Form SC 13G - Statement of Beneficial Ownership by Certain Investors
14 Novembre 2024 - 6:50PM
Edgar (US Regulatory)
CUSIP No: 698813102
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SECURITIES
AND EXCHANGE COMMISSION |
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Washington,
D.C. 20549 |
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT
TO § 240.13d-1(b), (c) AND (d) AND
AMENDMENTS THERETO FILED
PURSUANT TO § 240.13d-2.
(Amendment No. )*
Papa
John’s International, Inc.
(Name of Issuer)
Common stock, $0.01 par value per share
(Title of Class of Securities)
698813102
(CUSIP Number)
September 30, 2024
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
x |
Rule 13d-1(b) |
¨ |
Rule 13d-1(c) |
¨ |
Rule 13d-1(d) |
*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 the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall
not be deemed to be "filed" for purposes 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).
CUSIP No: 698813102
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(1) |
Names
of Reporting Persons
Susquehanna Securities, LLC |
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(2) |
Check
the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
¨ |
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(b) |
¨ |
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(3) |
SEC
Use Only |
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(4) |
Citizenship
or Place of Organization
Delaware |
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Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person With |
(5) |
Sole
Voting Power
2,057,479 |
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(6) |
Shared
Voting Power
2,057,479 |
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(7) |
Sole
Dispositive Power
2,057,479 |
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(8) |
Shared
Dispositive Power
2,057,479 |
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(9) |
Aggregate
Amount Beneficially Owned by Each Reporting Person
2,057,479 |
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(10) |
Check
box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
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(11) |
Percent
of Class Represented by Amount in Row (9)
6.3% |
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(12) |
Type
of Reporting Person (See Instructions)
BD, OO |
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CUSIP No: 698813102
Item 1. |
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(a) |
Name
of Issuer
Papa John’s International, Inc. (the “Company”) |
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(b) |
Address
of Issuer’s Principal Executive Offices
2002 Papa John’s Boulevard
Louisville, KY 40299-2367 |
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Item
2(a). |
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Name
of Person Filing
Susquehanna Securities, LLC |
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Item
2(b). |
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Address
of Principal Business Office or, if none, Residence
401 E. City Avenue
Suite 220
Bala Cynwyd, PA 19004 |
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Item
2(c). |
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Citizenship
Citizenship is set forth in Row 4 of the cover page hereto and is incorporated herein by reference. |
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Item
2(d). |
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Title
of Class of Securities
Common stock, $0.01 par value per share (the “Shares”) |
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Item
2(e) |
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CUSIP
Number
698813102 |
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Item 3. |
If this statement
is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
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(a) |
x |
Broker or dealer registered under
section 15 of the Act (15 U.S.C. 78o). |
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(b) |
¨ |
Bank as defined in section 3(a)(6) of
the Act (15 U.S.C. 78c). |
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(c) |
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Insurance company as defined in
section 3(a)(19) of the Act (15 U.S.C. 78c). |
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(d) |
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Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
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(e) |
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An investment
adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
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(f) |
¨ |
An employee
benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g) |
¨ |
A parent
holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
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(h) |
¨ |
A savings
association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(i) |
¨ |
A church
plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3); |
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(j) |
¨ |
A non-U.S. institution in accordance
with § 240.13d–1(b)(1)(ii)(J); |
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(k) |
¨ |
Group, in accordance with rule 13d–1(b)(1)(ii)(K). |
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If filing as a non-U.S. institution
in accordance with § 240.13d–1(b)(1)(ii)(J), please specify the type of institution: |
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CUSIP No: 698813102
Item 4. |
Ownership |
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Provide the following
information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
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The information
required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for
each Reporting Person hereto and is incorporated herein by reference for each such Reporting
Person.
The number of Shares reported as beneficially owned
includes options to buy 617,200 Shares.
The Company’s Quarterly Report on Form 10-Q,
filed on August 8, 2024, indicates that there were 32,625,886 Shares outstanding as of August 2, 2024. |
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Item 5. |
Ownership of Five Percent or
Less of a Class |
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If this statement
is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following: ¨ |
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Item 6. |
Ownership of More than Five
Percent on Behalf of Another Person |
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Not applicable. |
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Item 7. |
Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
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Not applicable. |
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Item 8. |
Identification and Classification
of Members of the Group |
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Not applicable. |
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Item 9. |
Notice of Dissolution of Group |
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Not applicable. |
Item 10. |
Certification |
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By
signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were acquired
and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant
in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. |
CUSIP No: 698813102
SIGNATURE
After reasonable inquiry and to the best of its
knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true,
complete, and correct.
Dated: November 14, 2024
SUSQUEHANNA SECURITIES, LLC |
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By: |
/s/ Brian Sopinsky |
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Name: |
Brian Sopinsky |
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Title: |
Secretary |
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