PAPA JOHNS INTERNATIONAL INC

During the fiscal quarter ended December 28, 2025, no director or officer of the Company adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408(a) of Regulation S-K.

Item 2.05 Cost Associated with Exit or Disposal Activities

On February 24, 2026, the Board of Directors approved the second phase of a new business transformation program (the “Enterprise Transformation Plan”), designed to improve organizational effectiveness, reduce overhead duplication and non-consumer-facing spending, and improve Domestic market and franchisee health, following approval and commencement of the first phase in December 2025. The second phase of the Enterprise Transformation Plan, which is expected to be implemented throughout 2026 and 2027, will focus on optimizing the Company’s restaurant portfolio and improving restaurant-level profitability.

The Company currently estimates that it will incur restructuring charges of approximately $16 million to $23 million in 2026 and 2027 related to actions under the Enterprise Transformation Plan approved thus far, exclusive of the $7.7 million recognized during 2025 related to the first phase. Specifically, in the second phase, the Company anticipates incurring restructuring costs of approximately $13 million to $19 million associated with consulting and other professional services and administrative costs as well as approximately $3 million to $4 million of equity-based retention grants to certain employees and severance costs. In addition, the Company estimates that approximately $14 million to $20 million of the $16 million to $23 million expected to be incurred in connection with the second phase will be cash expenditures.

As discussed under “Part II, Item 7 - Management’s Discussion and Analysis of Financial Condition and Results of Operations - Recent Developments and Trends”, the implementation of the Enterprise Transformation Plan remains ongoing and may result in additional restructuring charges, although the amounts and nature of future expenses are currently not estimable.