PNRA / Panera Bread Co. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Panera Bread Co.
US ˙ NASDAQ ˙ US69840W1080
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
LEI 5493008627EIK5RECQ92
CIK 724606
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Panera Bread Co.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
July 31, 2017 15-12G

Panera Bread FORM 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-19253 PANERA BREAD COMPANY (Exact name of registrant as specified in its

July 18, 2017 S-8 POS

Panera Bread S-8 POS

As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS 1 d425907ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No. 333-205377 Registration No. 333-202469 Registration No. 333-168762 Registration No. 333-143277 Registration No. 333-134460 Registration No. 333-128049 Registration No. 333-128046 Registration No. 333-64222 Registration No. 333-31857 Registration No. 333-31855 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread FORM S-8 POS

As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS 1 d425907ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No. 333-205377 Registration No. 333-202469 Registration No. 333-168762 Registration No. 333-143277 Registration No. 333-134460 Registration No. 333-128049 Registration No. 333-128046 Registration No. 333-64222 Registration No. 333-31857 Registration No. 333-31855 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS 1 d425907ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No. 333-205377 Registration No. 333-202469 Registration No. 333-168762 Registration No. 333-143277 Registration No. 333-134460 Registration No. 333-128049 Registration No. 333-128046 Registration No. 333-64222 Registration No. 333-31857 Registration No. 333-31855 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS 1 d425907ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No. 333-205377 Registration No. 333-202469 Registration No. 333-168762 Registration No. 333-143277 Registration No. 333-134460 Registration No. 333-128049 Registration No. 333-128046 Registration No. 333-64222 Registration No. 333-31857 Registration No. 333-31855 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS 1 d425907ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No. 333-205377 Registration No. 333-202469 Registration No. 333-168762 Registration No. 333-143277 Registration No. 333-134460 Registration No. 333-128049 Registration No. 333-128046 Registration No. 333-64222 Registration No. 333-31857 Registration No. 333-31855 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS 1 d425907ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No. 333-205377 Registration No. 333-202469 Registration No. 333-168762 Registration No. 333-143277 Registration No. 333-134460 Registration No. 333-128049 Registration No. 333-128046 Registration No. 333-64222 Registration No. 333-31857 Registration No. 333-31855 Registration No.

July 18, 2017 S-8 POS

Panera Bread S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on July 18, 2017 Registration No.

July 18, 2017 EX-3.2

FOURTH AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY A Delaware Corporation Effective July 18, 2017 TABLE OF CONTENTS Page ARTICLE I OFFICES 1 Section 1.1 Registered Office 1 Section 1.2 Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 Secti

EX-3.2 Exhibit 3.2 FOURTH AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY A Delaware Corporation Effective July 18, 2017 TABLE OF CONTENTS Page ARTICLE I OFFICES 1 Section 1.1 Registered Office 1 Section 1.2 Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 Section 2.1 Place of Meetings 1 Section 2.2 Annual Meetings 1 Section 2.3 Special Meetings 2 Section 2.4 Notice 2 Section 2.5 Adjourn

July 18, 2017 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION PANERA BREAD COMPANY

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PANERA BREAD COMPANY FIRST: The name of the Corporation is Panera Bread Company (hereinafter the “Corporation”). SECOND: The address of the registered office of the Corporation in the State of Delaware is The Corporation Trust Center, 1209 Orange Street in the City of Wilmington, County of New Castle, Delaware 19801. The name

July 18, 2017 EX-99.1

JAB Completes Acquisition of Panera Bread Company

EX-99.1 Exhibit 99.1 JAB Completes Acquisition of Panera Bread Company ST. LOUIS, MO ? July 18, 2017 ? Panera Bread Company (?Panera? or the ?Company?) (NASDAQ: PNRA) and JAB today announced the successful completion of the acquisition of Panera by an investment vehicle of JAB Consumer Fund and JAB Holding Company. The acquisition was announced on April 5, 2017, and the transaction closed and beca

July 18, 2017 EX-99.1

JAB Completes Acquisition of Panera Bread Company

EX-99.1 Exhibit 99.1 JAB Completes Acquisition of Panera Bread Company ST. LOUIS, MO ? July 18, 2017 ? Panera Bread Company (?Panera? or the ?Company?) (NASDAQ: PNRA) and JAB today announced the successful completion of the acquisition of Panera by an investment vehicle of JAB Consumer Fund and JAB Holding Company. The acquisition was announced on April 5, 2017, and the transaction closed and beca

July 18, 2017 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2017 Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction of incorporation) (Commission

July 18, 2017 EX-99.25

EX-99.25

pnra-form25

July 18, 2017 EX-99.25

EX-99.25

pnra-form25

July 12, 2017 8-K

Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 12, 2017 (July 11, 2017) Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction of incorporati

July 11, 2017 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d413765d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2017 Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction of i

July 11, 2017 EX-99.1

Panera Stockholders Approve Merger With JAB Holdings

EX-99.1 Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Stockholders Approve Merger With JAB Holdings St. Louis, MO, July 11, 2017?Panera Bread Company (NASDAQ: PNRA) announced that at a special meeting today, Panera?s stockholders overwhelmingly approved the previously announced merger agreement relating to the proposed transaction betwee

July 7, 2017 DEFA14A

Panera Bread DEFA14A

DEFA14A 1 d390553ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

July 7, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2017 Panera Bread Company (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-19253 (Commission File Number) 04-

June 16, 2017 DEFA14A

Panera Bread DEFA14A

DEFA14A 1 d417387ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

June 16, 2017 8-K

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2017 (June 7, 2017) Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction of incorpo

June 7, 2017 DEFA14A

Panera Bread DEFA14A

DEFA14A 1 d404280ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

June 7, 2017 8-K

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2017 (June 2, 2017) Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction of incorpor

May 31, 2017 DEFM14A

Panera Bread DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 23, 2017 8-K

Other Events

8-K 1 d393765d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2017 Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction of in

May 23, 2017 DEFA14A

Panera Bread FORM 8-K

DEFA14A 1 d393765d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2017 Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction o

May 12, 2017 PREM14A

Panera Bread PREM14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Rule 14a-101) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

May 9, 2017 SC 13G/A

PNRA / Panera Bread Co. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Panera Bread Company (Name of Issuer) Class A Common Stock (Title of Class of Securities) 69840W108 (CUSIP Number) April 28, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

April 26, 2017 10-Q

PNRA / Panera Bread Co. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 28, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19253 Panera Bread

April 25, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a201703288k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2017 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of

April 25, 2017 EX-99.1

Panera Bread Company Reports Q1 2017 Results

Exhibit Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q1 2017 Results St. Louis, MO, April 25, 2017 - Panera Bread Company (NASDAQ: PNRA) today reported financial results for fiscal Q1 2017. HIGHLIGHTS - Q1 2017 GAAP Diluted EPS of $1.88 , up 30% - Q1 2017 Non-GAAP Diluted EPS of $1.83 , up 17% - Q1 2017 Company-own

April 25, 2017 EX-99.1

Panera Bread Company Reports Q1 2017 Results

Exhibit Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q1 2017 Results St. Louis, MO, April 25, 2017 - Panera Bread Company (NASDAQ: PNRA) today reported financial results for fiscal Q1 2017. HIGHLIGHTS - Q1 2017 GAAP Diluted EPS of $1.88 , up 30% - Q1 2017 Non-GAAP Diluted EPS of $1.83 , up 17% - Q1 2017 Company-own

April 25, 2017 DEFA14A

Panera Bread FORM 8-K

DEFA14A 1 a201703288k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2017 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdictio

April 25, 2017 EX-99.1

Panera Bread Company Reports Q1 2017 Results

Exhibit Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q1 2017 Results St. Louis, MO, April 25, 2017 - Panera Bread Company (NASDAQ: PNRA) today reported financial results for fiscal Q1 2017. HIGHLIGHTS - Q1 2017 GAAP Diluted EPS of $1.88 , up 30% - Q1 2017 Non-GAAP Diluted EPS of $1.83 , up 17% - Q1 2017 Company-own

April 25, 2017 10-K/A

PNRA / Panera Bread Co. 10-K/A (Annual Report)

10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.

April 14, 2017 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d365864dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of this Statement on Schedule 13D including any amendments thereto. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original,

April 14, 2017 SC 13D

PNRA / Panera Bread Co. / JAB Forest B.V. - SC 13D Activist Investment

SC 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Panera Bread Company (Name of Issuer) Class A Common Stock, Par Value $0.0001 Per Share Class B Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 69840W108 / 69840W207 (

April 14, 2017 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d365864dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of this Statement on Schedule 13D including any amendments thereto. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original,

April 12, 2017 DEFA14A

Panera Bread DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

April 11, 2017 8-K/A

Financial Statements and Exhibits

8-K/A 1 d360317d8ka.htm FORM 8-K AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2017 (April 4, 2017) Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (

April 11, 2017 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of November 4, 2015 and amended on April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of November 4, 2015 and amended on April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.10 Nomination of

April 11, 2017 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of November 4, 2015 and amended on April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of November 4, 2015 and amended on April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.10 Nomination of

April 11, 2017 DEFA14A

Panera Bread DEFA14A

DEFA14A 1 d374877ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

April 7, 2017 DEFA14A

Panera Bread DEFA14A

DEFA14A 1 d366556ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

April 6, 2017 DEFA14A

Panera Bread DEFA14A

DEFA14A 1 d366776ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

April 5, 2017 EX-2.1

AGREEMENT AND PLAN OF MERGER By and Among PANERA BREAD COMPANY, RYE PARENT CORP., RYE MERGER SUB, INC. JAB HOLDINGS B.V. Dated as of April 4, 2017 TABLE OF CONTENTS Page Article I THE MERGER; CLOSING; EFFECTIVE TIME 1 Section 1.1 The Merger 1 Section

EX-2.1 EXHIBIT 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER By and Among PANERA BREAD COMPANY, RYE PARENT CORP., RYE MERGER SUB, INC. And JAB HOLDINGS B.V. Dated as of April 4, 2017 TABLE OF CONTENTS Page Article I THE MERGER; CLOSING; EFFECTIVE TIME 1 Section 1.1 The Merger 1 Section 1.2 Closing 1 Section 1.3 Effective Time 2 Article II CERTIFICATE OF INCORPORATION AND BY-LAWS OF THE SURVIV

April 5, 2017 EX-10.1

PANERA BREAD COMPANY NON-COMPETITION AGREEMENT

EX-10.1 EXHIBIT 10.1 EXECUTION VERSION PANERA BREAD COMPANY NON-COMPETITION AGREEMENT Non-Competition Agreement (the ?Agreement?), dated as of April 4, 2017, by and between Panera Bread Company, a Delaware corporation (together with its affiliates, the ?Company?), with its principal offices at 3630 South Geyer Road, St. Louis, Missouri 63127, and Ronald M. Shaich (?Executive?). WHEREAS, the Compan

April 5, 2017 EX-2.1

AGREEMENT AND PLAN OF MERGER By and Among PANERA BREAD COMPANY, RYE PARENT CORP., RYE MERGER SUB, INC. JAB HOLDINGS B.V. Dated as of April 4, 2017 TABLE OF CONTENTS Page Article I THE MERGER; CLOSING; EFFECTIVE TIME 1 Section 1.1 The Merger 1 Section

EX-2.1 EXHIBIT 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER By and Among PANERA BREAD COMPANY, RYE PARENT CORP., RYE MERGER SUB, INC. And JAB HOLDINGS B.V. Dated as of April 4, 2017 TABLE OF CONTENTS Page Article I THE MERGER; CLOSING; EFFECTIVE TIME 1 Section 1.1 The Merger 1 Section 1.2 Closing 1 Section 1.3 Effective Time 2 Article II CERTIFICATE OF INCORPORATION AND BY-LAWS OF THE SURVIV

April 5, 2017 EX-99.1

VOTING AGREEMENT

EX-99.1 Exhibit 99.1 VOTING AGREEMENT VOTING AGREEMENT (this ?Agreement?), dated as of April 4, 2017, is by and among Rye Parent Corp., a Delaware corporation (?Parent?), Rye Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (?Merger Sub?), Ronald M. Shaich (?Shaich?), Ronald M. Shaich 2016 Qualified Annuity Trust (?Shaich 2016 QAT?), Ronald M. Shaich 2015 Qu

April 5, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2017 (April 4, 2017) Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporati

April 5, 2017 EX-10.1

PANERA BREAD COMPANY NON-COMPETITION AGREEMENT

EX-10.1 EXHIBIT 10.1 EXECUTION VERSION PANERA BREAD COMPANY NON-COMPETITION AGREEMENT Non-Competition Agreement (the ?Agreement?), dated as of April 4, 2017, by and between Panera Bread Company, a Delaware corporation (together with its affiliates, the ?Company?), with its principal offices at 3630 South Geyer Road, St. Louis, Missouri 63127, and Ronald M. Shaich (?Executive?). WHEREAS, the Compan

April 5, 2017 EX-2.1

AGREEMENT AND PLAN OF MERGER By and Among PANERA BREAD COMPANY, RYE PARENT CORP., RYE MERGER SUB, INC. JAB HOLDINGS B.V. Dated as of April 4, 2017 TABLE OF CONTENTS Page Article I THE MERGER; CLOSING; EFFECTIVE TIME 1 Section 1.1 The Merger 1 Section

EX-2.1 EXHIBIT 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER By and Among PANERA BREAD COMPANY, RYE PARENT CORP., RYE MERGER SUB, INC. And JAB HOLDINGS B.V. Dated as of April 4, 2017 TABLE OF CONTENTS Page Article I THE MERGER; CLOSING; EFFECTIVE TIME 1 Section 1.1 The Merger 1 Section 1.2 Closing 1 Section 1.3 Effective Time 2 Article II CERTIFICATE OF INCORPORATION AND BY-LAWS OF THE SURVIV

April 5, 2017 EX-2.1

AGREEMENT AND PLAN OF MERGER By and Among PANERA BREAD COMPANY, RYE PARENT CORP., RYE MERGER SUB, INC. JAB HOLDINGS B.V. Dated as of April 4, 2017 TABLE OF CONTENTS Page Article I THE MERGER; CLOSING; EFFECTIVE TIME 1 Section 1.1 The Merger 1 Section

EX-2.1 EXHIBIT 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER By and Among PANERA BREAD COMPANY, RYE PARENT CORP., RYE MERGER SUB, INC. And JAB HOLDINGS B.V. Dated as of April 4, 2017 TABLE OF CONTENTS Page Article I THE MERGER; CLOSING; EFFECTIVE TIME 1 Section 1.1 The Merger 1 Section 1.2 Closing 1 Section 1.3 Effective Time 2 Article II CERTIFICATE OF INCORPORATION AND BY-LAWS OF THE SURVIV

April 5, 2017 EX-10.1

PANERA BREAD COMPANY NON-COMPETITION AGREEMENT

EX-10.1 EXHIBIT 10.1 EXECUTION VERSION PANERA BREAD COMPANY NON-COMPETITION AGREEMENT Non-Competition Agreement (the ?Agreement?), dated as of April 4, 2017, by and between Panera Bread Company, a Delaware corporation (together with its affiliates, the ?Company?), with its principal offices at 3630 South Geyer Road, St. Louis, Missouri 63127, and Ronald M. Shaich (?Executive?). WHEREAS, the Compan

April 5, 2017 DEFA14A

Panera Bread 8-K

DEFA14A 1 d372856d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2017 (April 4, 2017) Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Ju

April 5, 2017 EX-99.1

VOTING AGREEMENT

EX-99.1 Exhibit 99.1 VOTING AGREEMENT VOTING AGREEMENT (this ?Agreement?), dated as of April 4, 2017, is by and among Rye Parent Corp., a Delaware corporation (?Parent?), Rye Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (?Merger Sub?), Ronald M. Shaich (?Shaich?), Ronald M. Shaich 2016 Qualified Annuity Trust (?Shaich 2016 QAT?), Ronald M. Shaich 2015 Qu

April 5, 2017 EX-10.1

PANERA BREAD COMPANY NON-COMPETITION AGREEMENT

EX-10.1 EXHIBIT 10.1 EXECUTION VERSION PANERA BREAD COMPANY NON-COMPETITION AGREEMENT Non-Competition Agreement (the ?Agreement?), dated as of April 4, 2017, by and between Panera Bread Company, a Delaware corporation (together with its affiliates, the ?Company?), with its principal offices at 3630 South Geyer Road, St. Louis, Missouri 63127, and Ronald M. Shaich (?Executive?). WHEREAS, the Compan

April 5, 2017 EX-99.1

VOTING AGREEMENT

EX-99.1 Exhibit 99.1 VOTING AGREEMENT VOTING AGREEMENT (this ?Agreement?), dated as of April 4, 2017, is by and among Rye Parent Corp., a Delaware corporation (?Parent?), Rye Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (?Merger Sub?), Ronald M. Shaich (?Shaich?), Ronald M. Shaich 2016 Qualified Annuity Trust (?Shaich 2016 QAT?), Ronald M. Shaich 2015 Qu

April 5, 2017 EX-99.1

VOTING AGREEMENT

EX-99.1 Exhibit 99.1 VOTING AGREEMENT VOTING AGREEMENT (this ?Agreement?), dated as of April 4, 2017, is by and among Rye Parent Corp., a Delaware corporation (?Parent?), Rye Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (?Merger Sub?), Ronald M. Shaich (?Shaich?), Ronald M. Shaich 2016 Qualified Annuity Trust (?Shaich 2016 QAT?), Ronald M. Shaich 2015 Qu

April 5, 2017 DEFA14A

Panera Bread DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

April 5, 2017 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of March 9, 2006, and amended on March 9, 2012 and April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of March 9, 2006, and amended on March 9, 2012 and April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.

April 5, 2017 EX-99.1

Panera Bread and JAB Announce Definitive Merger Agreement Panera Shareholders to Receive $315 Per Share in Cash in $7.5 Billion Transaction

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Panera Bread and JAB Announce Definitive Merger Agreement Panera Shareholders to Receive $315 Per Share in Cash in $7.5 Billion Transaction St. Louis, MO ? APRIL 5, 2017 ? Panera Bread Company (?Panera? or the ?Company?) (NASDAQ: PNRA) and JAB today announced that the companies have entered into a definitive merger agreement under which JAB will acquire P

April 5, 2017 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

8-K 1 d373350d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2017 (April 4, 2017) Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisd

April 5, 2017 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of March 9, 2006, and amended on March 9, 2012 and April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of March 9, 2006, and amended on March 9, 2012 and April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.

April 5, 2017 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of March 9, 2006, and amended on March 9, 2012 and April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of March 9, 2006, and amended on March 9, 2012 and April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.

April 5, 2017 EX-99.1

Panera Bread and JAB Announce Definitive Merger Agreement Panera Shareholders to Receive $315 Per Share in Cash in $7.5 Billion Transaction

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Panera Bread and JAB Announce Definitive Merger Agreement Panera Shareholders to Receive $315 Per Share in Cash in $7.5 Billion Transaction St. Louis, MO ? APRIL 5, 2017 ? Panera Bread Company (?Panera? or the ?Company?) (NASDAQ: PNRA) and JAB today announced that the companies have entered into a definitive merger agreement under which JAB will acquire P

April 5, 2017 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of March 9, 2006, and amended on March 9, 2012 and April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of March 9, 2006, and amended on March 9, 2012 and April 4, 2017) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.

April 5, 2017 DEFA14A

Panera Bread 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2017 (April 4, 2017) Panera Bread Company (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporati

March 6, 2017 8-K

Panera Bread FORM 8-K (Current Report/Significant Event)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2017 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commis

February 22, 2017 10-K

Panera Bread FORM 10-K (Annual Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 27, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19253 Panera Br

February 22, 2017 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 27, 2016 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 27, 2016 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 22, 2017 EX-10.31

GENERAL RELEASE

EXHIBIT 10.31 GENERAL RELEASE I, Andrew Madsen, of 1 Isle of Sicily, Florida 32789, for good and adequate consideration (specifically the consideration set forth in Attachment 1), hereby release and absolutely and forever discharge PANERA, LLC, its owners, predecessors, successors, franchisees, affiliates, assigns, officers, employees, insurers, attorneys, investors and agents (hereinafter “Releas

February 22, 2017 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 27, 2016 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 27, 2016 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 22, 2017 EX-10.31

GENERAL RELEASE

EXHIBIT 10.31 GENERAL RELEASE I, Andrew Madsen, of 1 Isle of Sicily, Florida 32789, for good and adequate consideration (specifically the consideration set forth in Attachment 1), hereby release and absolutely and forever discharge PANERA, LLC, its owners, predecessors, successors, franchisees, affiliates, assigns, officers, employees, insurers, attorneys, investors and agents (hereinafter “Releas

February 10, 2017 SC 13G/A

PNRA / Panera Bread Co. / VANGUARD GROUP INC Passive Investment

panerabreadco.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Panera Bread Co Title of Class of Securities: Common Stock CUSIP Number: 69840W108 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to des

February 9, 2017 SC 13G/A

PNRA / Panera Bread Co. / SHAICH RONALD M - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 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. 18) Panera Bread Company (Name of Issuer) Class A Common Stock / Class B Common Stock (Title of Class of Secu

February 9, 2017 SC 13G/A

PNRA / Panera Bread Co. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Panera Bread Company (Name of Issuer) Class A Common Stock (Title of Class of Securities) 69840W108 (CUSIP Number) December 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

February 7, 2017 EX-10.1

TERM LOAN AGREEMENT Dated as of February 1, 2017, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, WELLS FARGO BANK, N.A., as Documentation Agent The Other Lenders

EX-10.1 Exhibit 10.1 Execution Version Published CUSIP Number: 69840VAL4 Published Term Loan CUSIP Number: 69840VAM2 TERM LOAN AGREEMENT Dated as of February 1, 2017, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, and WELLS FARGO BANK, N.A., as Documentation Agent The Other Lenders Party Hereto, and MERR

February 7, 2017 EX-10.1

TERM LOAN AGREEMENT Dated as of February 1, 2017, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, WELLS FARGO BANK, N.A., as Documentation Agent The Other Lenders

EX-10.1 Exhibit 10.1 Execution Version Published CUSIP Number: 69840VAL4 Published Term Loan CUSIP Number: 69840VAM2 TERM LOAN AGREEMENT Dated as of February 1, 2017, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, and WELLS FARGO BANK, N.A., as Documentation Agent The Other Lenders Party Hereto, and MERR

February 7, 2017 EX-10.1

TERM LOAN AGREEMENT Dated as of February 1, 2017, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, WELLS FARGO BANK, N.A., as Documentation Agent The Other Lenders

EX-10.1 Exhibit 10.1 Execution Version Published CUSIP Number: 69840VAL4 Published Term Loan CUSIP Number: 69840VAM2 TERM LOAN AGREEMENT Dated as of February 1, 2017, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, and WELLS FARGO BANK, N.A., as Documentation Agent The Other Lenders Party Hereto, and MERR

February 7, 2017 EX-10.1

TERM LOAN AGREEMENT Dated as of February 1, 2017, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, WELLS FARGO BANK, N.A., as Documentation Agent The Other Lenders

EX-10.1 Exhibit 10.1 Execution Version Published CUSIP Number: 69840VAL4 Published Term Loan CUSIP Number: 69840VAM2 TERM LOAN AGREEMENT Dated as of February 1, 2017, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, and WELLS FARGO BANK, N.A., as Documentation Agent The Other Lenders Party Hereto, and MERR

February 7, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d331727d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 1, 2017 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction of inc

February 7, 2017 8-K

Panera Bread FORM 8-K (Current Report/Significant Event)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2017 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Com

February 7, 2017 EX-99.1

Panera Bread Company Reports Q4 2016 Results and Progress on Strategic Initiatives

Exhibit Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q4 2016 Results and Progress on Strategic Initiatives St. Louis, MO, February 7, 2017 - Panera Bread Company (Nasdaq: PNRA) today reported financial results for fiscal Q4 2016 and full year fiscal 2016. Operating Highlights - Panera 2.0 constructively completed i

December 9, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a201612098k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction

October 26, 2016 10-Q

Panera Bread FORM 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2016 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19253

October 25, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission F

October 25, 2016 EX-99.1

Panera Bread Company Reports Q3 2016 Results

Exhibit Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q3 2016 Results St. Louis, MO, October 25, 2016 - Panera Bread Company (NASDAQ: PNRA) today reported financial results for fiscal Q3 2016. HIGHLIGHTS - Q3 2016 Company-owned comparable net bakery-cafe sales up 3.4% , up 7.2% on a two-year basis - Q3 2016 GAAP Dil

July 27, 2016 10-Q

Panera Bread FORM 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2016 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19253 Pane

July 26, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission File

July 26, 2016 EX-99.1

Panera Bread Company Reports Q2 2016 Results; Company-owned Comparable Net Bakery-Cafe Sales Increased 4.2%; Raises Mid-Point of FY 2016 Non-GAAP EPS Target

Exhibit Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q2 2016 Results; Company-owned Comparable Net Bakery-Cafe Sales Increased 4.2%; Raises Mid-Point of FY 2016 Non-GAAP EPS Target St. Louis, MO, July 26, 2016 - Panera Bread Company (NASDAQ: PNRA) today reported financial results for fiscal Q2 2016. HIGHLIGHTS - Q2

May 23, 2016 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a201605238k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of I

April 27, 2016 10-Q

Panera Bread FORM 10-Q (Quarterly Report)

10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2016 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19253 Panera

April 26, 2016 EX-99.1

Panera Bread Company Reports Q1 2016 Results; Company-owned Comparable Net Bakery-Cafe Sales Increased 6.2%

Exhibit Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q1 2016 Results; Company-owned Comparable Net Bakery-Cafe Sales Increased 6.2% St. Louis, MO, April 26, 2016 - Panera Bread Company (NASDAQ: PNRA) today reported financial results for fiscal Q1 2016. HIGHLIGHTS - Q1 2016 Company-owned comparable net bakery-cafe s

April 26, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a201603298k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of

April 20, 2016 EX-10.1

AMENDMENT NO. 2 TO CREDIT AGREEMENT

EX-10.1 2 exhibit101amendmentno2.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in

April 20, 2016 EX-10.1

AMENDMENT NO. 2 TO CREDIT AGREEMENT

EX-10.1 2 exhibit101amendmentno2.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in

April 20, 2016 EX-10.1

AMENDMENT NO. 2 TO CREDIT AGREEMENT

EX-10.1 2 exhibit101amendmentno2.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in

April 20, 2016 EX-10.3

AMENDMENT NO. 1 TO CREDIT AGREEMENT

Exhibit Exhibit 10.3 EXECUTION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this ? Amendment ?), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY , a Delaware corporation (the ? Borrower ?), BANK OF AMERICA, N.A. (? Bank of America ?), in its capacity as administrative agent for the Lenders (defined below) (in such capacity, the ? Administrative

April 20, 2016 EX-10.2

AMENDMENT NO. 1 TO CREDIT AGREEMENT

EX-10.2 3 exhibit102amendmentno1.htm EXHIBIT 10.2 Exhibit 10.2 EXECUTION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in

April 20, 2016 EX-10.2

AMENDMENT NO. 1 TO CREDIT AGREEMENT

EX-10.2 3 exhibit102amendmentno1.htm EXHIBIT 10.2 Exhibit 10.2 EXECUTION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in

April 20, 2016 EX-10.1

AMENDMENT NO. 2 TO CREDIT AGREEMENT

EX-10.1 2 exhibit101amendmentno2.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in

April 20, 2016 EX-10.2

AMENDMENT NO. 1 TO CREDIT AGREEMENT

EX-10.2 3 exhibit102amendmentno1.htm EXHIBIT 10.2 Exhibit 10.2 EXECUTION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in

April 20, 2016 EX-10.2

AMENDMENT NO. 1 TO CREDIT AGREEMENT

EX-10.2 3 exhibit102amendmentno1.htm EXHIBIT 10.2 Exhibit 10.2 EXECUTION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in

April 20, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission Fil

April 20, 2016 EX-10.3

AMENDMENT NO. 1 TO CREDIT AGREEMENT

Exhibit Exhibit 10.3 EXECUTION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this ? Amendment ?), dated as of April 14, 2016 is made by and among PANERA BREAD COMPANY , a Delaware corporation (the ? Borrower ?), BANK OF AMERICA, N.A. (? Bank of America ?), in its capacity as administrative agent for the Lenders (defined below) (in such capacity, the ? Administrative

April 15, 2016 DEF 14A

Panera Bread DEFINITIVE PROXY STATEMENT

DEF 14A 1 d143477ddef14a.htm DEFINITIVE PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Regis

March 1, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a201603018k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction

February 18, 2016 10-K

Panera Bread Form 10-K (Annual Report)

10-K 1 a2015122910k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2015 or o TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission fil

February 18, 2016 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 29, 2015 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 29, 2015 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 18, 2016 10-K

PNRA / Panera Bread Co. 10-K - Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2015 or o TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19253 Panera Bread Comp

February 18, 2016 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 29, 2015 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 29, 2015 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 18, 2016 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 29, 2015 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 29, 2015 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 18, 2016 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 29, 2015 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 29, 2015 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 12, 2016 SC 13G/A

PNRA / Panera Bread Co. / SHAICH RONALD M - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 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. 17) Panera Bread Company (Name of Issuer) Class A Common Stock / Class B Common Stock (Title of Class of Secu

February 11, 2016 SC 13G/A

PNRA / Panera Bread Co. / VANGUARD GROUP INC Passive Investment

panerabreadco.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Panera Bread Co Title of Class of Securities: Common Stock CUSIP Number: 69840W108 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to des

February 9, 2016 EX-24.3_630963

EX-24.3_630963

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 EX-24.3_630964

EX-24.3_630964

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 EX-24.3_630963

EX-24.3_630963

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 EX-99.1

For the 13 Weeks Ended

EX-99.1 2 a20151229exhibit991.htm EXHIBIT 99.1 Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q4 2015 Diluted EPS of $1.88, Excluding One-Time Items St. Louis, MO, February 9, 2016 - Panera Bread Company (Nasdaq: PNRA) today reported financial results for fiscal Q4 2015 and full year fiscal 2015. HIGHLIGHTS - Q4 2015

February 9, 2016 EX-24.3_630963

EX-24.3_630963

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a201512298k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction

February 9, 2016 EX-24.3_630964

EX-24.3_630964

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 EX-99.1

For the 13 Weeks Ended

EX-99.1 2 a20151229exhibit991.htm EXHIBIT 99.1 Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q4 2015 Diluted EPS of $1.88, Excluding One-Time Items St. Louis, MO, February 9, 2016 - Panera Bread Company (Nasdaq: PNRA) today reported financial results for fiscal Q4 2015 and full year fiscal 2015. HIGHLIGHTS - Q4 2015

February 9, 2016 EX-24.3_630963

EX-24.3_630963

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a201512298k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction

February 9, 2016 EX-24.3_630964

EX-24.3_630964

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 EX-24.3_630963

EX-24.3_630963

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 EX-24.3_630963

EX-24.3_630963

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 9, 2016 EX-24.3_630963

EX-24.3_630963

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

February 3, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission F

February 3, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2016 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission F

January 11, 2016 SC 13G

PNRA / Panera Bread Co. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Panera Bread Company (Name of Issuer) Class A Common Stock (Title of Class of Securities) 69840W108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate b

November 10, 2015 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1

EX-3.1 2 a2015119ex1.htm EXHIBIT 3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.10 Nomination o

November 10, 2015 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1

EX-3.1 2 a2015119ex1.htm EXHIBIT 3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.10 Nomination o

November 10, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission F

November 10, 2015 8-K

Panera Bread FORM 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commissi

November 10, 2015 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1

EX-3.1 2 a2015119ex1.htm EXHIBIT 3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.10 Nomination o

November 10, 2015 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1

EX-3.1 2 a2015119ex1.htm EXHIBIT 3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.10 Nomination o

November 10, 2015 EX-3.1

THIRD AMENDED AND RESTATED BY-LAWS PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1

EX-3.1 2 a2015119ex1.htm EXHIBIT 3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF PANERA BREAD COMPANY (Effective as of November 4, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 2 1.10 Nomination o

October 28, 2015 10-Q

Panera Bread Form 10-Q (Quarterly Report)

10-Q 1 a2015092910q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commis

October 28, 2015 EX-10.1

GENERAL RELEASE

EX-10.1 2 a20150929ex101.htm EXHIBIT 10.1 EXHIBIT 10.1 GENERAL RELEASE I, Mark Wesley, of 5019 Beach Drive SW, Seattle, WA 98136, for good and adequate consideration (specifically the consideration set forth in Attachment 1), hereby release and absolutely and forever discharge PANERA, LLC, its owners, predecessors, successors, franchisees, affiliates, assigns, officers, employees, insurers, attorn

October 28, 2015 EX-10.1

GENERAL RELEASE

EX-10.1 2 a20150929ex101.htm EXHIBIT 10.1 EXHIBIT 10.1 GENERAL RELEASE I, Mark Wesley, of 5019 Beach Drive SW, Seattle, WA 98136, for good and adequate consideration (specifically the consideration set forth in Attachment 1), hereby release and absolutely and forever discharge PANERA, LLC, its owners, predecessors, successors, franchisees, affiliates, assigns, officers, employees, insurers, attorn

October 28, 2015 EX-10.1

GENERAL RELEASE

EX-10.1 2 a20150929ex101.htm EXHIBIT 10.1 EXHIBIT 10.1 GENERAL RELEASE I, Mark Wesley, of 5019 Beach Drive SW, Seattle, WA 98136, for good and adequate consideration (specifically the consideration set forth in Attachment 1), hereby release and absolutely and forever discharge PANERA, LLC, its owners, predecessors, successors, franchisees, affiliates, assigns, officers, employees, insurers, attorn

October 28, 2015 EX-10.1

GENERAL RELEASE

EX-10.1 2 a20150929ex101.htm EXHIBIT 10.1 EXHIBIT 10.1 GENERAL RELEASE I, Mark Wesley, of 5019 Beach Drive SW, Seattle, WA 98136, for good and adequate consideration (specifically the consideration set forth in Attachment 1), hereby release and absolutely and forever discharge PANERA, LLC, its owners, predecessors, successors, franchisees, affiliates, assigns, officers, employees, insurers, attorn

October 28, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q

10-Q 1 a2015092910q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commis

October 28, 2015 EX-10.1

GENERAL RELEASE

EX-10.1 2 a20150929ex101.htm EXHIBIT 10.1 EXHIBIT 10.1 GENERAL RELEASE I, Mark Wesley, of 5019 Beach Drive SW, Seattle, WA 98136, for good and adequate consideration (specifically the consideration set forth in Attachment 1), hereby release and absolutely and forever discharge PANERA, LLC, its owners, predecessors, successors, franchisees, affiliates, assigns, officers, employees, insurers, attorn

October 27, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a201509298k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction

October 27, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission F

October 27, 2015 EX-99.1

Panera Bread Company Reports Q3 2015 Diluted EPS of $1.32, Excluding One-Time Items

EX-99.1 2 a20150929ex991pressrelease.htm EXHIBIT 99.1 Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q3 2015 Diluted EPS of $1.32, Excluding One-Time Items St. Louis, MO, October 27, 2015 - Panera Bread Company (NASDAQ: PNRA) today reported financial results for fiscal Q3 2015. HIGHLIGHTS - Q3 2015 Revenue increased

October 27, 2015 EX-99.1

Panera Bread Company Reports Q3 2015 Diluted EPS of $1.32 , Excluding One-Time Items

Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q3 2015 Diluted EPS of $1.32 , Excluding One-Time Items St. Louis, MO, October 27, 2015 - Panera Bread Company (NASDAQ: PNRA) today reported financial results for fiscal Q3 2015. HIGHLIGHTS - Q3 2015 Revenue increased 7% to $665 million - Q3 2015 Company-owned comparable

September 23, 2015 8-K

Panera Bread FORM F8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commis

August 10, 2015 EX-10.6

PANERA BREAD COMPANY 2005 Long-Term Incentive Program Form of Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10.6 Exhibit 10.6 PANERA BREAD COMPANY 2005 Long-Term Incentive Program Form of Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan) THIS AGREEMENT is entered into by and between Panera Bread Company, a Delaware corporation having a principal place of business in St. Louis, Missouri (the ?Company?), and the undersigned [participant first name, las

August 10, 2015 EX-10.1

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.1 Exhibit 10.1 As amended, May 25, 2006, August 3, 2009 and August 5, 2015 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan) Section 1. Establishment . Effective September 1, 2005, Panera Bread Company (the “Company”) established the Long-Term Incentive Program (the “LTIP”) as a sub-plan under the Company’s 1992 Equity Incenti

August 10, 2015 EX-10.5

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM RESTRICTED STOCK AGREEMENT (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10.5 Exhibit 10.5 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM RESTRICTED STOCK AGREEMENT (Granted under 2015 Stock Incentive Plan) AGREEMENT (the ?Agreement?) made as of the ?Date? (the ?Grant Date?), between Panera Bread Company (the ?Company?), a Delaware corporation having a principal place of business in St. Louis, Missouri, and ?FirstName? ?LastName? (the ?Partici

August 10, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a201508118k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of

August 10, 2015 EX-10.3

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT

2015.08.11 8K Exhibit 10.3 Exhibit 10.3 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT AGREEMENT (the “Agreement”) made as of the [Grant Date] (the “Grant Date”), between Panera Bread Company (the “Company”), a Delaware corporation having a principal place of business in St. Louis, Missouri, and [Participant Name] (the “Participant”). WHEREAS, pursuant to the 2015 Stock

August 10, 2015 EX-10.1

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.1 Exhibit 10.1 As amended, May 25, 2006, August 3, 2009 and August 5, 2015 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan) Section 1. Establishment . Effective September 1, 2005, Panera Bread Company (the “Company”) established the Long-Term Incentive Program (the “LTIP”) as a sub-plan under the Company’s 1992 Equity Incenti

August 10, 2015 EX-10.2

PANERA BREAD COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Granted Under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.2 Exhibit 10.2 PANERA BREAD COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Granted Under 2015 Stock Incentive Plan) AGREEMENT (the ?Agreement?) made as of the day of , (the ?Grant Date?), between Panera Bread Company (the ?Company?), a Delaware corporation having a principal place of business in St. Louis, Missouri, and (the ?Participant?). WHEREAS, the Company desires to g

August 10, 2015 EX-10.3

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT

2015.08.11 8K Exhibit 10.3 Exhibit 10.3 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT AGREEMENT (the “Agreement”) made as of the [Grant Date] (the “Grant Date”), between Panera Bread Company (the “Company”), a Delaware corporation having a principal place of business in St. Louis, Missouri, and [Participant Name] (the “Participant”). WHEREAS, pursuant to the 2015 Stock

August 10, 2015 EX-10.2

PANERA BREAD COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Granted Under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.2 Exhibit 10.2 PANERA BREAD COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Granted Under 2015 Stock Incentive Plan) AGREEMENT (the ?Agreement?) made as of the day of , (the ?Grant Date?), between Panera Bread Company (the ?Company?), a Delaware corporation having a principal place of business in St. Louis, Missouri, and (the ?Participant?). WHEREAS, the Company desires to g

August 10, 2015 EX-10.6

PANERA BREAD COMPANY 2005 Long-Term Incentive Program Form of Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10.6 Exhibit 10.6 PANERA BREAD COMPANY 2005 Long-Term Incentive Program Form of Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan) THIS AGREEMENT is entered into by and between Panera Bread Company, a Delaware corporation having a principal place of business in St. Louis, Missouri (the ?Company?), and the undersigned [participant first name, las

August 10, 2015 EX-10.1

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.1 Exhibit 10.1 As amended, May 25, 2006, August 3, 2009 and August 5, 2015 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan) Section 1. Establishment . Effective September 1, 2005, Panera Bread Company (the “Company”) established the Long-Term Incentive Program (the “LTIP”) as a sub-plan under the Company’s 1992 Equity Incenti

August 10, 2015 EX-10.2

PANERA BREAD COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Granted Under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.2 Exhibit 10.2 PANERA BREAD COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Granted Under 2015 Stock Incentive Plan) AGREEMENT (the ?Agreement?) made as of the day of , (the ?Grant Date?), between Panera Bread Company (the ?Company?), a Delaware corporation having a principal place of business in St. Louis, Missouri, and (the ?Participant?). WHEREAS, the Company desires to g

August 10, 2015 EX-10.4

PANERA BREAD COMPANY Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10. 4 Exhibit 10.4 PANERA BREAD COMPANY Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan) THIS AGREEMENT is entered into by and between Panera Bread Company, a Delaware corporation having a principal place of business in St. Louis, Missouri (the ?Company?), and the undersigned [participant first name, last name] of the Company (the ?Participant

August 10, 2015 EX-10.1

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.1 Exhibit 10.1 As amended, May 25, 2006, August 3, 2009 and August 5, 2015 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan) Section 1. Establishment . Effective September 1, 2005, Panera Bread Company (the “Company”) established the Long-Term Incentive Program (the “LTIP”) as a sub-plan under the Company’s 1992 Equity Incenti

August 10, 2015 EX-10.2

PANERA BREAD COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Granted Under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.2 Exhibit 10.2 PANERA BREAD COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Granted Under 2015 Stock Incentive Plan) AGREEMENT (the ?Agreement?) made as of the day of , (the ?Grant Date?), between Panera Bread Company (the ?Company?), a Delaware corporation having a principal place of business in St. Louis, Missouri, and (the ?Participant?). WHEREAS, the Company desires to g

August 10, 2015 EX-10.3

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT

2015.08.11 8K Exhibit 10.3 Exhibit 10.3 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT AGREEMENT (the “Agreement”) made as of the [Grant Date] (the “Grant Date”), between Panera Bread Company (the “Company”), a Delaware corporation having a principal place of business in St. Louis, Missouri, and [Participant Name] (the “Participant”). WHEREAS, pursuant to the 2015 Stock

August 10, 2015 EX-10.5

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM RESTRICTED STOCK AGREEMENT (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10.5 Exhibit 10.5 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM RESTRICTED STOCK AGREEMENT (Granted under 2015 Stock Incentive Plan) AGREEMENT (the ?Agreement?) made as of the ?Date? (the ?Grant Date?), between Panera Bread Company (the ?Company?), a Delaware corporation having a principal place of business in St. Louis, Missouri, and ?FirstName? ?LastName? (the ?Partici

August 10, 2015 EX-10.1

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan)

2015.08.11 8K Exhibit 10.1 Exhibit 10.1 As amended, May 25, 2006, August 3, 2009 and August 5, 2015 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM (Sub-plan under 2015 Stock Incentive Plan) Section 1. Establishment . Effective September 1, 2005, Panera Bread Company (the “Company”) established the Long-Term Incentive Program (the “LTIP”) as a sub-plan under the Company’s 1992 Equity Incenti

August 10, 2015 EX-10.4

PANERA BREAD COMPANY Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10. 4 Exhibit 10.4 PANERA BREAD COMPANY Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan) THIS AGREEMENT is entered into by and between Panera Bread Company, a Delaware corporation having a principal place of business in St. Louis, Missouri (the ?Company?), and the undersigned [participant first name, last name] of the Company (the ?Participant

August 10, 2015 EX-10.3

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT

2015.08.11 8K Exhibit 10.3 Exhibit 10.3 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT AGREEMENT (the “Agreement”) made as of the [Grant Date] (the “Grant Date”), between Panera Bread Company (the “Company”), a Delaware corporation having a principal place of business in St. Louis, Missouri, and [Participant Name] (the “Participant”). WHEREAS, pursuant to the 2015 Stock

August 10, 2015 EX-10.5

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM RESTRICTED STOCK AGREEMENT (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10.5 Exhibit 10.5 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM RESTRICTED STOCK AGREEMENT (Granted under 2015 Stock Incentive Plan) AGREEMENT (the ?Agreement?) made as of the ?Date? (the ?Grant Date?), between Panera Bread Company (the ?Company?), a Delaware corporation having a principal place of business in St. Louis, Missouri, and ?FirstName? ?LastName? (the ?Partici

August 10, 2015 EX-10.6

PANERA BREAD COMPANY 2005 Long-Term Incentive Program Form of Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10.6 Exhibit 10.6 PANERA BREAD COMPANY 2005 Long-Term Incentive Program Form of Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan) THIS AGREEMENT is entered into by and between Panera Bread Company, a Delaware corporation having a principal place of business in St. Louis, Missouri (the ?Company?), and the undersigned [participant first name, las

August 10, 2015 EX-10.5

PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM RESTRICTED STOCK AGREEMENT (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10.5 Exhibit 10.5 PANERA BREAD COMPANY 2005 LONG-TERM INCENTIVE PROGRAM RESTRICTED STOCK AGREEMENT (Granted under 2015 Stock Incentive Plan) AGREEMENT (the ?Agreement?) made as of the ?Date? (the ?Grant Date?), between Panera Bread Company (the ?Company?), a Delaware corporation having a principal place of business in St. Louis, Missouri, and ?FirstName? ?LastName? (the ?Partici

August 10, 2015 EX-10.6

PANERA BREAD COMPANY 2005 Long-Term Incentive Program Form of Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan)

2015.08.11 Exhibit 10.6 Exhibit 10.6 PANERA BREAD COMPANY 2005 Long-Term Incentive Program Form of Stock Settled Appreciation Right Agreement (Granted under 2015 Stock Incentive Plan) THIS AGREEMENT is entered into by and between Panera Bread Company, a Delaware corporation having a principal place of business in St. Louis, Missouri (the ?Company?), and the undersigned [participant first name, las

July 29, 2015 8-K

Panera Bread FORM 8-K (Current Report/Significant Event)

2015.06.30. 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (

July 29, 2015 EX-10.3

CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT

EX-10.3 3 a20150630ex103.htm EXHIBIT 10.3 EXHIBIT 10.3 CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT This CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT (this “Confirmation”) dated as of June 24, 2015, is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the Un

July 29, 2015 EX-10.1

One-time / Target Pro-rate Summary* 1.a. Performance Award pro-rated for the 2013-2015 and 2014-2016 open cycles $ 571,275 1.b. Special Stock Award for the current 2015-2017 Performance Award cycle $ 660,900 Restricted Stock & Choice Stock Grant pro-

EXHIBIT 10.1 May 7, 2015 Drew Madsen 1 Isle of Sicily Winter Park, Florida 32789 Dear Drew, Panera, LLC ("Panera") is pleased to offer you the position of President, reporting directly to Ron Shaich, Chairman of the Board and Chief Executive Officer. Your start date is May 11, 2015 and we will provide you with your onboarding and orientation schedule covering your first 60 days of employment withi

July 29, 2015 EX-10.1

One-time / Target Pro-rate Summary* 1.a. Performance Award pro-rated for the 2013-2015 and 2014-2016 open cycles $ 571,275 1.b. Special Stock Award for the current 2015-2017 Performance Award cycle $ 660,900 Restricted Stock & Choice Stock Grant pro-

EXHIBIT 10.1 May 7, 2015 Drew Madsen 1 Isle of Sicily Winter Park, Florida 32789 Dear Drew, Panera, LLC ("Panera") is pleased to offer you the position of President, reporting directly to Ron Shaich, Chairman of the Board and Chief Executive Officer. Your start date is May 11, 2015 and we will provide you with your onboarding and orientation schedule covering your first 60 days of employment withi

July 29, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q

10-Q 1 a2015063010q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

July 29, 2015 EX-10.1

One-time / Target Pro-rate Summary* 1.a. Performance Award pro-rated for the 2013-2015 and 2014-2016 open cycles $ 571,275 1.b. Special Stock Award for the current 2015-2017 Performance Award cycle $ 660,900 Restricted Stock & Choice Stock Grant pro-

EXHIBIT 10.1 May 7, 2015 Drew Madsen 1 Isle of Sicily Winter Park, Florida 32789 Dear Drew, Panera, LLC ("Panera") is pleased to offer you the position of President, reporting directly to Ron Shaich, Chairman of the Board and Chief Executive Officer. Your start date is May 11, 2015 and we will provide you with your onboarding and orientation schedule covering your first 60 days of employment withi

July 29, 2015 EX-10.3

CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT

EX-10.3 3 a20150630ex103.htm EXHIBIT 10.3 EXHIBIT 10.3 CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT This CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT (this “Confirmation”) dated as of June 24, 2015, is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the Un

July 29, 2015 EX-99.1

Panera Bread Company Reports Q2 2015 Diluted EPS of $1.61, Excluding One-Time Items

2015.06.30. EX 99.1 Press Release Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q2 2015 Diluted EPS of $1.61, Excluding One-Time Items HIGHLIGHTS - Q2 2015 Revenue increased 7% to $677 million - Q2 2015 Company-owned comparable net bakery-cafe sales up 2.4% - Q3 2015 (first 27 days) Company-owned comparable net bake

July 29, 2015 EX-10.3

CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT

EX-10.3 3 a20150630ex103.htm EXHIBIT 10.3 EXHIBIT 10.3 CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT This CONFIRMATION OF PRIOR CONSENT UNDER CREDIT AGREEMENT (this “Confirmation”) dated as of June 24, 2015, is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the Un

July 29, 2015 EX-10.1

One-time / Target Pro-rate Summary* 1.a. Performance Award pro-rated for the 2013-2015 and 2014-2016 open cycles $ 571,275 1.b. Special Stock Award for the current 2015-2017 Performance Award cycle $ 660,900 Restricted Stock & Choice Stock Grant pro-

EXHIBIT 10.1 May 7, 2015 Drew Madsen 1 Isle of Sicily Winter Park, Florida 32789 Dear Drew, Panera, LLC ("Panera") is pleased to offer you the position of President, reporting directly to Ron Shaich, Chairman of the Board and Chief Executive Officer. Your start date is May 11, 2015 and we will provide you with your onboarding and orientation schedule covering your first 60 days of employment withi

July 29, 2015 EX-10.1

One-time / Target Pro-rate Summary* 1.a. Performance Award pro-rated for the 2013-2015 and 2014-2016 open cycles $ 571,275 1.b. Special Stock Award for the current 2015-2017 Performance Award cycle $ 660,900 Restricted Stock & Choice Stock Grant pro-

EXHIBIT 10.1 May 7, 2015 Drew Madsen 1 Isle of Sicily Winter Park, Florida 32789 Dear Drew, Panera, LLC ("Panera") is pleased to offer you the position of President, reporting directly to Ron Shaich, Chairman of the Board and Chief Executive Officer. Your start date is May 11, 2015 and we will provide you with your onboarding and orientation schedule covering your first 60 days of employment withi

July 21, 2015 EX-10.2

TERM LOAN AGREEMENT Dated as of July 16, 2015, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, MERRILL LYNCH, PIERCE,

EX-10.2 3 d23854dex102.htm EX-10.2 Exhibit 10.2 Execution Copy Published CUSIP Number: 69840VAJ9 TERM LOAN AGREEMENT Dated as of July 16, 2015, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Lead

July 21, 2015 EX-10.1

CREDIT AGREEMENT Dated as of July 16, 2015, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndicatio

EX-10.1 2 d23854dex101.htm EX-10.1 Exhibit 10.1 Execution Copy Published CUSIP Number: 69840VAG5 CREDIT AGREEMENT Dated as of July 16, 2015, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, TD BANK, N.A., as Documentation Ag

July 21, 2015 EX-10.3

AMENDMENT NO. 1 TO TERM LOAN AGREEMENT

EX-10.3 4 d23854dex103.htm EX-10.3 Exhibit 10.3 AMENDMENT NO. 1 TO TERM LOAN AGREEMENT This AMENDMENT NO. 1 TO TERM LOAN AGREEMENT (this “Agreement”) dated as of July 16, 2015, is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States, in its capacity as Admini

July 21, 2015 EX-10.3

AMENDMENT NO. 1 TO TERM LOAN AGREEMENT

EX-10.3 4 d23854dex103.htm EX-10.3 Exhibit 10.3 AMENDMENT NO. 1 TO TERM LOAN AGREEMENT This AMENDMENT NO. 1 TO TERM LOAN AGREEMENT (this “Agreement”) dated as of July 16, 2015, is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States, in its capacity as Admini

July 21, 2015 EX-10.3

AMENDMENT NO. 1 TO TERM LOAN AGREEMENT

EX-10.3 4 d23854dex103.htm EX-10.3 Exhibit 10.3 AMENDMENT NO. 1 TO TERM LOAN AGREEMENT This AMENDMENT NO. 1 TO TERM LOAN AGREEMENT (this “Agreement”) dated as of July 16, 2015, is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States, in its capacity as Admini

July 21, 2015 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 16, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other jurisdiction of incorporation) (Commission File

July 21, 2015 EX-10.2

TERM LOAN AGREEMENT Dated as of July 16, 2015, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, MERRILL LYNCH, PIERCE,

EX-10.2 3 d23854dex102.htm EX-10.2 Exhibit 10.2 Execution Copy Published CUSIP Number: 69840VAJ9 TERM LOAN AGREEMENT Dated as of July 16, 2015, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Lead

July 21, 2015 EX-10.2

TERM LOAN AGREEMENT Dated as of July 16, 2015, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, MERRILL LYNCH, PIERCE,

EX-10.2 3 d23854dex102.htm EX-10.2 Exhibit 10.2 Execution Copy Published CUSIP Number: 69840VAJ9 TERM LOAN AGREEMENT Dated as of July 16, 2015, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Lead

July 21, 2015 EX-10.2

TERM LOAN AGREEMENT Dated as of July 16, 2015, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, MERRILL LYNCH, PIERCE,

EX-10.2 3 d23854dex102.htm EX-10.2 Exhibit 10.2 Execution Copy Published CUSIP Number: 69840VAJ9 TERM LOAN AGREEMENT Dated as of July 16, 2015, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Lead

July 21, 2015 EX-10.1

CREDIT AGREEMENT Dated as of July 16, 2015, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndicatio

EX-10.1 2 d23854dex101.htm EX-10.1 Exhibit 10.1 Execution Copy Published CUSIP Number: 69840VAG5 CREDIT AGREEMENT Dated as of July 16, 2015, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, TD BANK, N.A., as Documentation Ag

July 21, 2015 EX-10.1

CREDIT AGREEMENT Dated as of July 16, 2015, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndicatio

EX-10.1 2 d23854dex101.htm EX-10.1 Exhibit 10.1 Execution Copy Published CUSIP Number: 69840VAG5 CREDIT AGREEMENT Dated as of July 16, 2015, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, TD BANK, N.A., as Documentation Ag

July 21, 2015 EX-10.3

AMENDMENT NO. 1 TO TERM LOAN AGREEMENT

EX-10.3 4 d23854dex103.htm EX-10.3 Exhibit 10.3 AMENDMENT NO. 1 TO TERM LOAN AGREEMENT This AMENDMENT NO. 1 TO TERM LOAN AGREEMENT (this “Agreement”) dated as of July 16, 2015, is made by and among PANERA BREAD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States, in its capacity as Admini

July 21, 2015 EX-10.1

CREDIT AGREEMENT Dated as of July 16, 2015, PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndicatio

EX-10.1 2 d23854dex101.htm EX-10.1 Exhibit 10.1 Execution Copy Published CUSIP Number: 69840VAG5 CREDIT AGREEMENT Dated as of July 16, 2015, among PANERA BREAD COMPANY, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party Hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, TD BANK, N.A., as Documentation Ag

June 30, 2015 S-8

Panera Bread FORM S-8

S-8 1 forms-86262015.htm FORM S-8 As filed with the Securities and Exchange Commission on June 30, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PANERA BREAD COMPANY (Exact Name of Registrant as Specified in Its Charter) Delaware 04-2723701 (State or Other Jurisdiction of Incorpora

May 27, 2015 EX-10.1

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN

Exhibit 10.1 Exhibit 10.1 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN 1. Purpose The purpose of this 2015 Stock Incentive Plan (the ? Plan ?) of Panera Bread Company, a Delaware corporation (the ? Company ?), is to advance the interests of the Company?s stockholders by enhancing the Company?s ability to attract, retain and motivate persons who are expected to make important contributions to the

May 27, 2015 EX-10.1

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN

Exhibit 10.1 Exhibit 10.1 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN 1. Purpose The purpose of this 2015 Stock Incentive Plan (the ? Plan ?) of Panera Bread Company, a Delaware corporation (the ? Company ?), is to advance the interests of the Company?s stockholders by enhancing the Company?s ability to attract, retain and motivate persons who are expected to make important contributions to the

May 27, 2015 EX-10.1

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN

Exhibit 10.1 Exhibit 10.1 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN 1. Purpose The purpose of this 2015 Stock Incentive Plan (the ? Plan ?) of Panera Bread Company, a Delaware corporation (the ? Company ?), is to advance the interests of the Company?s stockholders by enhancing the Company?s ability to attract, retain and motivate persons who are expected to make important contributions to the

May 27, 2015 EX-10.1

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN

Exhibit 10.1 Exhibit 10.1 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN 1. Purpose The purpose of this 2015 Stock Incentive Plan (the ? Plan ?) of Panera Bread Company, a Delaware corporation (the ? Company ?), is to advance the interests of the Company?s stockholders by enhancing the Company?s ability to attract, retain and motivate persons who are expected to make important contributions to the

May 27, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

2015.05.26 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Co

May 27, 2015 EX-10.1

PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN

Exhibit 10.1 Exhibit 10.1 PANERA BREAD COMPANY 2015 STOCK INCENTIVE PLAN 1. Purpose The purpose of this 2015 Stock Incentive Plan (the ? Plan ?) of Panera Bread Company, a Delaware corporation (the ? Company ?), is to advance the interests of the Company?s stockholders by enhancing the Company?s ability to attract, retain and motivate persons who are expected to make important contributions to the

May 21, 2015 EX-24.3_584108

EX-24.3_584108

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

May 21, 2015 EX-24.3_584108

EX-24.3_584108

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

May 21, 2015 EX-24.3_584108

EX-24.3_584108

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

May 21, 2015 EX-24.3_584108

EX-24.3_584108

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

May 11, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission File N

April 30, 2015 EX-24.3_578637

EX-24.3_578637

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

April 30, 2015 EX-24.3_578633

EX-24.3_578633

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

April 30, 2015 EX-24.3_578633

EX-24.3_578633

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

April 30, 2015 EX-24.3_578633

EX-24.3_578633

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

April 30, 2015 EX-24.3_578637

EX-24.3_578637

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

April 30, 2015 EX-24.3_578633

EX-24.3_578633

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

April 30, 2015 EX-24.3_578637

EX-24.3_578637

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Scott G.

April 29, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q

10-Q 1 a2015033110q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

April 28, 2015 EX-99.1

Panera Bread Company Reports Q1 2015 Diluted EPS of $1.41, Excluding One-Time Items

EX-99.1 2 a20150331ex991pressrelease.htm EXHIBIT 99.1 Exhibit 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q1 2015 Diluted EPS of $1.41, Excluding One-Time Items HIGHLIGHTS - Q1 2015 Revenue increased 7% to $649 million - Q1 2015 Company-owned comparable net bakery-cafe sales up 1.5% - Q2 2015 (first 27 days) Company-owned

April 28, 2015 8-K

Panera Bread FORM 8-K (Current Report/Significant Event)

2015.03.31. 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation)

April 16, 2015 DEF 14A

Panera Bread DEF14A

DEF14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 15, 2015 EX-99.1

Panera Bread Announces Progress On A Number Of Key Value Enhancing Initiatives

2015.04.15. EX 99.1 Press Release Exhibit 99.1 Contact: Mike Bufano, Senior Vice President, Chief Financial Officer ([email protected]) Panera Bread Announces Progress On A Number Of Key Value Enhancing Initiatives HIGHLIGHTS - Increases share repurchase authorization to $750 million - Authorizes $500 million of new debt to repurchase shares - Signs letters of intent to sell and refranch

April 15, 2015 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a201504158k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of

April 13, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a201504108k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of

March 4, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a201503048k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction

March 3, 2015 S-8

PNRA / Panera Bread Co. S-8 - - FORM S-8

As filed with the Securities and Exchange Commission on March 3, 2015 Registration No.

February 23, 2015 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 23, 2015 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 23, 2015 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 23, 2015 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 23, 2015 EX-21

REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc. 100 Delaware Paradise Bakery & Café, Inc. 100 Delaware

EXHIBIT 21 REGISTRANT'S SUBSIDIARIES PANERA BREAD COMPANY LIST OF DIRECT SUBSIDIARIES AS OF DECEMBER 30, 2014 ENTITY NAME % OWNERSHIP JURISDICTION OF ORGANIZATION Panera, LLC 100 Delaware Pumpernickel, Inc.

February 23, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2014 or o TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19253 Panera Bread Comp

February 12, 2015 SC 13G/A

PNRA / Panera Bread Co. / PRICE T ROWE ASSOCIATES INC /MD/ - PNRA AS OF 12/31/2014 Passive Investment

SC 13G/A 1 pnra13gadec14.htm PNRA AS OF 12/31/2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 13) PANERA BREAD CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 69840W108 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of Statement) Check the appropriate box to des

February 12, 2015 SC 13G/A

PNRA / Panera Bread Co. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Panera Bread Company (Name of Issuer) Class A Common Stock (Title of Class of Securities) 69840W108 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

February 11, 2015 SC 13G/A

PNRA / Panera Bread Co. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 panerabreadco.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Panera Bread Co Title of Class of Securities: Common Stock CUSIP Number: 69840W108 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate the rule pursuant to which

February 11, 2015 EX-99.1

For the 13 Weeks Ended

EX-99.1 2 a20141230exhibit991.htm EXHIBIT 99.1 Contact: Steve West, Vice President of Investor Relations ([email protected]) Panera Bread Company Reports Q4 2014 Diluted EPS of $1.82 and Fiscal Year 2014 Diluted EPS of $6.64 HIGHLIGHTS - Q4 2014 Company-owned comparable net bakery-cafe sales up 3.3% - Q4 2014 Company-owned comparable net bakery-cafe transactions up 1.3% - During FY 2014,

February 11, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2015 PANERA BREAD COMPANY (Exact name of registrant as specified in its charter) Delaware 000-19253 04-2723701 (State or other Jurisdiction of Incorporation) (Commission

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