PAPA JOHNS INTERNATIONAL INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

Notice of Annual

Meeting of Stockholders

ITEMS OF BUSINESS

A Proxy Statement describing matters to be considered at the Annual Meeting is attached to this Notice. Only stockholders of record at the close of business on March 9, 2026 are entitled to receive notice of and to vote at the meeting or any adjournment or postponement thereof.

Stockholders are cordially invited to participate in the meeting virtually via our live webcast. Following the formal items of business to be brought before the meeting, we will discuss our 2025 results and answer your questions.

Thank you for your continued support of Papa Johns.

DEAR FELLOW STOCKHOLDERS,

Papa Johns is committed to being the best pizza makers in the business. Thanks to the hard work of our team members and franchisees, we have strengthened our brand with a differentiated BETTER INGREDIENTS. BETTER PIZZA.® product proposition and a loyal customer base. From this foundation, we are executing our plan to position the Company for long-term growth and value creation.

EXECUTING OUR TRANSFORMATION STRATEGY AND ALIGNING OUR RESOURCES FOR GROWTH AND VALUE CREATION

For Papa Johns, 2025 was an important year of transformation, and Todd Penegor’s first full year as our CEO. Todd has reshaped the leadership team across the company – in finance, marketing, technology, operations, people and investor relations. With this team of high-caliber executives, we established a transformation plan built around five key priorities: strengthening our core product proposition and accelerating innovation, sharpening our marketing message, investing in our technology infrastructure, differentiating our customer experience and partnering with and evolving our franchisee base.

As we build on our transformation, our strategy is producing results. Specifically, we have:

•Substantially improved our brand health including value and quality perceptions among customers;

•Achieved growth and higher utilization amongst our Papa Rewards members, increasing loyalty orders redeeming Papa Dough from approximately 25% to nearly 50%;

•Delivered five consecutive quarters of positive sales comps in our international business;

•Established a plan to deliver at least $60 million of system-wide supply chain cost savings to our company and franchise restaurants, while preserving product quality and the customer experience; and

•Ended the year meeting or exceeding all updated guidance targets.

We are focused on advancing our strategic execution. Amid a challenging operating environment, including a highly promotional U.S. QSR market and more intentional consumer spending, we are streamlining G&A, realigning our organizational structure to better support our transformation priorities and removing non-customer-facing costs from the business. These steps are intended to further increase efficiency and strengthen our position for growth.

Together with our strategic transformation, we expect our cost actions to deliver at least $25 million in enterprise cost savings outside of marketing through 2027, with approximately $13 million of this expected to be realized in 2026. A portion of these savings will be reinvested in business areas that we believe have the greatest potential to drive sustainable growth, including product innovation, marketing, technology, strengthening priority markets, franchise development incentives and supply chain.

GUIDED BY A FIT-FOR-PURPOSE BOARD THAT WELCOMES SHAREHOLDER INPUT

Our Board is built on a culture of rigor and accountability. We engage in strategy and risk oversight, bringing forward different perspectives to arrive at the best long-term outcomes. The Board’s complementary expertise is well matched with our strategic priorities and spans across restaurant operations, digital innovation, franchising, capital allocation and strategic growth. Over the last three years, we have added three independent, highly qualified directors – John Garratt, Stephen Gibbs and John Miller – bringing critical skills that have contributed meaningfully to advancing our transformation.

Active engagement with shareholders is central to our governance and provides valuable input that informs our decision-making. Throughout the year, Board members and management met with investors to discuss our strategy, performance and governance, among other key topics, and carefully considered the feedback we received. In response to our shareholder priorities, this year’s proxy includes a management proposal to adopt a simple majority vote standard for bylaw amendments, which we encourage you to support. We believe this change further aligns Papa Johns with leading governance practices and reinforces our commitment to responsiveness and transparency.

STRONG CONVICTION IN THE FUTURE OF PAPA JOHNS

The Board is confident in Papa Johns ability to deliver long term, profitable growth and capitalize on opportunities across the QSR category. We have the team, strategy and financial foundation in place to do that. Our transformation plans are built to benefit both the franchisor and franchisees, the heart of our system. Through my interactions with our franchise network, I am consistently inspired by their commitment, loyalty to the brand and eagerness to build together with new products and experiences for our customers.

On behalf of the Board of Directors, I wish to thank our franchisees, team members and partners for their dedication to serving our guests every day, and would also like to thank you, our shareholders, for your continued support. We look forward to further dialogue with you and providing updates on our progress in 2026 and beyond.

Sincerely,

CHRISTOPHER L. COLEMAN

Chair of the Board

Table of Contents

Proxy Statement

Summary

The Board of Directors (the “Board”) of Papa John’s International, Inc. (the “Company” or “Papa Johns”) is soliciting proxies for use at the Annual Meeting of Stockholders (the “Annual Meeting”) to be held virtually at 11:00 a.m. Eastern Time on April 30, 2026, and at any adjournment or postponement of the meeting. We have adopted a virtual format for our Annual Meeting again this year. We will provide a live webcast of the Annual Meeting atwww.virtualshareholdermeeting.com/PZZA2026. An audio recording of the entire Annual Meeting will be available on the Papa John’s Investor Relations website after the meeting. This Proxy Statement and the enclosed proxy card are first being mailed or given to stockholders on or about March 26, 2026.

At the Annual Meeting, stockholders will be asked to vote on the matters outlined in the Notice of Annual Meeting of Stockholders. These include the election of eight directors to the Board; the ratification of the selection of Ernst & Young LLP (“EY”) as the Company’s independent auditors for 2026; advisory approval of the compensation paid to the Company’s named executive officers; an amendment to the Company's Certificate of Incorporation to remove supermajority voting provisions; an amendment to the Company's Certificate of Incorporation to lower the special meeting ownership threshold to 25%; and a stockholder proposal, if properly presented at the Annual Meeting.

WAYS TO VOTE

BOARD COMPOSITION

PERFORMANCE HIGHLIGHTS

*Adjusted EBITDA is a non-GAAP financial measure used by the Company in its compensation program for compensation purposes. Please refer to the "Executive Compensation-Compensation Discussion & Analysis" section of this proxy statement for a discussion of how Adjusted EBITDA is used by the Compensation Committee in the Company's compensation program, and Annex A to this proxy statement for a reconciliation of Adjusted EBITDA to the most comparable U.S. GAAP measure.

PAPA JOHNS TODAY

CORPORATE GOVERNANCE HIGHLIGHTS

TABLE OF CONTENTS

Proxy Statement

The Board of Directors (the “Board”) of Papa John’s International, Inc. (the “Company” or “Papa Johns”) is soliciting proxies for use at the Annual Meeting of Stockholders (the “Annual Meeting”) to be held virtually at 11:00 a.m. Eastern Time on April 30, 2026, and at any adjournment or postponement of the meeting. We have adopted a virtual format for our Annual Meeting. We will provide a live webcast of the Annual Meeting atwww.virtualshareholdermeeting.com/PZZA2026. An audio recording of the entire Annual Meeting will be available on the Papa Johns Investor Relations website after the meeting. This Proxy Statement and the enclosed proxy card are first being mailed or given to stockholders on or about March 26, 2026.

At the Annual Meeting, stockholders will be asked to vote on the matters outlined in the Notice of Annual Meeting of Stockholders. These include the election of eight directors to the Board; the ratification of the selection of Ernst & Young LLP (“EY”) as the Company’s independent auditors for 2026; advisory approval of the compensation paid to the Company’s named executive officers; an amendment to the Company's Amended and Restated Certificate of Incorporation to remove supermajority voting provisions; an amendment to the Company's Amended and Restated Certificate of Incorporation to lower the special meeting ownership threshold to 25%; and a stockholder proposal, if properly presented at the Annual Meeting.