Papa John’s (PZZA) CAO reports Form 4 tax-withholding share dispositions

Rhea-AI Filing Summary

Papa John’s International Chief Administrative Officer Caroline Miller Oyler reported share dispositions to cover tax obligations related to equity awards. On March 4, 2026, she disposed of 406 shares of common stock at $30.81 per share for tax withholding. On March 3, 2026, she disposed of an additional 708 shares at $31.99 per share for the same purpose. After these transactions, she directly held 65,715 common shares and indirectly held 685.13 shares through a 401(k) plan.

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^*

Oyler Caroline Miller

(Last) (First) (Middle)

P. O. BOX 99900

(Street)

LOUISVILLE KY 40269

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

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

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

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

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	03/03/2026		F		708	D	$31.99	66,121	D
Common Stock	03/04/2026		F		406	D	$30.81	65,715	D
Common Stock								685.13	I	By 401(k) Plan

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:

	Debra Tate Johnson, by Power of Attorney	03/05/2026
	** 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.

FAQ

What insider transactions did PZZA executive Caroline Miller Oyler report?

Caroline Miller Oyler reported two tax-withholding dispositions of Papa John’s common stock. She disposed of 406 shares at $30.81 on March 4, 2026, and 708 shares at $31.99 on March 3, 2026, both to satisfy equity-related tax obligations.

How many Papa John’s (PZZA) shares does Caroline Miller Oyler hold after these Form 4 transactions?

After the reported transactions, Caroline Miller Oyler directly held 65,715 shares of Papa John’s common stock. She also indirectly held 685.13 shares through a 401(k) plan, reflecting her remaining ownership interest following the tax-withholding dispositions.

Were the PZZA Form 4 transactions open-market sales or tax withholdings?

The Form 4 transactions were tax-withholding dispositions, not open-market sales. Both events used common stock to pay the exercise price or tax liability associated with equity awards, as indicated by transaction code F and its description.

On what dates did the PZZA Chief Administrative Officer dispose of shares?

Caroline Miller Oyler’s dispositions occurred on March 3, 2026, and March 4, 2026. On March 3 she disposed of 708 shares at $31.99, and on March 4 she disposed of 406 shares at $30.81, both for tax withholding purposes.

What is the ownership type of Caroline Miller Oyler’s remaining PZZA shares?

Following the reported transactions, 65,715 shares are held under direct ownership by Caroline Miller Oyler. An additional 685.13 shares are held under indirect ownership through a 401(k) plan, as disclosed in the Form 4 filing.