Shaquille R. O'Neal - May 8, 2023 Form 4 Insider Report for PAPA JOHNS INTERNATIONAL INC (PZZA)

Role: Director
Signature: Debra Tate Johnson, by Power of Attorney
Stock symbol: PZZA
Transactions as of: May 8, 2023
Transactions value $: $0
Form type: 4
Date filed: 5/10/2023, 04:43 PM
Previous filing: Feb 22, 2023
Next filing: May 31, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PZZA	Common Stock	Award	$0	+1.6K	+3.61%	$0.00	46K	May 8, 2023	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Grant of restricted stock units which become fully vested upon the earlier of (i) the first anniversary of the date of the grant of the award; or (ii) the date of the Company's 2024 annual meeting of stockholders, provided the reporting person remains in continuous service on the Board until such date, but the award may vest earlier in the event of death or disability. Should the reporting person terminate service for any other reason, a prorated number of the restricted stock units will vest.
F2	The number of securities held reflects the vesting of 18,632 restricted stock units ("RSUs") on April 12, 2023 originally awarded to the reporting person pursuant to the Endorsement Agreement, effective March 15, 2022, by and among, on the one hand, ABG-Shaq, LLC (ABG-Shaq) and, on the other hand, the Issuer and Papa John's Marketing Fund, Inc. Under the reporting person's arrangement with ABG-Shaq, the reporting person received the RSUs as agent of ABG-Shaq and was obligated to deliver to ABG-Shaq the common stock issued upon vesting.

Content

Grant of restricted stock units which become fully vested upon the earlier of (i) the first anniversary of the date of the grant of the award; or (ii) the date of the Company's 2024 annual meeting of stockholders, provided the reporting person remains in continuous service on the Board until such date, but the award may vest earlier in the event of death or disability. Should the reporting person terminate service for any other reason, a prorated number of the restricted stock units will vest.

The number of securities held reflects the vesting of 18,632 restricted stock units ("RSUs") on April 12, 2023 originally awarded to the reporting person pursuant to the Endorsement Agreement, effective March 15, 2022, by and among, on the one hand, ABG-Shaq, LLC (ABG-Shaq) and, on the other hand, the Issuer and Papa John's Marketing Fund, Inc. Under the reporting person's arrangement with ABG-Shaq, the reporting person received the RSUs as agent of ABG-Shaq and was obligated to deliver to ABG-Shaq the common stock issued upon vesting.