Papa John’s director receives 4,494-share equity grant

Medina Sonya E reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Medina Sonya E reported acquisition or exercise transactions in this Form 4 filing.

Papa John’s International director Sonya E. Medina received an equity award rather than buying shares on the market. She was granted 4,494 shares of common stock as a stock-based compensation award, bringing her direct holdings to 23,900 shares after the transaction.

The grant consists of restricted stock units that vest upon the earlier of the first anniversary of the grant date or the company’s 2027 annual stockholders’ meeting, as long as she remains in continuous Board service. The award can vest earlier in the event of death or disability, and if she leaves the Board for other reasons, only a prorated portion of the units will vest.

Insider Trade Summary

Grant/Award: 4,494 shares

Grant/Award 1 txn

Insider Medina Sonya E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4,494	$0.00	$0.00

Holdings After Transaction: Common Stock — 23,900 shares (Direct)

Footnotes (1)

1. 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 2027 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.

Key Figures

Restricted stock units granted: 4,494 shares Shares owned after transaction: 23,900 shares Grant price per share: $0.0000 per share +1 more

4 metrics

Restricted stock units granted 4,494 shares Grant of common stock restricted stock units

Shares owned after transaction 23,900 shares Direct holdings following grant

Grant price per share $0.0000 per share Indicates stock-based compensation, not a market purchase

Vesting latest trigger 2027 annual meeting Units vest by first anniversary or 2027 stockholders’ meeting

Key Terms

restricted stock units, continuous service, prorated number

3 terms

restricted stock units financial

"Grant of restricted stock units which become fully vested upon the earlier of (i) the first anniversary..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

continuous service financial

"provided the reporting person remains in continuous service on the Board until such date..."

prorated number financial

"Should the reporting person terminate service for any other reason, a prorated number of the restricted stock units will vest."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PZZA director Sonya E. Medina report?

Director Sonya E. Medina reported receiving 4,494 shares of Papa John’s common stock as a grant of restricted stock units. The award is stock-based compensation, not an open-market purchase, and increased her direct holdings to 23,900 shares after the transaction.

When do Sonya E. Medina’s newly granted PZZA restricted stock units vest?

The 4,494 restricted stock units vest on the earlier of the first anniversary of the grant date or Papa John’s 2027 annual stockholders’ meeting. Vesting requires continuous Board service until that date, with earlier vesting possible upon death or disability.

Are Sonya E. Medina’s new PZZA shares from this Form 4 an outright grant or purchase?

They are an outright grant of restricted stock units, not a cash purchase. The Form 4 shows transaction code A, described as a grant, award, or other acquisition, with a price per share of $0.0000, indicating stock-based compensation.

How many PZZA shares does Sonya E. Medina hold after this equity award?

Following the grant of 4,494 restricted stock units, Sonya E. Medina’s direct holdings total 23,900 shares of Papa John’s common stock. This reflects her position after the reported transaction and shows her ongoing equity stake as a Board member.

What happens to Sonya E. Medina’s PZZA restricted stock units if she leaves the Board?

If she terminates Board service for reasons other than death or disability, a prorated number of restricted stock units will vest. The footnote explains only a portion vests based on service, while remaining unvested units would not vest under those circumstances.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/13/2026 - 09:08 AM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Medina Sonya E

(Last) (First) (Middle)

P. O. BOX 99900

(Street)

LOUISVILLE KENTUCKY 40269

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PAPA JOHNS INTERNATIONAL INC [ PZZA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/11/2026		A(1)		4,494	A	$0.0000	23,900	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 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 2027 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.

	Debra Tate Johnson, by Power of Attorney	05/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)