AMENDMENT NO. 1 TO GOVERNANCE AGREEMENTGovernance Agreement • March 6th, 2019 • Papa Johns International Inc • Retail-eating places • Delaware
This Amendment No. 1 to Governance Agreement, dated as of March 6, 2019 (the “Amendment”) is entered into by and among Papa John’s International, Inc. (the “Company”) and the entities and natural persons set forth in the signature pages hereto (collectively, “Starboard”) (each of the Company and Starboard, a “Party” to this Amendment, and collectively, the “Parties”). Capitalized terms used but not defined herein have the meanings set forth in the Governance Agreement (as defined below).
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • March 6th, 2019 • Papa Johns International Inc • Retail-eating places • Delaware
This AMENDMENT NO. 2 (this “Amendment”) to the Rights Agreement, dated as of July 22, 2018, by and between Papa John’s International, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), as amended by Amendment No. 1 to the Rights Agreement, dated as of February 3, 2019 (as amended, the “Rights Agreement”), is entered into as of March 6, 2019. Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings given to them in the Rights Agreement.
