What does the Form 4 footnote say about the PZZA share award?

The footnote explains the transaction is an acquisition of dividend equivalent rights on annual restricted stock unit awards. This clarifies the award arises from the company’s equity compensation structure, not a discretionary market purchase by Christopher L. Coleman.

Papa John’s director awarded 304 PZZA shares

Papa John's International director Christopher L. Coleman reported an equity award rather than an open-market trade.

Accepted by SEC EDGAR 02/23/2026 - 04:37 PM EST

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Form Type

Rhea-AI Filing Summary

Papa John's International director Christopher L. Coleman reported an equity award rather than an open-market trade. On this Form 4, he acquired 304 shares of common stock at a reference price of $31.59 per share, described as dividend equivalent rights on annual restricted stock unit awards. Following this award, Coleman directly holds 41,767 shares of Papa John's common stock.

Insider Trade Summary

Grant/Award: 304 shares

Grant/Award 1 txn

Insider Coleman Christopher L.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	304	$31.59	$10K

Holdings After Transaction: Common Stock — 41,767 shares (Direct)

Holdings Before and After: Common Stock, 41,463 to 41,767 shares (Direct)

Footnotes (1)

F1. Acquisition of dividend equivalent rights on annual restricted stock unit awards.

FAQ

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What insider transaction did PZZA director Christopher L. Coleman report?

Christopher L. Coleman reported an acquisition of 304 shares of Papa John's common stock. The filing identifies this as a grant or award tied to dividend equivalent rights on annual restricted stock unit awards, not an open-market stock purchase or sale.

At what price was Christopher L. Coleman’s PZZA equity award recorded?

The 304-share award is reported at a reference price of $31.59 per share. This figure typically reflects a fair market value used for reporting and accounting, rather than cash paid by the insider in an open-market transaction.

How many PZZA shares does Christopher L. Coleman hold after this Form 4?

After the reported transaction, Christopher L. Coleman directly holds 41,767 shares of Papa John’s common stock. This total reflects his ownership immediately following the grant of 304 shares through dividend equivalent rights on restricted stock unit awards.

Is Christopher L. Coleman a director or officer of Papa John’s (PZZA)?

Christopher L. Coleman is identified as a director of Papa John’s International Inc. The Form 4 indicates he is not listed as an officer or ten percent owner, and the reported transaction reflects director-level equity compensation activity.

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Form 4 Insider Transactions: What Each Field Means →

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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^*

Coleman Christopher L.

(Last)

(First)

(Middle)

P. O. BOX 99900

(Street)

LOUISVILLE

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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)
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	02/20/2026		A⁽¹⁾		304	A	$31.59	41,767	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. Acquisition of dividend equivalent rights on annual restricted stock unit awards.

	Debra Tate Johnson, by Power of Attorney	02/23/2026
	** 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.

Source: View Original Filing on SEC EDGAR