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13MAR201517272138
PART IV
ITEM 15 Exhibits and Financial Statement Schedules
YUM! Brands, Inc.
Exhibit Index (Item 15)
Exhibit
Number Description of Exhibits
3.1 Restated Articles of Incorporation of YUM, effective May 26, 2011, which is incorporated herein by reference from
Exhibit 3.1 to YUM’s Report on Form 8-K filed on May 31, 2011.
3.2 Amended and restated Bylaws of YUM, effective May 1, 2014, which are incorporated herein by reference from Exhibit 3.1
to YUM’s Report on Form 8-K filed on May 6, 2014.
4.1 Indenture, dated as of May 1, 1998, between YUM and The Bank of New York Mellon Trust Company, N.A., successor in
interest to The First National Bank of Chicago, which is incorporated herein by reference from Exhibit 4.1 to YUM’s Report
on Form 8-K filed on May 13, 1998.
(i) 6.25% Senior Notes due April 15, 2016 issued under the foregoing May 1, 1998 indenture, which notes are incorporated by
reference from Exhibit 4.2 to YUM’s Report on Form 8-K filed on April 17, 2006.
(ii) 6.25% Senior Notes due March 15, 2018 issued under the foregoing May 1, 1998 indenture, which notes are incorporated by
reference from Exhibit 4.2 to YUM’s Report on Form 8-K filed on October 22, 2007.
(iii) 6.875% Senior Notes due November 15, 2037 issued under the foregoing May 1, 1998 indenture, which notes are
incorporated by reference from Exhibit 4.3 to YUM’s Report on Form 8-K filed on October 22, 2007.
(iv) 4.25% Senior Notes due September 15, 2015 issued under the foregoing May 1, 1998 indenture, which notes are
incorporated by reference from Exhibit 4.1 to YUM’s Report on Form 8-K filed on August 25, 2009.
(v) 5.30% Senior Notes due September 15, 2019 issued under the foregoing May 1, 1998 indenture, which notes are
incorporated by reference from Exhibit 4.1 to YUM’s Report on Form 8-K filed on August 25, 2009.
(vi) 3.875% Senior Notes due November 1, 2020 issued under the foregoing May 1, 1998 indenture, which notes are
incorporated by reference from Exhibit 4.2 to YUM’s Report on Form 8-K filed on August 31, 2010.
(vii) 3.750% Senior Notes due November 1, 2021 issued under the foregoing May 1, 1998 indenture, which notes are
incorporated by reference from Exhibit 4.2 to YUM’s Report on Form 8-K filed August 29, 2011.
(viii) 3.875% Senior Notes due November 1, 2023 issued under the foregoing May 1, 1998 indenture, which notes are
incorporated by reference from Exhibit 4.2 to YUM’s Report on Form 8-K filed October 31, 2013.
(ix) 5.350% Senior Notes due November 1, 2043 issued under the foregoing May 1, 1998 indenture, which notes are
incorporated by reference from Exhibit 4.3 to YUM’s Report on Form 8-K filed October 31, 2013.
10.1 + Master Distribution Agreement between Unified Foodservice Purchasing Co-op, LLC, for and on behalf of itself as well as
the Participants, as defined therein (including certain subsidiaries of Yum! Brands, Inc.) and McLane Foodservice, Inc.,
effective as of January 1, 2011 and Participant Distribution Joinder Agreement between Unified Foodservice Purchasing
Co-op, LLC, McLane Foodservice, Inc., and certain subsidiaries of Yum! Brands, Inc., which are incorporated herein by
reference from Exhibit 10.1 to YUM’s Quarterly Report on Form 10-Q for the quarter ended September 4, 2010.
10.2 Credit Agreement, dated March 22, 2012 among YUM, the lenders party thereto, JPMorgan Chase Bank, N.A., as
Administrative Agent, Citibank, N.A. and Wells Fargo Bank, National Association, as Syndication Agents, J.P. Morgan
Securities LLC, Citigroup Global Markets Inc. and Wells Fargo Securities, LLC, as Lead Arrangers and Bookrunners and
HSBC Bank USA, National Association, US Bank, National Association and Fifth Third Bank, as Documentation Agents,
which is incorporated herein by reference from Exhibit 10.26 to YUM’s Quarterly Report on Form 10-Q for quarter ended
March 24, 2012.
10.3† YUM Director Deferred Compensation Plan, as effective October 7, 1997, which is incorporated herein by reference from
Exhibit 10.7 to YUM’s Annual Report on Form 10-K for the fiscal year ended December 27, 1997.
10.3.1† YUM Director Deferred Compensation Plan, Plan Document for the 409A Program, as effective January 1, 2005, and as
Amended through November 14, 2008, which is incorporated by reference from Exhibit 10.7.1 to YUM’s Quarterly Report on
Form 10-Q for the quarter ended June 13, 2009.
10.4† YUM 1997 Long Term Incentive Plan, as effective October 7, 1997, which is incorporated herein by reference from
Exhibit 10.8 to YUM’s Annual Report on Form 10-K for the fiscal year ended December 27, 1997.
10.5† YUM Executive Incentive Compensation Plan, as effective May 20, 2004, and as Amended through the Second
Amendment, as effective May 21, 2009, which is incorporated herein by reference from Exhibit A of YUM’s Definitive Proxy
Statement on Form DEF 14A for the Annual Meeting of Shareholders held on May 21, 2009.
10.6† YUM Executive Income Deferral Program, as effective October 7, 1997, and as amended through May 16, 2002, which is
incorporated herein by reference from Exhibit 10.10 to YUM’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2005.
10.6.1† YUM! Brands Executive Income Deferral Program, Plan Document for the 409A Program, as effective January 1, 2005, and
as Amended through June 30, 2009, which is incorporated by reference from Exhibit 10.10.1 to YUM’s Quarterly Report on
Form 10-Q for the quarter ended June 13, 2009.
10.7† YUM! Brands Pension Equalization Plan, Plan Document for the Pre-409A Program, as effective January 1, 2005, and as
Amended through December 31, 2010, which is incorporated by reference from Exhibit 10.7 to Yum’s Quarterly Report on
Form 10-Q for the quarter ended March 19, 2011.
74 YUM! BRANDS, INC. - 2014 Form 10-K
Form 10-K