SC 13D/A: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities
Published on January 28, 2002
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 18)*
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 28, 2002
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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
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 Power
Beneficially Owned 6,135,647
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting Power
0
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(9) Sole Dispositive Power
6,135,647
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(10) Shared Dispositive Power
0
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
6,135,647
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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)
28.3
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(14) Type of Reporting Person*
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*SEE INSTRUCTION BEFORE FILLING OUT!
CUSIP NO. 698813 10 2 Page 3 of 4 Pages
AMENDMENT NO. 18 TO
SCHEDULE 13D
JOHN H. SCHNATTER
This Amendment No. 18 amends and supplements the Statement on Schedule 13D
filed by John H. Schnatter, as amended by Amendment Nos. 1-17 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 January 24, pursant to the terms on the GRAT, 210,857 shares of Common
Stock were distributed to Mr. Schnatter from the GRAT, changing the form of
ownership of these shares to direct from indirect.
Mr. Schnatter now owns, directly and indirectly, a total of 6,135,647
shares of Common Stock as follows: 4,012,219 shares owned directly; 49,953
shares owned by the GRAT; 736,737 shares owned by the 2000 GRAT; 975,210
shares owned by The JHS Family Limited Partnership; 73,750 shares owned by
The John H. Schnatter Family Foundation; and 287,778 shares subject to
options that are currently exercisable or exercisable by Mr. Schnatter within
60 days of January 28, 2002.
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 may from time to time sell additional
shares of Common Stock in order to diversify his assets or make charitable or
other gifts of shares.
ITEM 5. INTEREST IN SECURITIES OF THE COMPANY
(a) 6,135,647 (28.3%).
(b) Sole voting power: 6,135,647 shares
Shared voting power: 0
Sole dispositive power: 6,135,647 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 Page 4 of 4 Pages
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 28, 2002 /s/ John H. Schnatter
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Signature
John H. Schnatter
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Name