0000921895-20-003107.txt : 20201124
0000921895-20-003107.hdr.sgml : 20201124
20201124173830
ACCESSION NUMBER: 0000921895-20-003107
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201120
FILED AS OF DATE: 20201124
DATE AS OF CHANGE: 20201124
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Smith Jeffrey C
CENTRAL INDEX KEY: 0001362697
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-21660
FILM NUMBER: 201345603
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PAPA JOHNS INTERNATIONAL INC
CENTRAL INDEX KEY: 0000901491
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812]
IRS NUMBER: 611203323
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1227
BUSINESS ADDRESS:
STREET 1: 2002 PAPA JOHNS BOULEVARD
CITY: LOUISVILLE
STATE: KY
ZIP: 40299-2334
BUSINESS PHONE: 5022617272
MAIL ADDRESS:
STREET 1: P O BOX 99900
CITY: LOUISVILLE
STATE: KY
ZIP: 40269-9990
4
1
form406297249_11242020.xml
OWNERSHIP DOCUMENT
X0306
4
2020-11-20
0
0000901491
PAPA JOHNS INTERNATIONAL INC
PZZA
0001362697
Smith Jeffrey C
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
1
0
0
0
Common Stock, par value $0.01 per share
2020-11-20
4
A
0
20
79.19
A
10834.8187
D
Common Stock, par value $0.01 per share
2020-11-20
4
A
0
10.0560
79.18
A
10844.8747
D
Common Stock, par value $0.01 per share
1000
I
By Starboard Value and Opportunity Master Fund Ltd
Series B Preferred Stock
50.06
2019-02-04
Common Stock, par value $0.01 per share
2340551
117168
I
By Starboard Value and Opportunity Master Fund Ltd
Series B Preferred Stock
50.06
2019-02-04
Common Stock, par value $0.01 per share
423731
21212
I
By Starboard Value and Opportunity S LLC
Series B Preferred Stock
50.06
2019-02-04
Common Stock, par value $0.01 per share
239592
11994
I
By Starboard Value and Opportunity C LP
Series B Preferred Stock
50.06
2019-02-04
Common Stock, par value $0.01 per share
225928
11310
I
By Starboard Value and Opportunity Master Fund L LP
Series B Preferred Stock
50.06
2019-02-04
Common Stock, par value $0.01 per share
777786
38936
I
By Starboard P Fund LP
Series B Preferred Stock
50.06
2019-02-04
Common Stock, par value $0.01 per share
240351
12032
I
By Starboard Value X Master Fund Ltd
Series B Preferred Stock
50.06
2019-02-04
Common Stock, par value $0.01 per share
746064
37348
I
By Managed Account of Starboard Value LP
Acquisition of dividend equivalent rights on restricted stock units awarded May 9, 2019 and May 8, 2020.
Acquisition of dividends on shares held in Nonqualified Deferred Compensation Plan.
Securities beneficially owned by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP LLC ("Starboard Value GP"), the general partner of the investment manager of Starboard V&O Fund, and as a member and member of the Management Committee of Starboard Principal Co GP LLC ("Principal GP"), the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard V&O Fund for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities beneficially owned by Starboard Value and Opportunity S LLC ("Starboard S LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the manager of Starboard S LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard S LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities beneficially owned by Starboard Value and Opportunity C LP ("Starboard C LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard C LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard C LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities beneficially owned by Starboard Value and Opportunity Master Fund L LP ("Starboard L Master"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard L Master, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard L Master for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities beneficially owned by Starboard P Fund LP ("Starboard P LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard P LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard P LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities beneficially owned by Starboard Value X Master Fund Ltd ("Starboard X Master"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard X Master, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard X Master for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities held in a certain account managed by Starboard Value LP (the "Starboard Value LP Account"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of Starboard Value LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities held in the Starboard Value LP Account for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
As previously disclosed in the Reporting Person's Section 16 filings with respect to the Issuer, the Reporting Person and certain of its affiliates purchased the Series B Convertible Preferred Stock (the "Series B Preferred Stock") pursuant to the terms of the Securities Purchase Agreement, the Certificate of Designation of Series B Convertible Preferred Stock, the Governance Agreement and the Registration Rights Agreement, entered into with the Issuer. The Series B Preferred Stock has no stated maturity.
/s/ Jeffrey C. Smith
2020-11-24