Effective , you have been granted #### shares of Restricted Stock of Papa John’s International, Inc. (the
“Company”), with a value (if unrestricted) of __DOCTEXT__nbsp; per share as of the grant date.
The restrictions on the shares of Restricted Stock will lapse at the end of the restriction period and the shares will
vest only upon certification by the Compensation Committee of the Company’s Board of Directors that the
Company has met applicable target thresholds of compounded annual growth rate (CAGR) of LTIP Operating
Income over the Company’s fiscal years through as follows: At 12% or higher CAGR, 100% of
the shares will vest; at 10% CAGR, 50% of the shares will vest; and at 5% CAGR, 33% of the shares will vest,
with pro rata vesting between the percentage thresholds. Any achievement below 5% CAGR of LTIP Operating
Income will result in no vesting. All shares that do not vest at the end of the restriction period will be forfeited to
the Company. This summary of restrictions is qualified in its entirety by the terms and conditions of the Restricted
Stock Agreement included with this Notice.
By your signature and the Company’s signature below, you and the Company agree that these shares are granted
under and governed by the terms and conditions of the Company’s Restricted Stock Agreement, which are
included with, and hereby incorporated by reference into, this Notice.
PAPA JOHN’S INTERNATIONAL, INC.
RESTRICTED STOCK AGREEMENT
1999 TEAM MEMBER STOCK OWNERSHIP PLAN
THIS RESTRICTED STOCK AGREEMENT (“Agreement”) is made and entered into by and
between (i) PAPA JOHN’S INTERNATIONAL, INC. , a Delaware corporation (the “Company”), and
(ii) the individual (“Grantee”) named in the “Notice of Grant of Restricted Stock” attached hereto and
incorporated by reference herein as if fully set out herein (the “Notice”). This Agreement is dated as of the date
Notice of Grant of Restricted Stock and Restricted Stock Agreement