Todd A. Penegor

President and CEO at PAPA JOHNS INTERNATIONAL

Since July 31, 2024

Age

59 years

Education

Holds a Bachelor of Arts in Accounting and a Master of Business Administration in Finance from Michigan State University.

Tenure

Began serving as President and CEO at Papa John’s International, Inc. on 07-31-2024, following a notable career with leadership roles at Wendy’s Company, Kellogg Company, and Ford Motor Company.

Also at PAPA JOHNS INTERNATIONAL

CMO

Caroline M. Oyler

Chief Legal & Risk Officer, Corporate Secretary

Joseph Sieve

Chief Restaurant and Global Development Officer

Kevin Vasconi

Chief Digital and Technology Officer

About

Todd A. Penegor is the current President and CEO of Papa John’s International, Inc., having assumed leadership on 07-31-2024. Born in 1965 and now 59 years old, he brings over two decades of experience in the quick-service restaurant and consumer goods sectors.

Before joining Papa John’s, he held pivotal roles including CEO at Wendy’s Company from 2016 to February 2024, where he propelled the company to expand its footprint to over 7,000 restaurants worldwide while achieving 12 consecutive years of same-restaurant sales growth. His earlier tenures at Kellogg Company and Ford Motor Company further established his expertise in financial strategy, mergers and acquisitions, and global operations.

Beyond his executive leadership, he contributes significantly as a board member for prominent organizations such as Ball Corporation and Dutch Bros Inc., underscoring his broad influence in the industry. With a robust academic background from Michigan State University, his career is distinguished by a consistent commitment to strategic growth, operational excellence, and transformative leadership.

$PZZA Performance Under Todd A. Penegor

Past Roles

Organization	Role	Date Range	Details
The Wendy's Company	President and Chief Executive Officer	2016 – February 2024	Oversaw substantial growth in sales, earnings and restaurant count; expanded footprint to over 7,000 restaurants worldwide; achieved 12 consecutive years of same-restaurant sales growth
The Wendy's Company	Chief Financial Officer	2013 – 2016	Held financial leadership responsibilities
Kellogg Company	Vice President of Kellogg Company and President of U.S. Snacks	2009 – 2013	N/A
Kellogg Company	Vice President and Chief Financial Officer of Kellogg Europe	2007 – 2009	N/A
Kellogg Company	Vice President and Chief Financial Officer of Kellogg USA and Kellogg Snacks	2002 – 2007	N/A
Kellogg Company	Vice President, Global Financial Planning and Strategy	2000 – 2013	N/A
Ford Motor Company	Various finance positions (strategy, mergers & acquisitions, controller’s office, treasury)	1989 – 2000	N/A

External Roles

Organization	Role	Date Range
Ball Corporation	Board of Directors	2019 – Present
Dutch Bros Inc.	Board of Directors	2024 – Present

Fixed Compensation

Data from FY 2024

Component Name	Amount	Payment Schedule	Additional Details
Annual Base Salary	$1,000,000 per year	Annually (per employment agreement)	Minimum base salary; future increases at the discretion of the Compensation Committee
Sign-On Compensation	$1.25 million in restricted stock	Granted on July 31, 2024	Restricted stock vests one-third on each anniversary of the grant date
Relocation Benefits	$150,000	At time of relocation	Covers relocation and moving expenses; grossed-up for applicable taxes

Performance Compensation

Data from FY 2024

Annual Cash Incentive Opportunity

Metric	Detail
Target Amount	$1,000,000 (150% of base salary)
Performance Metrics	Not specified
Thresholds/Targets	Not provided
Vesting Schedule	N/A
Evaluation Period	N/A

Cash Transition Bonus

Metric	Detail
Bonus Amount	$250,000
Conditions	Continued employment through December 31, 2024; achievement of non-financial performance objectives
Payment Timing	Lump sum payment after December 31, 2024

Annual Equity Awards

Metric	Detail
Target Grant-Date Fair Value	$5 million total; pro-rated to $2.5 million for 2024
Performance Metrics	Total Shareholder Return (TSR) relative to a predetermined peer group; Cumulative system-wide sales for fiscal years 2024-2026
Thresholds/Targets	Not specified
Vesting Schedule	Generally 3-year cliff vesting for performance-based RSUs; additional one-time awards have a 4-year cliff vesting subject to stock price hurdles
Evaluation Period	Fiscal years 2024-2026 for the cumulative system-wide sales metric
Additional Details	TSR metric fair value determined via a Monte Carlo simulation model; cumulative sales metric set at the grant date stock price