Papa Johns (PZZA) CEO uses 8,498 shares for tax or exercise costs

Rhea-AI Filing Summary

Todd Allan Penegor, President & CEO and director of Papa Johns International Inc., reported a Form 4 transaction in Common Stock. On July 31, 2026, 8,498 shares were disposed of at $29.90 per share as payment of exercise price or tax liability by delivering or withholding securities. After this transaction, he directly owned 196,034 shares of common stock.

Insider Trade Summary

Net Seller: 8,498 shares

Net Sell 1 txn

Insider Penegor Todd Allan

Role President & CEO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	8,498	$29.90	$254K

Holdings After Transaction: Common Stock — 196,034 shares (Direct)

Key Figures

Shares disposed: 8,498 shares Transaction price per share: $29.90 per share Shares owned after transaction: 196,034 shares

3 metrics

Shares disposed 8,498 shares Shares delivered or withheld on July 31, 2026 for exercise price or tax liability

Transaction price per share $29.90 per share Valuation used for the July 31, 2026 disposition classified under code F

Shares owned after transaction 196,034 shares Directly owned Papa Johns common shares following the July 31, 2026 event

Key Terms

exercise-price-or-tax-liability disposition, Payment of exercise price or tax liability by delivering or withholding securities, Common Stock

3 terms

exercise-price-or-tax-liability disposition financial

"transaction_action: "exercise-price-or-tax-liability disposition""

Payment of exercise price or tax liability by delivering or withholding securities financial

"transaction_code_description: "Payment of exercise price or tax liability...""

Common Stock financial

"security_title: "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/03/2026 - 05:11 PM Accepted by SEC EDGAR 08/03/2026 - 05:11 PM Learn about SEC filing dates

FAQ

What insider transaction did PZZA CEO Todd Penegor report?

Todd Penegor reported a Form 4 transaction involving Common Stock. On July 31, 2026, he disposed of 8,498 shares at $29.90 per share as payment of exercise price or tax liability, leaving him with 196,034 shares owned afterward.

How many PZZA shares were used for tax or exercise obligations?

The transaction shows 8,498 shares of Papa Johns common stock used as payment of exercise price or tax liability. These shares were delivered or withheld rather than reported as a standard purchase or sale, according to the Form 4 transaction code F description.

At what price were Todd Penegor’s PZZA shares valued in this transaction?

The 8,498 shares involved in the disposition were valued at $29.90 per share. This per-share figure is the transaction price reported for the July 31, 2026 event classified as payment of exercise price or tax liability using Papa Johns common stock.

How many PZZA shares does Todd Penegor own after this Form 4 event?

Following the July 31, 2026 transaction, Todd Penegor directly owned 196,034 shares of Papa Johns common stock. This post-transaction holding reflects his remaining direct ownership after using 8,498 shares to satisfy exercise price or tax liability obligations.

Was Todd Penegor’s recent PZZA insider transaction a tax-related withholding?

The Form 4 classifies the event as “Payment of exercise price or tax liability by delivering or withholding securities” under code F. That means the 8,498 shares were used to satisfy such obligations, rather than being reported as a typical open-market purchase or sale.

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^*

Penegor Todd Allan

(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
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026

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	07/31/2026		F		8,498	D	$29.9	196,034	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:

	Debra Tate Johnson, by Power of Attorney	08/03/2026
	** 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)