SC 13D/A: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities
Published on January 25, 2000
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14 )*
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Papa John's International, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
698813 10 2
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(CUSIP Number)
Christopher J. Sternberg, Esq.,
P.O. Box 99900, Louisville, KY 40269, 502-261-4934
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
January 24, 2000
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box / /.
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Continued on following page(s))
Page 1 of 4 Pages
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CUSIP No. 698813 10 2 13D Page 2 of 4 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
John H. Schnatter
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /
N/A
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(3) SEC Use Only
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(4) Source of Funds*
N/A
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
N/A
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(6) Citizenship or Place of Organization
U.S.A.
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Number of Shares (7) Sole Voting
Beneficially Owned 6,951,186
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting
0
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(9) Sole Dispositive
6,951,186
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(10) Shared Dispositive
0
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
6,951,186
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
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(13) Percent of Class Represented by Amount in Row (11)
25.1%
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(14) Type of Reporting Person*
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*SEE INSTRUCTION BEFORE FILLING OUT!
CUSIP No. 698813 10 2 13D Page 3 of 4 Pages
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AMENDMENT NO. 14 TO
SCHEDULE 13D
JOHN H. SCHNATTER
This Amendment No. 14 amends and supplements the Statement on Schedule
13D filed by John H. Schnatter, as amended by Amendment Nos. 1-13 thereto,
with respect to the common stock ("Common Stock") of Papa John's
International, Inc. (the "Company"). Such Schedule 13D is hereby amended to
add or revise information to the items indicated. Unless otherwise indicated,
defined terms have the same meaning set forth in the originally filed
Schedule 13D, as amended.
ITEM 4. PURPOSE OF TRANSACTION
On August 27, 1999, Mr. Schnatter made a gift of 2,535 shares of Common
Stock to a charity. On September 29, 1999, Mr. Schnatter exchanged 49,046
shares of Common Stock for share interests in the Belcrest Capital Exchange
Fund, LLC. On November 3, 1999, pursuant to the terms of the GRAT, 152,983
shares of Common Stock were distributed from the GRAT to Mr. Schnatter,
changing the form of ownership of these shares from indirect to direct. On
December 6, 1999, Mr. Schnatter made a gift of 6,750 shares of Common Stock
to a charity.
These transactions result in Mr. Schnatter's owning, directly and
indirectly, a total of 6,951,186 shares of Common Stock as follows: 5,847,751
shares owned directly; 489,907 shares owned by the GRAT; 395,500 shares owned
by The JHS Family Limited Partnership; 79,750 shares owned by The John H.
Schnatter Family Foundation; and 138,278 shares subject to options which are
currently exercisable or exercisable within 60 days of January 24, 2000.
By virtue of his stock ownership, and his position as Chairman of the
Board and Chief Executive Officer of the Company, Mr. Schnatter may be deemed
to be in control of the Company. Mr. Schnatter has no present intent to
acquire or dispose of additional shares of Common Stock; however, Mr.
Schnatter may from time to time sell shares in order to diversify his assets
or make charitable or other gifts of shares.
ITEM 5. INTEREST IN SECURITIES OF THE COMPANY
(a) 6,951,186 (25.1 %).
(b) Sole voting power: 6,951,186 shares
Shared voting power: 0
Sole dispositive power: 6,951,186 shares
Shares dispositive power: 0
(c) Mr. Schnatter made sales, gifts and transfers of shares of
Common Stock as described in Item 4.
CUSIP No. 698813 10 2 13D Page 4 of 4 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
January 24, 2000 /s/ John H. Schnatter
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Signature
John H. Schnatter
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Name