Papa John’s (PZZA) director John C. Miller receives 4,494-share RSU grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

MILLER JOHN C reported acquisition or exercise transactions in this Form 4 filing.

Papa John’s International director John C. Miller received an equity award in the form of restricted stock units. On May 11, 2026, he was granted 4,494 shares of common stock at no cost as a compensation-related award, bringing his direct holdings to 11,971 shares.

The restricted stock units vest in full on the earlier of the first anniversary of the grant date or the company’s 2027 annual meeting of stockholders, as long as he remains in continuous Board service. Vesting can accelerate upon death or disability, and a prorated portion vests if service ends for other reasons.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider MILLER JOHN C

Role null

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

Holdings After Transaction: Common Stock — 11,971 shares (Direct, null)

Footnotes (1)

[object Object]

Key Figures

RSU grant size: 4,494 shares Post-grant holdings: 11,971 shares Grant price: $0.0000 per share +1 more

4 metrics

RSU grant size 4,494 shares Restricted stock units granted May 11, 2026

Post-grant holdings 11,971 shares Total common stock directly held after grant

Grant price $0.0000 per share Compensation-related equity award, no purchase price

Vesting event Earlier of 1-year anniversary or 2027 meeting RSUs vest based on time and Board service

Key Terms

restricted stock units, continuous service, annual meeting of stockholders, prorated number

4 terms

restricted stock units financial

"Grant of restricted stock units which become fully vested upon the earlier of"

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"

annual meeting of stockholders financial

"the date of the Company's 2027 annual meeting of stockholders"

prorated number financial

"Should the reporting person terminate service for any other reason, a prorated number"

Form 4 Insider Transactions: What Each Field Means →

05/13/2026 - 09:08 AM

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^*

MILLER JOHN C

(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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/11/2026		A⁽¹⁾		4,494	A	$0.0000	11,971	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did PZZA director John C. Miller report?

John C. Miller reported receiving a grant of 4,494 restricted stock units of Papa John’s common stock. The award is a compensation-related equity grant, not an open-market purchase, and increases his direct holdings to 11,971 shares after the transaction.

How many Papa John’s (PZZA) shares does John C. Miller hold after this grant?

Following the award, John C. Miller directly holds 11,971 shares of Papa John’s common stock. This total includes the newly granted 4,494 restricted stock units, which are subject to vesting conditions tied to his continued Board service and specified vesting dates.

When do John C. Miller’s new PZZA restricted stock units vest?

The restricted stock units vest in full on the earlier of the first anniversary of the grant date or the company’s 2027 annual meeting of stockholders. Full vesting also requires that Miller remain in continuous service on the Board through the applicable vesting date.

What happens to the PZZA restricted stock units if John C. Miller leaves the Board?

If Miller’s Board service ends due to death or disability, the award may vest earlier. If he terminates service for any other reason before full vesting, only a prorated number of the restricted stock units will vest, based on the terms described in the award footnote.

Did John C. Miller buy or sell PZZA shares in the open market?

The filing shows a grant of 4,494 restricted stock units with a zero purchase price, categorized as a grant or award acquisition. It is a compensation grant rather than an open-market buy or sell transaction, and no sale of existing shares is reported.

What form reported John C. Miller’s PZZA restricted stock unit grant?

The transaction was reported on a Form 4, which insiders use to disclose changes in beneficial ownership of company securities. This Form 4 records the equity award of 4,494 restricted stock units and the resulting direct ownership of 11,971 Papa John’s common shares.