Papa John's International (PZZA) Form 4 PAPA JOHNS INTERNATIONAL / Jack H Swaysland ownership change

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Swaysland Jack H

(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)
COO, International

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2020

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	08/12/2020		M		816	A	$59.03	19,949	D
Common Stock	08/12/2020		S		816	D	$96.5252(1)	19,133	D
Common Stock	08/13/2020		M		7,020	A	$60.04	26,153	D
Common Stock	08/13/2020		M		5,660	A	$78.77	31,813	D
Common Stock	08/13/2020		M		2,877	A	$43.71	34,690	D
Common Stock	08/13/2020		M		1,717	A	$59.03	36,407	D
Common Stock	08/13/2020		M		1,712	A	$56.69	38,119	D
Common Stock	08/13/2020		S		8,461	D	$96.6754(2)	29,658	D
Common Stock	08/13/2020		S		10,525	D	$95.9333(3)	19,133	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
Stock Options	$59.03	08/12/2020		M			816	(4)	02/25/2026	Common Stock	816	$0.0000	1,717	D
Stock Options	$78.77	08/13/2020		M			5,660	(5)	02/23/2027	Common Stock	5,660	$0.0000	0.0000	D
Stock Options	$59.03	08/13/2020		M			1,717	(4)	02/25/2026	Common Stock	1,717	$0.0000	0.0000	D
Stock Options	$43.71	08/13/2020		M			2,877	(6)	02/28/2029	Common Stock	2,877	$0.0000	5,754	D
Stock Options	$60.04	08/13/2020		M			7,020	(7)	03/01/2028	Common Stock	7,020	$0.0000	3,512	D
Stock Options	$56.69	08/13/2020		M			1,712	(8)	05/10/2028	Common Stock	1,712	$0.0000	857	D

Explanation of Responses:

1. The price in Column 4 is a weighted average price. The prices actually received ranged from $96.50 to $96.60. The reporting person has provided to the issuer and will provide to the SEC staff or a security holder of the issuer, upon request, information regarding the number of shares sold at each price within the range.

2. The price in Column 4 is a weighted average price. The prices actually received ranged from $96.28 to $97.15. The reporting person has provided to the issuer and will provide to the SEC staff or a security holder of the issuer, upon request, information regarding the number of shares sold at each price within the range.

3. The price in Column 4 is a weighted average price. The prices actually received ranged from $95.50 to $96.26. The reporting person has provided to the issuer and will provide to the SEC staff or a security holder of the issuer, upon request, information regarding the number of shares sold at each price within the range.

4. The option vests in three equal annual installments beginning one year from the grant date of February 25, 2016.

5. The option vests in three equal annual installments beginning one year from the grant date of February 23, 2017.

6. The option vests in three equal annual installments beginning one year from the grant date of February 28, 2019.

7. The option vests in three equal annual installments beginning one year from the grant date of March 1, 2018.

8. The option vests in three equal annual installments beginning one year from the grant date of May 10, 2018.

	Debra A. Tate, by power of attorney	08/14/2020
	** 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).
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