortizing in quarterly installments that commenced on June 30, 2026 in amounts as set forth in the Second Amended and Restated Credit Agreement and the unpaid balance maturing on the Maturity Date.
+Added: The remaining availability under the PJI Revolving Facility was approximately $ 468.7 million as of June 28, 2026.
PJMF Revolving Facility
3 unchanged sentences
The borrowings under the PJMF Revolving Facility accrue interest at a variable rate of a one month SOFR plus 1.975 %.
−Removed: As of March 29, 2026, the principal amount of debt outstanding under the PJMF Revolving Facility was approximately $ 0.3 million and was classified as Current portion of long-term debt in the Condensed Consolidated Balance Sheets.
+Added: As of June 28, 2026, the principal amount of debt outstanding under the PJMF Revolving Facility was approximately $ 2.3 million and was classified as Current portion of long-term debt in the Condensed Consolidated Balance Sheets.
The PJMF operating results and the related debt outstanding do not impact the financial covenants under the Company’s Second Amended and Restated Credit Agreement.
1 unchanged sentence
The Company has historically entered into interest rate swaps with the objective of mitigating the Company’s exposure to the impact of interest rate changes associated with our variable rate debt under the PJI Credit Facilities.
−Removed: As of March 29, 2026, we had the following interest rate swap agreements:
+Added: As of June 28, 2026, we had the following interest rate swap agreements:
Effective Dates Floating Rate Debt Fixed Rates
23 unchanged sentences
Interest rate swaps for the three months ended:
−Removed: March 29, 2026 $ 686 Interest expense $ 22 $ ( 9,683 )
−Removed: March 30, 2025 $ 71 Interest expense $ ( 56 ) $ ( 10,079 )
−Removed: Net interest paid, including payments made or received under the swaps, was $ 12.7 million and $ 17.6 million for the three months ended March 29, 2026 and March 30, 2025, respectively.
+Added: June 28, 2026 $ 317 Interest expense $ 13 $ ( 9,516 )
+Added: June 29, 2025 $ ( 429 ) Interest expense $ 14 $ ( 10,584 )
+Added: Interest rate swaps for the six months ended:
+Added: June 28, 2026 $ 1,003 Interest expense $ 35 $ ( 19,199 )
+Added: June 29, 2025 $ ( 358 ) Interest expense $ ( 41 ) $ ( 20,663 )
+Added: Net interest paid, including payments made or received under the swaps, was $ 5.1 million and $ 17.8 million for the three and six months ended June 28, 2026, respectively, and $ 5.6 million and $ 23.2 million for the three and six months ended June 29, 2025, respectively.
Restructuring
2 unchanged sentences
In February 2026, the Company’s Board of Directors approved the second phase of the Enterprise Transformation Plan, which focuses on optimizing our restaurant portfolio and improving restaurant-level profitability in the Domestic market.
−Removed: During the quarter ended March 29, 2026, the Company closed 44 restaurants across North America as part of the ongoing assessment of our restaurant portfolio, of which five were Company-owned.
−Removed: We are continuing to evaluate our Domestic restaurant portfolio, which we anticipate will result in additional strategic restaurant closures.
−Removed: In connection with the foregoing approved initiatives, the Company incurred restructuring related costs of $ 4.3 million during the three months ended March 29, 2026 primarily related to professional services, a loss on sale related to the completed sale of the building occupied by our former print and promotions business in Louisville, Kentucky which did not support our core operations, as well as losses on disposal of equipment associated with the closed Company-owned restaurants mentioned above.
−Removed: These costs were included in General and administrative expenses in the Condensed Consolidated Statements of Operations primarily within Unallocated corporate expenses.
−Removed: The following table summarizes restructuring costs related to the Enterprise Transformation Plan recorded for the quarter ended March 29, 2026:
−Removed: (In thousands) March 29,
+Added: During the six months ended June 28, 2026, the Company closed 101 restaurants across North America as part of the ongoing assessment of our restaurant portfolio, of which eight were Company-owned.
+Added: As of June 28, 2026, the Company had approved the closure of 17 additional Company-owned restaurants, most of which we expect to close by the end of 2026.
+Added: We are continuing to evaluate our Domestic restaurant portfolio, which we anticipate will result in additional strategic restaurant closures and restructuring charges, although the amounts and nature of future expenses relating to any actions yet to be determined or approved by management or our Board of Directors are currently not estimable.
+Added: In connection with the foregoing approved initiatives, the Company incurred restructuring related costs of $ 4.4 million and $ 8.7 million during the three and six months ended June 28, 2026, respectively, primarily related to professional services, accelerated depreciation expense and other costs associated with the closure or approved closure of restaurants mentioned above, and a loss on sale related to the completed sale of the building occupied by our former print and promotions business in Louisville, Kentucky which did not support our core operations.
+Added: These costs were included primarily within General and administrative expenses in the Condensed Consolidated Statements of Operations and primarily within Unallocated corporate expenses.
+Added: The following table summarizes restructuring costs related to the Enterprise Transformation Plan recorded for the three and six months ended June 28, 2026:
+Added: Three Months Ended Six Months Ended
+Added: (In thousands) June 28,
+Added: 2026 June 28,
Professional services and other related costs $ 3,072 $ 6,605
+Added: Accelerated depreciation expense 689 689
Loss on disposal of property and equipment — 631
+Added: Other closure related costs 365 365
Total Enterprise Transformation Plan costs $ 4,126 $ 8,290
6 unchanged sentences
Payments ( 3,025 ) ( 5,298 ) ( 8,323 )
−Removed: Balance as of March 29, 2026 $ 3,637 $ 2,126 $ 5,763
+Added: Balance as of June 28, 2026 $ 2,364 $ 2,687 $ 5,051
The Company has incurred total restructuring related costs of $ 16.4 million since commencement of the Enterprise Transformation Plan.
5 unchanged sentences
Since inception of the International Transformation Plan, the Company incurred total restructuring related costs of $ 34.4 million, all of which was recognized within General and administrative expenses in the Condensed Consolidated Statements of Operations within our International segment.
−Removed: During the three months ended March 30, 2025, the Company recorded total costs of $ 2.1 million related to the International Transformation Plan.
−Removed: These costs consisted primarily of $ 1.4 million related to professional services and other related costs and $ 1.1 million related to losses on franchisee notes receivable, partially offset by a $ 0.4 million reduction related to lease terminations and other lease related costs.
−Removed: No expenses were recorded during the three months ended March 29, 2026.
+Added: During the three and six months ended June 29, 2025, the Company recorded total costs of $ 2.5 million and $ 4.6 million, respectively, related to the International Transformation Plan.
+Added: These costs consisted primarily of professional services and other related costs and losses on franchisee notes receivable.
+Added: No expenses were recorded during the three and six months ended June 28, 2026.
Litigation, Commitments and Contingencies
7 unchanged sentences
The settlement amount was recorded in General and administrative expenses in the Condensed Consolidated Statements of Operations in 2022.
−Removed: The District Court granted preliminary approval of the proposed settlement on August 2, 2025, and the Company made an initial payment of $ 2.5 million on September 5, 2025 towards the settlement with $ 2.5 million remaining accrued within Accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets as of March 29, 2026.
+Added: The District Court granted preliminary approval of the proposed settlement on August 2, 2025, and the Company made an initial payment of $ 2.5 million on September 5, 2025 towards the settlement with $ 2.5 million remaining accrued within Accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets as of June 28, 2026.
The proposed settlement contains certain customary contingencies and is subject to final approval by the District Court.
The Company continues to deny any liability or wrongdoing in this matter.
+Added: is a personal injury action arising from a 2021 automobile accident involving a delivery driver employed by one of the Company’s franchisees in the state of Florida.
+Added: The Company’s franchisor entity, Papa John’s Franchising, LLC, is named as a defendant in the action under a theory of vicarious liability.
+Added: In May 2026, a jury returned an adverse verdict on liability against the Company’s franchisor entity;
+Added: however, no damages have been awarded, and a separate damages trial is currently expected to occur in 2027.
+Added: The Company believes there are substantial grounds to challenge the verdict and intends to continue vigorously defending the matter.
+Added: Due to the current procedural posture of the case, the absence of a damages award, and uncertainty regarding the application of franchisor-liability principles, the Company is unable to reasonably estimate the possible loss or range of loss at this time.
+Added: The Company continues to deny liability or wrongdoing in this matter.
In the first quarter of 2026, the Company entered into a multi-year agreement for point‑of‑sale and restaurant operations software services which will expire on December 23, 2034, with a one year extension option.
2 unchanged sentences
These amounts are expected to be largely recovered through technology fees charged to our franchisees over the term of the agreement.
−Removed: As of March 29, 2026, the Company had not incurred any amounts related to these provisions.
+Added: As of June 28, 2026, the Company had not incurred any amounts related to these provisions.
Refer to Note 18 of the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 28, 2025 for additional information on our commitments and contingencies.
+Added: Sale of Orlando Restaurants
+Added: On June 13, 2026, the Company entered into an asset purchase agreement (the “Purchase Agreement”) to refranchise 28 Domestic Company-owned restaurants located in the Orlando metropolitan area.
+Added: The total sale price for the restaurants was approximately $ 10.8 million, which does not include transaction costs and is subject to customary post-closing adjustments under the terms of the Purchase Agreement.
+Added: The sale is expected to close during the third quarter of 2026, at which point the restaurants will convert to franchised locations.
+Added: The assets and liabilities associated with the restaurants to be sold are classified as held for sale in the Condensed Consolidated Balance Sheets as of June 28, 2026.
+Added: (In thousands) June 28,
+Added: Current assets $ 183
+Added: Property and equipment, net 5,563
+Added: Operating lease right-of-use assets, net 2,287
+Added: Goodwill 2,397
+Added: Assets held for sale $ 10,430
+Added: Current deferred revenue $ 106
+Added: Current operating lease liabilities 743
+Added: Long-term operating lease liabilities 1,765
+Added: Liabilities held for sale $ 2,614
+Added: Upon closing of the sale, the Company currently expects to recognize an estimated pre-tax gain on sale between $ 1.0 million and $ 3.0 million, which is net of estimated transaction costs and subject to change based on settlement of certain post-closing adjustments.
+Added: This estimate is preliminary and subject to change based on settlement of certain post-closing adjustments.
2025 Refranchising Transaction
1 unchanged sentence
Colonel’s Limited, LLC also entered into a Master Service Agreement effective November 24, 2025 with the Buyer for the performance by the Buyer of certain management, supervisory, and administrative services with respect to any identified remaining restaurants for which the parties have not yet obtained landlord consent to transfer the leases pursuant to the Purchase Agreement (the “Retained Restaurants”).
−Removed: During the three months ended March 29, 2026, the parties obtained landlord consent to transfer three leases related to the Retained Restaurants, resulting in a gain of $ 1.0 million which was recorded in General and administrative expenses in the Condensed Consolidated Statements of Operations.
−Removed: We expect to receive the remaining $ 1.2 million of proceeds from the sale upon the satisfactory assignment of leases to the Buyer for the remaining Retained Restaurants and final settlement of certain post-closing adjustments.
+Added: During the six months ended June 28, 2026, the parties obtained landlord consent to transfer three leases related to the Retained Restaurants, resulting in a gain of $ 1.0 million which was recorded in General and administrative expenses in the Condensed Consolidated Statements of Operations during the six months ended June 28, 2026.
+Added: We expect to receive the remaining $ 0.4 million of proceeds from the sale upon completion of the lease assignment for the sole remaining Retained
+Added: Restaurant and resolution of certain post-closing adjustments.
+Added: As of June 28, 2026, assets held for sale related to this restaurant totaled $ 0.1 million and are included in the Condensed Consolidated Balance Sheets.
Refer to Note 21 of the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 28, 2025 for further description of the transaction.
1 unchanged sentence
On February 18, 2026, we finalized the sale of a building occupied by our former print and promotions business in Louisville, Kentucky and received net proceeds of $ 3.5 million, which were classified as investing activities within the Condensed Consolidated Statements of Cash Flows.
−Removed: We recognized a loss on sale of approximately $ 0.3 million, which was recorded in General and administrative expenses in the Condensed Consolidated Statements of Operations.
+Added: We recognized a loss on sale of approximately $ 0.3 million during the six months ended June 28, 2026, which was recorded in General and administrative expenses in the Condensed Consolidated Statements of Operations.
Segment Information
18 unchanged sentences
Segment Results
−Removed: The tables below present our operating results by segment (in thousands).
+Added: The tables below present our operating results by segment.
The significant expense categories and amounts presented in the tables below align with the segment-level information that is regularly provided to the CODM.
A reconciliation to Company results is included in the following section.
−Removed: Three Months Ended March 29, 2026
−Removed: Domestic Company-Owned Restaurants North America Franchising North America Commissaries International Total
+Added: Three Months Ended June 28, 2026
+Added: (In thousands) Domestic Company-Owned Restaurants North America Franchising North America Commissaries International Total
Revenues from external customers $ 138,936 $ 33,037 $ 211,021 $ 45,040 $ 428,034
10 unchanged sentences
Segment adjusted EBITDA $ 6,635 $ 23,740 $ 22,334 $ 7,371 $ 60,080
−Removed: Three Months Ended March 30, 2025
−Removed: Domestic Company-Owned Restaurants North America Franchising North America Commissaries International Total
+Added: Three Months Ended June 29, 2025
+Added: (In thousands) Domestic Company-Owned Restaurants North America Franchising North America Commissaries International Total
Revenues from external customers $ 175,797 $ 35,359 $ 214,846 $ 44,184 $ 470,186
10 unchanged sentences
Segment adjusted EBITDA $ 9,864 $ 26,843 $ 19,652 $ 5,637 $ 61,996
+Added: Six Months Ended June 28, 2026
+Added: (In thousands) Domestic Company-Owned Restaurants North America Franchising North America Commissaries International Total
+Added: Revenues from external customers $ 278,607 $ 67,490 $ 415,621 $ 88,267 $ 849,985
+Added: Intersegment revenues — 465 86,962 — 87,427
+Added: Segment revenue $ 278,607 $ 67,955 $ 502,583 $ 88,267 $ 937,412
+Added: Less segment expenses (a) :
+Added: COS - Product Costs $ 85,817 $ — $ 346,638 $ 24,478 $ 456,933
+Added: COS - Salaries & Benefits 92,178 — 64,365 4,433 160,976
+Added: COS - Other (b,c)
68,436 — 39,283 16,877 124,596
+Added: General & Administrative 17,656 18,862 17,516 16,500 70,534
+Added: Other Segment Expenses (d)
+Added: — — — 10,465 10,465
+Added: Segment adjusted EBITDA $ 14,520 $ 49,093 $ 34,781 $ 15,514 $ 113,908
+Added: Six Months Ended June 29, 2025
+Added: (In thousands) Domestic Company-Owned Restaurants North America Franchising North America Commissaries International Total
+Added: Revenues from external customers $ 346,592 $ 70,911 $ 427,765 $ 83,295 $ 928,563
+Added: Intersegment revenues — 2,503 104,271 — 106,774
+Added: Segment revenue $ 346,592 $ 73,414 $ 532,036 $ 83,295 $ 1,035,337
+Added: Less segment expenses (a) :
+Added: COS - Product Costs $ 105,333 $ — $ 380,024 $ 24,220 $ 509,577
+Added: COS - Salaries & Benefits 115,180 — 60,043 3,531 178,754
+Added: COS - Other (b,c)
+Added: 90,485 — 32,659 16,440 139,584
+Added: General & Administrative 20,698 19,323 20,306 18,126 78,453
+Added: Other Segment Expenses (d)
+Added: — — — 9,959 9,959
+Added: Segment adjusted EBITDA $ 14,896 $ 54,091 $ 39,004 $ 11,019 $ 119,010
+Added: ___________________________________
(a) Segment expenses exclude depreciation and amortization, stock-based compensation expense, and certain general and administrative expenses and other items that do not reflect normal, recurring expenses necessary to operate our business (see reconciliation that follows).
3 unchanged sentences
Prior period segment information has not been recast.
−Removed: This allocation methodology update resulted in a $ 2.1 million decrease in COS - Other for our Domestic Company-Owned restaurants, a $ 0.6 million increase in COS - Other for our North America commissaries segment, and a $ 1.5 million increase in Unallocated corporate expenses for th e three months ended March 29, 2026 as compared to the prior year comparable period.
+Added: For the three months ended June 28, 2026, this allocation methodology update resulted in a $ 2.1 million decrease in COS - Other for our Domestic Company-owned restaurants, a $ 0.6 million increase in COS - Other for our North America commissaries segment, and a $ 1.5 million increase in Unallocated corporate expenses as compared to the prior year comparable period.
+Added: For the six months ended June 28, 2026, this allocation methodology update resulted in a $ 4.2 million decrease in COS - Other for our Domestic Company-owned restaurants, a $ 1.2 million increase in COS - Other for our North America commissaries segment, and a $ 3.0 million increase in Unallocated corporate expenses as compared to the prior year comparable period.
(c) The segment expense category “COS - Other” includes delivery expenses, Company-owned restaurant advertising costs, occupancy costs, technology costs, aggregator fees, insurance, and other costs of sales.
−Removed: (d) Other Segment Expenses represent all operating expenses that are not included in the significant segment expense categories.
−Removed: The components of Other Segment Expenses are advertising fund expenses and other operating expenses.
+Added: (d) Other Segment Expenses represent all operating expenses that are not included in the segment significant expense categories.
+Added: Other Segment Expenses include advertising fund expenses and other operating expenses.
Reconciliation of Segment Results to Company Results
−Removed: The following table reconciles total revenue from our segments to total revenues and total adjusted EBITDA from our segments to Income before income taxes (in thousands):
−Removed: Three Months Ended
−Removed: March 29, 2026 March 30, 2025
+Added: The following table reconciles total revenue from our segments to total Company revenues and total adjusted EBITDA from our segments to Income before income taxes:
+Added: Three Months Ended Six Months Ended
+Added: (In thousands) June 28, 2026 June 29, 2025 June 28, 2026 June 29, 2025
Total Segment revenue $ 473,073 $ 524,243 $ 937,412 $ 1,035,337
3 unchanged sentences
Total revenues $ 482,397 $ 529,166 $ 961,006 $ 1,047,475
−Removed: Three Months Ended
−Removed: March 29, 2026 March 30, 2025
+Added: Three Months Ended Six Months Ended
+Added: (In thousands) June 28, 2026 June 29, 2025 June 28, 2026 June 29, 2025
Total Segment adjusted EBITDA $ 60,080 $ 61,996 $ 113,908 $ 119,010
All Other adjusted EBITDA (a)
+Added: 2,940 9,233 6,973 19,397
Unallocated corporate expenses, adjusted (b)
( 10,301 ) ( 18,614 ) ( 20,399 ) ( 36,168 )
−Removed: Other income/(expense) adjustments to reconcile to income before income before income taxes (c)
+Added: Other income/(expense) adjustments to reconcile to income before income taxes (c)
( 29,532 ) ( 28,125 ) ( 56,537 ) ( 53,784 )
3 unchanged sentences
(a) As noted in the commentary above, All Other revenue and All Other adjusted EBITDA is derived from business units that do not meet the quantitative or qualitative thresholds for determining reportable segments.
−Removed: These consist of operations that derive revenues from franchise contributions to marketing funds and information systems and related services used in restaurant operations, including our point-of-sale system, online and other technology-based ordering platforms.
+Added: These business units consist of operations that derive revenues from franchise contributions to marketing funds and from franchise contributions to information systems and related services used in restaurant operations, including our point-of-sale system, online and other technology-based ordering platforms.
Our largest marketing fund is PJMF, which is designed to operate at break-even for the purpose of designing and administering advertising and promotional programs for all participating Domestic restaurants.
Technology-based franchisee fees are meant to offset the costs of building, operating, and depreciating technology that supports franchisee operations.
−Removed: As such, these fees may vary from period to period, as they are designed to operate near break-even over time including the impact of depreciation.
+Added: As such, these fees may vary from period to period, as they are designed to operate near break-even over time when including the impact of depreciation.
(b) Unallocated corporate expenses represent administrative fees incurred by the restaurant support centers, including information systems and related services, corporate salaries and bonuses, and other corporate costs.
These expenses are adjusted for depreciation and amortization, stock-based compensation expense, and certain general and administrative expenses and other items that do not reflect normal, recurring expenses necessary to operate our business (see reconciliation that follows).
−Removed: The decrease in Unallocated corporate expenses for the three months ended March 29, 2026 was primarily due to $ 4.5 million of expenses resulting from our bi-annual franchise operating conference incurred during 2025 as well as a $ 2.7 million year-over-year reduction in supplemental advertising costs.
+Added: The decrease in Unallocated corporate expenses for the comparable periods primarily relates to a reduction in supplemental advertising costs and a decrease in management compensation.
(c) Other (income)/expense adjustments represent depreciation and amortization, stock-based compensation expense, and certain general and administrative expenses and other items that do not reflect normal, recurring expenses necessary to operate our business.
1 unchanged sentence
For the periods above, the adjustments include:
−Removed: Three Months Ended
−Removed: (In thousands) March 29, 2026 March 30, 2025
+Added: Three Months Ended Six Months Ended
+Added: (In thousands) June 28, 2026 June 29, 2025 June 28, 2026 June 29, 2025
Depreciation and amortization $ 19,248 $ 18,819 $ 36,977 $ 37,162
Stock-based compensation expense 3,057 3,824 7,466 7,493
−Removed: Gain on refranchising transaction, net ( 853 ) —
+Added: Refranchising transaction expense (gain), net 45 — ( 808 ) —
Restructuring costs 3,438 2,451 7,548 4,631
Other costs (a)
+Added: 3,744 3,031 5,354 4,498
Other (income)/expense adjustments $ 29,532 $ 28,125 $ 56,537 $ 53,784
___________________________________
−Removed: (a) For the three months ended March 29, 2026, represents costs associated with project-based strategic initiatives that are not related to our ongoing operations.
−Removed: For the three months ended March 30, 2025 other costs is comprised of costs incurred, net of anticipated insurance recoveries, arising from a tornado that damaged the Texas QC Center;
−Removed: and costs associated with project-based strategic initiatives that are not related to our ongoing operations.
+Added: (a) For the three and six months ended June 28, 2026, represents costs associated with project-based strategic initiatives that are not related to our ongoing operations.
+Added: For the three and six months ended June 29, 2025, other costs is comprised of the following:
+Added: Losses on disposal of equipment incurred in connection with the termination of a COVID-era program that pre-purchased store equipment due to supply chain challenges;
+Added: Costs associated with project-based strategic initiatives that are not related to our ongoing operations;
+Added: Costs incurred, net of anticipated insurance recoveries, arising from tornadoes that damaged the Texas QC Center as well as the restaurant support center and QC Center in Louisville, Kentucky.
Disaggregation of Revenue
2 unchanged sentences
Our intersegment revenues primarily represent revenue earned by our QC Centers from the sale of food and paper products to our Company-owned restaurants and collection of technology fees and marketing fees from our Company-owned restaurants.
−Removed: We account for intercompany sales and transfers as if the sales or transfers were to third parties and subsequently eliminate the activity.
+Added: We account for intercompany sales as if the sales were to third parties and subsequently eliminate the activity.
The accounting policies of our segments are the same as those described in Note 2.
1 unchanged sentence
In the following tables, revenues are disaggregated by major product line.
−Removed: The tables also include a reconciliation of the disaggregated revenues by the reportable segment (in thousands):
−Removed: Three Months Ended March 29, 2026
−Removed: Domestic Company-owned Restaurants North America Franchising North America Commissaries International All Other Elimination of Intersegment Revenue Total
+Added: The tables also include a reconciliation of the disaggregated revenues by the reportable segment to total revenues:
+Added: Three Months Ended June 28, 2026
+Added: (In thousands) Domestic Company-owned Restaurants North America Franchising North America Commissaries International All Other Elimination of Intersegment Revenue Total
Company-owned restaurant sales $ 138,936 $ — $ — $ 3,246 $ — $ — $ 142,182
4 unchanged sentences
Total revenues $ 138,936 $ 33,268 $ 255,829 $ 45,040 $ 65,558 $ ( 56,234 ) $ 482,397
−Removed: Three Months Ended March 30, 2025
−Removed: Domestic Company-owned Restaurants North America Franchising North America Commissaries International All Other Elimination of Intersegment Revenue Total
+Added: Three Months Ended June 29, 2025
+Added: (In thousands) Domestic Company-owned Restaurants North America Franchising North America Commissaries International All Other Elimination of Intersegment Revenue Total
Company-owned restaurant sales $ 175,797 $ — $ — $ 3,192 $ — $ — $ 178,989
4 unchanged sentences
Total revenues $ 175,797 $ 36,603 $ 267,659 $ 44,184 $ 73,761 $ ( 68,838 ) $ 529,166
+Added: Six Months Ended June 28, 2026
+Added: (In thousands) Domestic Company-owned Restaurants North America Franchising North America Commissaries International All Other Elimination of Intersegment Revenue Total
+Added: Company-owned restaurant sales $ 278,607 $ — $ — $ 6,709 $ — $ — $ 285,316
+Added: Franchise royalties and fees — 67,955 — 26,673 — ( 465 ) 94,163
+Added: Commissary sales — — 502,583 37,838 — ( 86,962 ) 453,459
+Added: Other revenues — — — 6,987 43,497 ( 7,237 ) 43,247
+Added: Advertising funds revenue — — — 10,060 92,445 ( 17,684 ) 84,821
+Added: Total revenues $ 278,607 $ 67,955 $ 502,583 $ 88,267 $ 135,942 $ ( 112,348 ) $ 961,006
+Added: Six Months Ended June 29, 2025
+Added: (In thousands) Domestic Company-owned Restaurants North America Franchising North America Commissaries International All Other Elimination of Intersegment Revenue Total
+Added: Company-owned restaurant sales $ 346,592 $ — $ — $ 6,278 $ — $ — $ 352,870
+Added: Franchise royalties and fees — 73,414 — 25,447 — ( 2,503 ) 96,358
+Added: Commissary sales — — 532,036 35,752 — ( 104,271 ) 463,517
+Added: Other revenues — — — 6,693 49,380 ( 9,180 ) 46,893
+Added: Advertising funds revenue — — — 9,125 98,712 ( 20,000 ) 87,837
+Added: Total revenues $ 346,592 $ 73,414 $ 532,036 $ 83,295 $ 148,092 $ ( 135,954 ) $ 1,047,475
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.