SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
North Timothy M

(Last) (First) (Middle)
P. O. BOX 99900

(Street)
LOUISVILLE KY 40269

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/19/2010
3. Issuer Name and Ticker or Trading Symbol
PAPA JOHNS INTERNATIONAL INC [ PZZA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, North American Operations
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 2,696 D
Common Stock 52.9769 I By 401(k) Plan
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock (1) (1) Common Stock 41.7144 (2) D
Stock Options 12/31/2010 12/31/2013 Common Stock 10,000 $18.43 D
Stock Options (3) 08/24/2014 Common Stock 3,478 $24.58 D
Stock Options 10/27/2007 10/27/2010 Common Stock 500 $25.32 D
Stock Options (4) 05/08/2013 Common Stock 3,737 $26.31 D
Stock Options (5) 04/30/2014 Common Stock 2,982 $26.54 D
Stock Options 04/19/2008 04/19/2011 Common Stock 2,384 $32.65 D
Stock Options (6) 05/09/2012 Common Stock 3,057 $33.92 D
Explanation of Responses:
1. The shares of phantom stock are payable in common stock in a lump sum or in installments upon termination of service, or earlier in accordance with certain in-service elections available under a deferred compensation plan.
2. Converts to common stock on a one-for-one basis.
3. The award vests in three annual installments beginning one year from the grant date: 1159 options become exercisable on August 24, 2010; 1159 options become exercisable on August 24, 2011; and 1160 options become exercisable on August 24, 2012.
4. The award vests in three annual installments beginning one year from the grant date: 1246 options are currently exercisable; 1245 options become exercisable on May 8, 2010; and 1246 options become exercisable on May 8, 2011.
5. The award vests in three annual installments beginning one year from the grant date: 993 options become exercisable on April 30, 2010; 993 options become exercisable on April 30, 2011; and 996 options become exercisable on April 30, 2012.
6. The award vests in three annual installments beginning one year from the grant date: 2038 options are currently exercisable; and 1019 become exercisable on May 9, 2010.
Remarks:
Debra A. Breeden, by power of attorney 03/26/2010
** 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 5 (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.