PAPA JOHN’S INTERNATIONAL, INC.
BOARD OF DIRECTORS DEFERRED COMPENSATION PLAN
1.1 Purposes . The purposes of this Board of Directors Deferred Compensation Plan (“Plan”) of
Papa John’s International, Inc., a Delaware corporation (“Company”), are to provide a means for the
members of the Board of Directors of the Company to defer all or a portion of their Annual retainer,
Service fees and any other compensation paid for services as a Director (“Fees”), and to provide
flexibility to the Company in attracting and retaining new members for the Board of Directors.
2. ELIGIBILITY AND PARTICIPATION.
2.1 Eligibility . Any member of the Board of Directors who is not a common law employee of the
Company (“Director”) is eligible to participate in the Plan.
2.2 Participation . A Director may become a participant in the Plan (“Participant”) by filing an
Election Form in accordance with the provisions of Section 4.1. A Participant shall remain a Participant
until such time as the Participant has received all payments to which the Participant is entitled under the
terms of the Plan or as otherwise provided herein.
3.1 The Committee . The Plan shall be administered by the Compensation Committee of the Board
of Directors of the Company (“Board”), or by any other committee (“Committee”) appointed by the
Board. No Director may decide, determine or act on any matter that affects the amount, distribution,
nature or method of settlement of solely his or her Account, except in exercising an election available to
that Director in his or her capacity as a Participant.
3.2 Authority of the Committee . The Committee shall have sole discretion to make all
determinations which may be necessary or advisable for the administration of the Plan. The Committee
may delegate its authority as identified hereunder. All determinations and decisions made by the