Taco Bell 2015 Annual Report Download

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01
YUM! BRANDS 2015 ANNUAL REPORT

Table of contents

  • Page 1
    YUM! BRANDS 2015 ANNUAL REPORT 01

  • Page 2
    ... in year one. New Yum! will be an even more highly franchised company with three leading global brands, leadership in emerging markets, clear average-unit volume and newunit growth opportunities, less volatile cash and earnings streams, and high shareholder cash returns. New Yum! will ANNUAL ONGOING...

  • Page 3
    ... brand divisions, with Taco Bell at 5%, KFC at 3% and Pizza Hut at 1%. China's same-store sales declined 4% in 2015 but we have plans to return both KFC China and Pizza Hut Casual Dining to positive growth in 2016. We opened 2,365 new restaurants globally in 2015. This year we expect to open nearly...

  • Page 4
    ...year, total system sales in constant currency were even as we added 175 net-new units, surpassing the 5,000 unit mark. KFC has more than twice the number of restaurants of our nearest Western QSR competitor and is in about five times more cities. This beloved brand reported restaurant-level margins...

  • Page 5
    ...fic. We have our work cut out for us here, but the China team has a number of strategies and concepts in test that we expect to improve results. We know there is substantial runway for PIZZA HUT CASUAL new units and same-store DINING'S LEAD IN sales growth for China's RESTAURANT COUNT OVER NEAREST...

  • Page 6
    ...years at a 9% compound annual growth rate in constant currency. I'm thrilled to see KFC's "Always Original" positioning gaining momentum and being adopted globally, which I believe will lend further strength to the brand. Franchisees opened 85% of our 705 new international restaurants in 2015. Total...

  • Page 7
    ... U.S. business to drive growth in these developed markets going forward. In 2016 we expect to open at least 525 new international restaurants. We also expect to grow operating profit 7% in constant currency, which includes a two percentage point benefit from the 53rd operating week. NEW PIZZA HUT...

  • Page 8
    ... a solid year in 2016 as well. Taco Bell is on the cutting edge of QSR and is the industry gold standard for social engagement, product development, brand positioning and advertising. The brand's Live QUESALUPA Más positioning is an example of how strong brand identity can drive success across the...

  • Page 9
    ... brands people trust and champion is core to us being a good corporate citizen. This includes leading the world's largest private sector hunger relief effort, where we set the bar high every year in support of World Hunger Relief and raised more than $35 million in cash and food donations in 2015...

  • Page 10
    ...53rd operating week, and are setting up two separate companies that will lead the restaurant industry going forward. Yum! is in a unique position. We have three iconic brands and are making them even stronger. As you've heard me say before, my goal as CEO is to build three global, iconic brands that...

  • Page 11
    ...of YUM! Brands, Inc. The Annual Meeting will be held Friday, May 20, 2016, at 9:00 a.m., local time, in the YUM! Conference Center at 1900 Colonel Sanders Lane in Louisville, Kentucky. Once again, we encourage you to take advantage of the Securities and Exchange Commission rule allowing companies to...

  • Page 12

  • Page 13
    ...of the close of business on March 22, 2016. Proxy Statement ANNUAL REPORT: A copy of our 2015 Annual Report on Form 10-K is included with this proxy statement. WEBSITE: You may also read the Company's Annual Report and this Notice and proxy statement on our website at www.yum.com/annualreport and...

  • Page 14
    ...65 Option Exercises and Stock Vested...67 Pension Benefits ...67 Nonqualified Deferred Compensation ...69 Potential Payments Upon Termination or Change in Control ...72 DIRECTOR COMPENSATION EQUITY COMPENSATION PLAN INFORMATION AUDIT COMMITTEE REPORT ADDITIONAL INFORMATION APPENDIX A: YUM! BRANDS...

  • Page 15
    ... Lane Louisville, Kentucky 40213 PROXY STATEMENT For Annual Meeting of Shareholders To Be Held On May 20, 2016 The Board of Directors (the "Board of Directors" or the "Board") of YUM! Brands, Inc., a North Carolina corporation ("YUM" or the "Company"), solicits the enclosed proxy for use at the...

  • Page 16
    ... December 31, 2016; • An advisory vote on executive compensation; • The approval of the Company's Long Term Incentive Plan As Amended; and • One (1) shareholder proposal. We will also consider other business that properly comes before the meeting. 2 YUM! BRANDS, INC. - 2016 Proxy Statement

  • Page 17
    ... close at the Annual Meeting. You may do this by: • Signing another proxy card with a later date and returning it to us prior to the Annual Meeting; • Voting again by telephone or through the Internet prior to 11:59 p.m., Eastern Daylight Saving Time, on May 19, 2016; YUM! BRANDS, INC. - 2016...

  • Page 18
    ... for the fiscal year 2016 (Item 2); • FOR the proposal regarding an advisory vote on executive compensation (Item 3); • FOR the proposal to approve the Company's Long Term Incentive Plan As Amended (Item 4); and • AGAINST the shareholder proposal (Item 5). Proxy Statement What does it...

  • Page 19
    ... outcome of any of these proposals. When will the Company announce the voting results? The Company will announce the voting results of the Annual Meeting on a Current Report on Form 8-K filed within four business days of the Annual Meeting. Proxy Statement What if other matters are presented for...

  • Page 20
    ... Policy, and information about how to report concerns about the Company. To access these documents on the Company's website, www.yum.com, click on "Investors" and then "Corporate Governance". Highlights of our corporate governance practices are described below. Proxy Statement 6 YUM! BRANDS...

  • Page 21
    ... they can make to the Board and management. The Committee's assessment of a proposed candidate will include a review of the person's judgment, experience, independence, understanding of the Company's business or other related industries and such other factors as the Nominating and Governance...

  • Page 22
    ... over operations. In 2015, while serving as Executive Chairman, Mr. Novak was responsible for supporting the CEO on corporate strategy, innovative business and brand building ideas, and leadership development. The Board created the Lead Director position in August 2012, after its annual review which...

  • Page 23
    ... at www.yum.com/investors/governance/conduct.asp. The Company intends to post amendments to or waivers from its Code (to the extent applicable to the Board of Directors or executive officers) on this website. What other significant Board practices does the Company have? Proxy Statement • Private...

  • Page 24
    ... pay programs that incorporate team and individual performance, customer satisfaction and shareholder return; emphasize long-term incentives; drive ownership mentality; and require executives to personally invest in Company stock. In early 2016, the Management Planning and Development Committee...

  • Page 25
    ... incentives for executives to take unreasonable risks • The annual incentive target setting process is closely linked to the annual financial planning process and supports the Company's overall strategic plan, which is reviewed and approved by the Board • Compensation performance measures...

  • Page 26
    ... members of management and/ or the Board of Directors with respect to all concerns it receives. The full text of our Policy on Reporting of Concerns Regarding Accounting and Other Matters is available on our website at www.yum.com/investors/governance/ complaint.asp. 12 YUM! BRANDS, INC. - 2016...

  • Page 27
    ... executives in light of corporate goals set by the Committee • Reviews and approves the compensation of the chief executive officer and other senior executive officers • Reviews management succession planning Number of Meetings in Fiscal 2015 4 The Board has determined that all of the members...

  • Page 28
    ... compensation, and transactions with other companies if the aggregate amount of the transaction does not exceed the greater of $1 million or 2% of that company's total revenues and the related person is not an executive officer of the other company. 14 YUM! BRANDS, INC. - 2016 Proxy Statement

  • Page 29
    ... number of shares of Company common stock and expects non-management directors to retain shares acquired as compensation as a director until at least 12 months following their departure from the Board. YUM directors receive a significant portion of their annual compensation in stock. The Company...

  • Page 30
    ... service to YUM and our Board. Finally, we value their significant experience on other public company boards of directors and board committees. There are no family relationships among any of the directors and executive officers of the Company. Director ages are as of the date of this proxy statement...

  • Page 31
    ...is Senior Executive Vice President and Chief Financial Officer of Comcast Corporation, a global media and technology company. He has held this position since July 2015. From July 2014 to May 2015 he served as Co-President and Co-Chief Operating Officer for The Carlyle Group, a global investment firm...

  • Page 32
    ...and management experience, including as chief executive officer of Taco Bell • Expertise in strategic planning, global branding, franchising, and corporate leadership • Public company directorship and committee experience Greg Creed Age 58 Director since 2014 Chief Executive Officer, YUM David...

  • Page 33
    ... Statement SPECIFIC QUALIFICATIONS, EXPERIENCE, SKILLS AND EXPERTISE: • Operating and management experience, including as president and chief executive officer of global travel-related services company • Expertise in finance, marketing and international business development • Public company...

  • Page 34
    ...finance, strategic planning, business development and retail business • Public company directorship and committee experience • Independent of Company Age 53 Director Since 2006 Chairman, Chief Executive Officer and President, National Gypsum Company 20 YUM! BRANDS, INC. - 2016 Proxy Statement

  • Page 35
    ..., including as president of major divisions of a consumer products company • Expertise in branding, marketing, sales, strategic planning and international business development • Independent of Company P. Justin Skala Age 56 Director since January 28, 2016 Chief Operating Officer of North...

  • Page 36
    ..., a division of Kimberly-Clark Corporation, a leading global consumer products company. She has held this position since 2014. From 2012 to 2014 she was the Group President for Kimberly-Clark Professional. Prior to this role, Ms. Stock was the Chief Strategy Officer from 2010, when she first joined...

  • Page 37
    ... o r s c a n b e f o u n d i n o u r G o v e r n a n c e P r i n c i p l e s a t www.yum.com/investors/governance/principles.asp and at page 9 under "What other significant Board practices does the Company have? - Majority Voting Policy." Proxy Statement YUM! BRANDS, INC. - 2016 Proxy Statement 23

  • Page 38
    ... audits of financial statements of certain employee benefit plans, agreed upon procedures and other attestations. (3) Tax fees consist principally of fees for international tax compliance, tax audit assistance, and VAT and other tax advisory services. 24 YUM! BRANDS, INC. - 2016 Proxy Statement

  • Page 39
    ... shares present in person or represented by proxy and entitled to vote at the Annual Meeting. While this vote is advisory and non-binding on the Company, the Board of Directors and the Management Planning and Development Committee will review the voting results and consider YUM! BRANDS, INC. - 2016...

  • Page 40
    ... not employees of us or our subsidiaries ("Outside Directors"); • We have added a limitation on the number of shares under the Plan that may be awarded in the form of incentive stock options ("ISOs"); • We have added more broad provisions relating to clawbacks and compensation recovery policies...

  • Page 41
    ... option or SAR granted under the Plan be surrendered to us in consideration for a cash payment if, at the time of such surrender, the exercise price of the stock option or SAR is greater than the then current fair market value of a share of our common stock. YUM! BRANDS, INC. - 2016 Proxy Statement...

  • Page 42
    ... shares purchased in the open market or in private transactions. Each share delivered in respect of a Full Value Award is counted as covering 2 shares except that, in the case of restricted stock or restricted stock units delivered pursuant to the settlement of earned annual incentives, each share...

  • Page 43
    ... the number of shares of stock issued net of the shares tendered shall be deemed delivered for purposes of the Plan. After the Approval Date, no awards may be granted under the YumBucks Plan, the 1997 Plan or the SharePower Plan. On March 30, 2016, the last reported sale price of our common stock on...

  • Page 44
    ...in lieu of other compensation, (b) as a form of payment of earned performance awards or other incentive compensation, (c) to new hires, or (d) as retention awards outside the United States, if the right to become vested in a Full Value Award granted to an employee is conditioned on the completion of...

  • Page 45
    ...: cash flow; earnings; earnings per share; market value added or economic value added; profits; return on assets; return on equity; return on investment; revenues; stock price; total shareholder return; customer satisfaction metrics; or restaurant unit development. Each goal may be expressed on...

  • Page 46
    ... the repricing of stock options and SARS, amendments expanding the group of eligible individuals, or amendments increases in the aggregate number of shares reserved under the Plan, the shares that may be issued in the form of ISOs, limitations on certain types of Full Value Awards and amendments of...

  • Page 47
    ... by the company paying it. Generally, stock options and SARs granted with an exercise price at least equal to 100% of fair market value of the underlying stock at the date of grant and performance awards to employees that the Committee designates as PerformanceBased Compensation are intended...

  • Page 48
    ..., CEO Yum Restaurants China Brian Niccol, CEO Taco Bell Jing-Shy S. Su, Former Chairman and CEO Yum Restaurants China All current executive officers as a group All non-employee directors as a group All current employees as a group (excluding executive officers) Number of Shares Covered by Awards...

  • Page 49
    ... foods or ingredients. Indeed, many of these organizations strongly support the further development and adoption of foods developed through biotechnology due to their potential to increase agricultural productivity and improve the nutritional value of foods. YUM! BRANDS, INC. - 2016 Proxy Statement...

  • Page 50
    ... National Organics Program. For consumers seeking products that do not intentionally contain GMOs, they already have the option to purchase foods bearing the organic label. As a leading restaurant company, Yum! Brands will continue to evaluate its policies regarding the labeling of GMO ingredients...

  • Page 51
    ... of the executive officers named in the Summary Compensation Table on page 62, and • all directors and executive officers as a group. Unless we note otherwise, each of the following persons and their family members have sole voting and investment power with respect to the shares of common stock...

  • Page 52
    ... of the named persons under our Director Deferred Compensation Plan or our Executive Income Deferral Program. Amounts payable under these plans will be paid in shares of YUM common stock at termination of directorship/employment or within 60 days if so elected. (4) The amounts shown include units...

  • Page 53
    ... Long-Term Equity Performance-Based Incentives ...48 IV. 2015 Named Executive Officer Total Direct Compensation and Performance Summary ...49 V. Retirement and Other Benefits ...55 VI. How Compensation Decisions Are Made ...56 VII. Compensation Policies and Practices ...58 YUM! BRANDS, INC. - 2016...

  • Page 54
    ... Executive Summary Yum 2015 Performance(1) • The Taco Bell Division delivered exceptional results, continuing to roll-out innovative products and building on its breakfast menu, fueling 8% system sales growth, 5% same-store sales growth and 12% operating profit growth. • Increased the quarterly...

  • Page 55
    ... for consideration in annual compensation program design Employment agreements Re-pricing of SARs/Options Grants of SARs/Options with exercise price less than fair market value of common stock on date of grant Permit executives to hedge or pledge Company stock Payment of dividends or...

  • Page 56
    ...1, 2015. The Committee reviewed compensation for internal peers and a range of market data for quick service restaurant CEOs and CEOs of YUMs Executive Peer Group, which is comprised of the companies listed on page 58. Because Mr. Creed was new to his role, the Committee set Mr. Creed's total direct...

  • Page 57
    ... price must increase and, in the case of PSUs, we must attain certain performance thresholds before our executives realize any value. As shown below, our 2012 PSU award under our Performance Share Plan did not pay out to our NEOs in 2015 since the Company's YUM! BRANDS, INC. - 2016 Proxy Statement...

  • Page 58
    ... of the Company. The SARs award will only provide value to Mr. Novak and Mr. Creed if shareholders receive value through stock price appreciation, and PSU's will only pay out if our three-year Total Shareholder Return ("TSR") hits threshold performance. 44 YUM! BRANDS, INC. - 2016 Proxy Statement

  • Page 59
    EXECUTIVE COMPENSATION CEO TOTAL DIRECT COMPENSATION VS. EPS GROWTH Direct Compensation in $ millions EPS Growth 10% 16 14 Novak Target 12 10 8 Creed Target 6 4 2 9% 0 2013 Base Salary 2014 Bonus SAR 2015 PSU EPS 4% 3% 5% 0% -5% -10% (1) The 2013 PSU Award did not pay out. The 2014 and 2015...

  • Page 60
    ... in January 2015 after receiving input and recommendations from management. The objectives were also reviewed by the Board to ensure the goals support the Company's overall strategic objectives. The performance objectives were developed through the Company's annual financial planning process, which...

  • Page 61
    ... Operating Profit Growth(2) System Same-Store Sales Growth System Net Builds System Customer Satisfaction Total Weighted Team Performance - Taco Bell (75%) Total Weighted Team Performance - YUM (25%) FINAL TACO BELL TEAM FACTOR Su Operating Profit Growth(2) Same Store Sales Growth System Gross New...

  • Page 62
    ... based on the closing market price of the underlying YUM common stock on the date of grant. Therefore, SARs/Options awards will only have value if our NEOs are successful in increasing share price above the awards' exercise price. We provide performance-based long-term equity compensation to our...

  • Page 63
    ... for same store sales and profits • Continued strong unit expansion with emphasis on high returns • Development of strong leaders and fostering customerfocused employee culture in the Company, and • Continued commitment to corporate social responsibility through the World Food Programme and...

  • Page 64
    ... date from the Company. Variable Compensation Stock Appreciation Rights $1,680,012 Total Long-Term Equity Compensation Performance Shares $420,070 Annual Incentive Award $445,200 Total Annual Cash Compensation Fixed Compensation Base Salary $790,192 50 YUM! BRANDS, INC. - 2016 Proxy Statement

  • Page 65
    ... including supporting Mr. Creed, as the Company's new CEO. • Base salary was decreased to $1 million (representing a 31% decrease for 2015). • Annual cash bonus target was decreased to 100% (from 160%) of base salary, with no individual factor for the award. • Target grant value of long term...

  • Page 66
    ... of the Executive Peer Group. Fixed Compensation Variable Compensation Stock Appreciation Rights $1,419,011 Total Long-Term Equity Compensation Performance Shares $355,012 Annual Incentive Award $1,473,548 Total Annual Cash Compensation Base Salary $849,038 52 YUM! BRANDS, INC. - 2016 Proxy...

  • Page 67
    ... long term performance at Taco Bell and in recognition of promotion to Taco Bell CEO (grant date fair market value of award was $1,091,491). These increases brought Mr. Niccol's total direct compensation to between the 50th and 75th percentile of the Executive Peer Group for his position. The...

  • Page 68
    ... benefits received prior to his retirement during 2015). Variable Compensation Total Long-Term Equity Compensation Performance Shares $459,031 Annual Incentive Award $468,683 Fixed Compensation Total Annual Cash Compensation Base Salary $1,100,000 54 YUM! BRANDS, INC. - 2016 Proxy Statement

  • Page 69
    ... regulations and the time share agreements. The Company pays for the cost of the transmission of home security information from Mr. Novak's home to our security department. Mr. Su, who retired as Chairman and CEO of the China Division in August of 2015, receives perquisites related to his overseas...

  • Page 70
    ... distributions of deferred income On August 19, 2015, Mr. Su retired as Chairman and CEO of the China Division and assumed the role of Executive Advisor to the new CEO of the China Division, Micky Pant. Mr. Su retired as an employee of the Company on February 15, 2016. At the time of his retirement...

  • Page 71
    ... has no business or personal relationship with any member of the Committee or management. • Meridian's partners and employees who provide services to the Committee are prohibited from owning YUM stock per Meridian's firm policy. Proxy Statement Comparator Compensation Data Our Committee uses an...

  • Page 72
    ... better reflects the actual historical holding pattern for SARs/Options granted to our CEO. Our CEO receives fewer shares under this practice than if we used the expected term of all SARs/Options granted by the Company. Proxy Statement VII. Compensation Policies and Practices YUM's Executive Stock...

  • Page 73
    ... times salary and bonus. The terms of these change-incontrol agreements are described beginning on page 72. In 2013, the Company eliminated tax gross-ups for executives, including the NEOs, for any excise tax due under Section 4999 of the Internal Revenue Code and implemented a "best net after-tax...

  • Page 74
    ... rules the Chief Financial Officer is not subject to these limits.) The bonus pool for 2015 was equal to 1.5% of operating profit (adjusted to exclude special items believed to be distortive of consolidated results on a year-over-year basis - these are the same items excluded in the Company's annual...

  • Page 75
    ...statement titled "Compensation Discussion and Analysis" and, on the basis of that review and discussion, recommended to the Board that the section be incorporated by reference into the Company's Annual Report on Form 10-K and included in this proxy statement. THE MANAGEMENT PLANNING AND DEVELOPMENT...

  • Page 76
    ... 15,640 Name and Principal Position (a) Greg Creed Chief Executive Officer of YUM Patrick J. Grismer Chief Financial Officer of YUM Proxy Statement David C. Novak Executive Chairman of YUM Year (b) 2015 2014 2013 2015 2014 2013 2015 2014 2013 2015 2014 2013 Salary Bonus ($) ($)(1) (c) (d) 1,104...

  • Page 77
    ... No amounts are reported for Mr. Niccol for 2013 and 2014 since he was not a NEO for those years. (8) Mr. Su was Vice Chairman and Chairman and Chief Executive Officer of Yum Restaurants China until August 18, 2015; he was Executive Advisor to the Chief Executive Officer of Yum Restaurants China for...

  • Page 78
    ... as of the last day of employment must be exercised within 90 days following termination of employment. (4) The exercise price of the SARs/stock options granted in 2015 equals the closing price of YUM common stock on the grant date, February 6, 2015. 64 YUM! BRANDS, INC. - 2016 Proxy Statement

  • Page 79
    ..., and unvested RSUs and PSUs held by the Company's NEOs on December 31, 2015. Option/SAR Awards(1) Stock Awards Equity Equity incentive plan awards: incentive market or plan awards: payout value Number of of unearned unearned shares, units shares, units or other rights or other rights that have not...

  • Page 80
    ... options on February 19, 2016. (2) For Mr. Niccol, this amount represents deferral of his 2013 and 2014 bonuses into the EID Program's Matching Stock Fund. (3) The market value of these awards are calculated by multiplying the number of shares covered by the award by $73.05, the closing price of YUM...

  • Page 81
    ..."), and the YUM! Brands International Retirement Plan ("YIRP") determined using interest rate and mortality rate assumptions consistent with those used in the Company's financial statements. 2015 FISCAL YEAR PENSION BENEFITS TABLE Number of Years of Present Value of Payments During Credited Service...

  • Page 82
    EXECUTIVE COMPENSATION (1) YUM! Brands Retirement Plan The Retirement Plan provides an integrated program of retirement benefits for salaried employees who were hired by the Company prior to October 1, 2001. The Retirement Plan replaces the same level of pre-retirement pensionable earnings for all ...

  • Page 83
    ... Name Greg Creed David C. Novak Jing-Shyh S. Su (1) The Retirement Plan (2) The YIRP The estimated lump sum values in the table above are calculated assuming no increase in the participant's Final Average Earnings. The lump sums are estimated using the mortality table and interest rate assumptions...

  • Page 84
    ... provide market rate returns and do not provide for preferential earnings. The S&P 500 index fund, bond market index fund and stable value fund are designed to track the investment return of like-named funds offered under the Company's 401(k) Plan. The YUM! Stock Fund and YUM! Matching Stock Fund...

  • Page 85
    ... the executive's deferral election, except in the case of the following amounts distributed to pay payroll taxes due upon their account balance under the EID Program, LRP or TCN for 2015. Creed Grismer Novak Pant Niccol 16,049 65,019 6,684 15,894 69,469 YUM! BRANDS, INC. - 2016 Proxy Statement 71

  • Page 86
    ... if the NEO's employment had terminated on December 31, 2015, given the NEO's compensation and service levels as of such date and, if applicable, based on the Company's closing stock price on that date. These benefits are in addition to benefits available generally to salaried employees, such as...

  • Page 87
    ...Participants under age 55 who terminate will receive interest annually and their account balance will be distributed in the quarter following their 55th birthday. In case of termination of employment as of December 31, 2015, Mr. Creed would have received $1,693,271. Performance Share Unit Awards. If...

  • Page 88
    ... • All RSUs under the Company's EID Program held by the executive will automatically vest. • All PSU awards under the Company's Performance Share Plan awarded in the year in which the change in control occurs will be paid out at target assuming a target level performance had been achieved...

  • Page 89
    ... used to value the awards, see the discussion of stock awards and option awards contained in Part II, Item 8, "Financial Statements and Supplementary Data" of the 2015 Annual Report in Notes to Consolidated Financial Statements at Note 14, "Share-based and Deferred Compensation Plans." YUM! BRANDS...

  • Page 90
    ... as compensation for service on the Board until the director has ceased being a member of the Board for one year (sales are permitted to the extent necessary to pay income taxes attributable to any stock retainer payment or exercise of a stock option or SAR). Matching Gifts. To further YUM's support...

  • Page 91
    EQUITY COMPENSATION PLAN INFORMATION The following table summarizes, as of December 31, 2015, the equity compensation plans under which we may issue shares of stock to our directors, officers and employees under the Long Term Incentive Plan (the "1999 Plan"), the 1997 Long Term Incentive Plan (the "...

  • Page 92
    ... Area Coaches, Franchise Business Leaders and other supervisory field operation positions that support RGMs and have profit and loss responsibilities within a defined region or area. While all non-executive officer employees are eligible to receive awards under the RGM plan, all awards granted have...

  • Page 93
    ... each case without the presence of the Company's management, as well as executive sessions consisting of only Committee members. In addition to the scheduled meetings, senior management confers with the Committee or its Chair from time to time, as senior management deems advisable or appropriate, in...

  • Page 94
    ... recommended to the Board of Directors that it include the audited consolidated financial statements in the Company's Annual Report on Form 10-K for the fiscal year ended December 26, 2015 for filing with the SEC. Who prepared this report? This report has been furnished by the members of the Audit...

  • Page 95
    ... website at www.amstock.com and following the applicable instructions. Also, while this consent is in effect, if you decide you would like to receive a hard copy of the proxy materials, you may call, write or e-mail American Stock Transfer and Trust Company, LLC. Proxy Statement I share an address...

  • Page 96
    ... our proxy statement. These procedures provide that nominations for director nominees and/or an item of business to be introduced at an Annual Meeting of Shareholders must be submitted in writing to our Corporate Secretary at our principal executive offices and you must include information set forth...

  • Page 97
    ... to employees of YUM! or a Subsidiary. 2.3 Limits on ISOs. If the Committee grants ISOs, then to the extent that the aggregate fair market value of shares of Stock with respect to which ISOs are exercisable for the first time by any individual during any calendar year (under all plans of YUM! and...

  • Page 98
    ... Value Award. Except as approved by YUM!'s shareholders, in no event shall any Option or SAR granted under the Plan be surrendered to YUM! in consideration for a cash payment if, at the time of such surrender, the Exercise Price of the Option or SAR is greater than the then current Fair Market Value...

  • Page 99
    ... lieu of other compensation, (ii) as a form of payment of earned performance awards or other incentive compensation, (iii) to new hires, or (iv) as retention awards outside the United States, if the right to become vested in a Full Value Award granted to an employee is conditioned on the completion...

  • Page 100
    ... Stock that may be issued in conjunction with Awards granted pursuant to Section 3 (relating to Full Value Awards) shall be 12,000,000 shares except that shares subject to Full Value Awards granted with respect to the deferral of annual cash incentive awards under a deferred compensation plan of YUM...

  • Page 101
    ... Stock that has been held by the Participant or Stock to which the Participant is entitled under the Plan may only be used to satisfy the minimum tax withholding required by applicable law (or other rates that will not have a negative accounting impact). YUM! BRANDS, INC. - 2016 Proxy Statement...

  • Page 102
    ... the Plan, the Committee may use available shares of Stock as the form of payment for compensation, grants or rights earned or due under any other compensation plans or arrangements of YUM! or a Subsidiary, including the plans and arrangements of YUM! or a Subsidiary assumed in business combinations...

  • Page 103
    ... to YUM!'s compensation recovery, clawback, and recoupment policies as in effect from time to time. 6.15. Foreign Individuals. Notwithstanding any other provision of the Plan to the contrary, the Committee may grant Awards to eligible persons who are foreign nationals on such terms and conditions...

  • Page 104
    ... the Plan, including, without limitation, the grant of Options, SARs, or Full Value Awards. (c) Board. The term "Board" shall mean the Board of Directors of YUM!. (d) Change in Control. Except as otherwise provided by the Committee, a "Change in Control" shall be deemed 90 YUM! BRANDS, INC. - 2016...

  • Page 105
    ...more of the following: cash flow; earnings; earnings per share; market value added or economic value added; profits; return on assets; return on equity; return on investment; revenues; stock price; total shareholder return; customer satisfaction metrics; or restaurant unit development. Each goal may...

  • Page 106
    ..., the past performance of YUM! and/or the past or current performance of other companies, and in the case of earnings-based measures, may use or employ comparisons relating to capital, shareholders' equity and/or shares outstanding, investments or to assets or net assets. (j) Potential Change in...

  • Page 107
    ...company (as defined in Rule 12b-2 of the Exchange Act). The aggregate market value of the voting stock (which consists solely of shares of Common Stock) held by non-affiliates of the registrant as of June 13, 2015 computed by reference to the closing price of the registrant's Common Stock on the New...

  • Page 108
    ... II ITEM 5 ITEM 6 ITEM 7 ITEM 7A ITEM 8 ITEM 9 ITEM 9A ITEM 9B Market for the Registrant's Common Stock, Related Stockholder Matters and Issuer Purchases of Equity Securities Selected Financial Data Management's Discussion and Analysis of Financial Condition and Results of Operations Quantitative...

  • Page 109
    ..., without limitation, statements regarding the intended capital return to shareholders as well as the related borrowing required to fund such capital return, the planned separation of the Yum! Brands and Yum! China businesses, the timing of any such separation, the future earnings and performance as...

  • Page 110
    ... executive offices of YUM are located at 1441 Gardiner Lane, Louisville, Kentucky 40213, and the telephone number at that location is (502) 874-8300. Our website address is http://yum.com. Financial Information about Operating Segments and General Development of the Business As of December 26, 2015...

  • Page 111
    ... franchise unit was opened. Today, Pizza Hut is the largest restaurant chain in the world specializing in the sale of ready-to-eat pizza products. • Pizza Hut operates in 95 countries and territories throughout the world. As of year end 2015, Pizza Hut had 1,903 units in China, 432 units in India...

  • Page 112
    ... customers, but also for management and hourly personnel, suitable real estate sites and qualified franchisees. Given the various types and vast number of competitors, our Concepts do not constitute a significant portion of the retail food industry in terms of number of system units or system sales...

  • Page 113
    ... Statements in Part II, Item 8. Available Information The Company makes available through the Investor Relations section of its internet website at http://yum.com its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed...

  • Page 114
    ...increase our net restaurant count in markets outside the U.S., especially in China and other emerging markets. The successful development of new units depends in large part on our ability and the ability of our Concepts' franchisees to open new restaurants and to operate these restaurants profitably...

  • Page 115
    ...date information. The inappropriate use of social media by our customers or employees could increase our costs, lead to litigation or result in negative publicity that could damage our reputation and adversely affect our results. Our operating results are closely tied to the success of our Concepts...

  • Page 116
    ... we operate is highly competitive with respect to price and quality of food products, new product development, advertising levels and promotional initiatives, customer service, reputation, restaurant location, and attractiveness and maintenance of properties. If consumer 8 YUM! BRANDS, INC. - 2015...

  • Page 117
    ... effect on our sales, profitability or development plans, which could harm our financial condition and operating results. In addition, in the retail food industry, labor is a primary operating cost component. Competition for qualified employees could also require us to pay higher wages to attract...

  • Page 118
    ... the price of our common stock to ï¬,uctuate following the proposed spin-off. Investors holding YUM's common stock today may hold YUM common stock because of a decision to invest in a company with significant China or emerging markets exposure. If the proposed spin-off is completed, shares of YUM...

  • Page 119
    ... Hut. Taco Bell leases its corporate headquarters and research facility in Irvine, California. The YUM corporate headquarters and a KFC research facility in Louisville, Kentucky are owned by the Company. Additional information about the Company's properties is included in the Consolidated Financial...

  • Page 120
    ... Executive Officer of Taco Bell U.S. from 2011 to December 2013. Prior to this position, Mr. Creed served as President and Chief Concept Officer of Taco Bell U.S., a position he held beginning in December 2006. Jonathan D. Blum, 57, is Senior Vice President, Chief Public Affairs Officer and Global...

  • Page 121
    ...92 The Company's Common Stock trades under the symbol YUM and is listed on the New York Stock Exchange ("NYSE"). The following sets forth the high and low NYSE composite closing sale prices by quarter for the Company's Common Stock and dividends per common share. In 2015, the Company declared two...

  • Page 122
    ...2015, the last trading day of our 2015 fiscal year. The graph assumes that the value of the investment in our Common Stock and each index was $100 at December 23, 2010 and that all dividends were reinvested. In $ 250.00 200.00 Form 10-K 150.00 100.00 50.00 2010 YUM! 2011 S&P 500 2012 2013 2014...

  • Page 123
    PART II ITEM 6 Selected Financial Data SELECTED FINANCIAL DATA YUM! BRANDS, INC. AND SUBSIDIARIES 2015 2014 Fiscal Year 2013 2012 2011(g) (in millions, except per share and unit amounts) Income Statement Data Revenues Company sales Franchise and license fees and income Total Closures and ...

  • Page 124
    ... A&W All-American Food Restaurants brands and $76 million in losses as a result of our initial decision to refranchise or close all of our remaining Company-owned Pizza Hut UK dine-in restaurants. Special items resulted in cumulative net tax benefits of $1 million and $123 million in 2012 and 2011...

  • Page 125
    PART II ITEM 7 Management's Discussion and Analysis of Financial Condition and Results of Operations of YUM in mainland China, with exclusive rights to the KFC, Pizza Hut and Taco Bell concepts. Upon completion of the planned spin-off, YUM will become more of a "pure play" franchisor with more ...

  • Page 126
    ... 26 (2) 3 4 Company sales Franchise and license fees and income Total Revenues Restaurant Profit Restaurant Margin % Operating Profit Interest expense, net Income tax provision Net Income - including noncontrolling interests Net Income (loss) - noncontrolling interests Net Income - YUM! Brands, Inc...

  • Page 127
    ... initiatives related to the planned spin-off of our China business into an independent publicly-traded company and our recapitalization plan. (b) The refranchising gains in 2015 and 2013 were primarily due to gains on sales of Taco Bell restaurants. (c) Other Special Items Income (Expense) in 2013...

  • Page 128
    ...income Total revenues Restaurant profit Restaurant margin % G&A expenses Operating Profit 2015 $ 6,789 120 $ 6,909 $ 1,077 15.9% $ $ 397 757 2014 $ 6,821 113 $ 6,934 $ 1,009 14.8% $ $ 391 713 System Sales Growth, reported System Sales Growth, excluding FX Same-Store Sales Growth (Decline) % Unit...

  • Page 129
    ... translation, was driven by same-store sales declines, higher restaurant operating costs and higher G&A expenses, partially offset by net new unit growth and increased Other income due to an insurance recovery related to the 2012 poultry supply incident. YUM! BRANDS, INC. - 2015 Form 10-K 21

  • Page 130
    PART II ITEM 7 Management's Discussion and Analysis of Financial Condition and Results of Operations KFC Division The KFC Division has 14,577 units, approximately 70% of which are located outside the U.S. The KFC Division has experienced significant unit growth in emerging markets, which comprised...

  • Page 131
    ... 7 Management's Discussion and Analysis of Financial Condition and Results of Operations In 2015, the increase in Company sales and Restaurant profit associated with store portfolio actions were driven by international net new unit growth partially offset by refranchising. Significant other factors...

  • Page 132
    ... quarter of 2013 related to one of our UK pension plans, partially offset by lower pension costs in the U.S. Operating Profit In 2015, the increase in Operating Profit, excluding the impact of foreign currency translation, was driven by net new unit growth and same-store sales growth, partially...

  • Page 133
    ...Reported Ex FX (2) 4 - (5) (0.6) ppts. 10 5 2015 8% 8% 5% % Increase (Decrease) 2015 4 (3) 3 Other 9 - 9 Other 6 - 6 (2) 4 - (5) (0.6) ppts. 10 5 2014 4% 4% 3% 2015 Company sales Franchise and license fees and income Total revenues Restaurant profit Restaurant margin % G&A expenses Operating Profit...

  • Page 134
    ... 7 Management's Discussion and Analysis of Financial Condition and Results of Operations In 2015, the increase in Company sales and Restaurant profit associated with store portfolio actions was driven by net new unit growth. Significant other factors impacting Company sales and/or Restaurant profit...

  • Page 135
    ...costs related to the extinguishment of debt in 2013. See Note 4. Form 10-K Consolidated Cash Flows Net cash provided by operating activities was $2,139 million in 2015 versus $2,049 million in 2014. The increase was primarily driven by lapping higher income tax payments in the prior year, partially...

  • Page 136
    ...of Financial Condition and Results of Operations Liquidity and Capital Resources Operating in the retail food industry allows us to generate substantial cash flows from the operations of our company-owned stores and from our extensive franchise operations which require a limited YUM investment. Net...

  • Page 137
    ... from the company, as we cannot reasonably estimate the dates of these future cash payments. We sponsor noncontributory defined benefit pension plans covering certain salaried and hourly employees, the most significant of which are in the U.S. and UK. The most significant of the U.S. plans, the YUM...

  • Page 138
    ... Pizza Hut and Taco Bell Divisions and individual brands in our China and India Divisions. Fair value is the price a willing buyer would pay for the reporting unit, and is generally estimated using discounted expected future after-tax cash flows from Company-owned restaurant operations and franchise...

  • Page 139
    PART II ITEM 7 Management's Discussion and Analysis of Financial Condition and Results of Operations During 2015, the Company's reporting units with the most significant refranchising activity and recorded goodwill were KFC India, Taco Bell U.S. and KFC China. Within KFC India, 86 restaurants were...

  • Page 140
    ... result of market risk associated with commodity prices. Our ability to recover increased costs through higher pricing is, at times, limited by the competitive environment in which we operate. We manage our exposure to this risk primarily through pricing agreements with our vendors. 32 YUM! BRANDS...

  • Page 141
    ... Data ITEM 8 Financial Statements and Supplementary Data Index to Financial Information Page Reference Consolidated Financial Statements Report of Independent Registered Public Accounting Firm Consolidated Statements of Income for the fiscal years ended December 26, 2015, December 27, 2014...

  • Page 142
    ... balance sheets of YUM! Brands, Inc. and subsidiaries (YUM) as of December 26, 2015 and December 27, 2014, and the related consolidated statements of income, comprehensive income, cash flows and shareholders' equity for each of the fiscal years in the three-year period ended December 26, 2015...

  • Page 143
    ..., except per share data) 2015 $ 11,145 1,960 13,105 2014 $ 11,324 1,955 13,279 2013 $ 11,184 1,900 13,084 Revenues Company sales Franchise and license fees and income Total revenues Costs and Expenses, Net Company restaurants Food and paper Payroll and employee benefits Occupancy and other...

  • Page 144
    ... Data Consolidated Statements of Comprehensive Income YUM! BRANDS, INC. AND SUBSIDIARIES FISCAL YEARS ENDED DECEMBER 26, 2015, DECEMBER 27, 2014 AND DECEMBER 28, 2013 (in millions) Net income - including noncontrolling interests Other comprehensive income (loss), net of tax: Translation...

  • Page 145
    ... II ITEM 8 Financial Statements and Supplementary Data Consolidated Statements of Cash Flows YUM! BRANDS, INC. AND SUBSIDIARIES FISCAL YEARS ENDED DECEMBER 26, 2015, DECEMBER 27, 2014 AND DECEMBER 28, 2013 (in millions) 2015 2014 2013 Cash Flows - Operating Activities Net Income - including...

  • Page 146
    ...current assets Advertising cooperative assets, restricted Total Current Assets Property, plant and equipment, net Goodwill Intangible assets, net Investments in unconsolidated affiliates Other assets Deferred income taxes Total Assets LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Accounts...

  • Page 147
    ...shares of Common Stock Employee stock option and SARs exercises (includes tax impact of $42 million) Compensation-related events (includes tax impact of $8 million) Balance at December 28, 2013 Net Income (loss) Translation adjustments and gains (losses) from intra-entity transactions of a long-term...

  • Page 148
    ... all operations of the Taco Bell concept outside of India Division Effective January, 2016 the Company's India Division was segmented by brand, integrated into the global KFC, Pizza Hut and Taco Bell Divisions, and is no longer a separate operating segment. While our consolidated results will...

  • Page 149
    ... for the fiscal year ended December 26, 2015. These reclassifications had no effect on previously reported Net Income - YUM! Brands, Inc. Franchise and License Operations. We execute franchise or license agreements for each unit operated by third parties which set out the terms of our arrangement...

  • Page 150
    ... year and have historically not been significant. Our advertising expenses were $581 million, $589 million and $607 million in 2015, 2014 and 2013, respectively. We report substantially all of our direct marketing costs in Occupancy and other operating expenses. Research and Development Expenses...

  • Page 151
    ...and budgets of financial needs of cash for working capital, liquidity plans and expected cash requirements in the United States. See Note 16 for a further discussion of our income taxes. Fair Value Measurements. Fair value is the price we would receive to sell an asset or pay to transfer a liability...

  • Page 152
    ... carrying value. Fair value is the price a willing buyer would pay for a reporting unit, and is generally estimated using discounted expected future after-tax cash flows from Company-owned restaurant operations and franchise royalties. The discount rate is our estimate of the required rate of return...

  • Page 153
    ... plan. NOTE 3 Earnings Per Common Share ("EPS") 2015 $ 1,293 436 7 443 2.97 2.92 4.5 2014 $ 1,051 444 9 453 2.37 2.32 5.5 2013 $ 1,091 452 9 461 2.41 2.36 4.9 Net Income - YUM! Brands, Inc. Weighted-average common shares outstanding (for basic calculation) Effect of dilutive share-based employee...

  • Page 154
    ...fair values. As a result, a significant number of Company-operated 2014 160 284 14 5 (76) (26) 361 Impairment of Goodwill Impairment of Trademark Impairment of PP&E Impairment of Investment in Little Sheep Meat Tax Benefit Loss Attributable to Non-Controlling Interest Net Loss $ $ $ $ 2013 222...

  • Page 155
    ... KFC (1) 4 3 $ India - 2 $ 2 Worldwide $ (5) 41 $ 36 (a) Store closure (income) costs include the net gain or loss on sales of real estate on which we formerly operated a Company-owned restaurant that was closed, lease reserves established when we cease using a property under an operating lease...

  • Page 156
    PART II ITEM 8 Financial Statements and Supplementary Data NOTE 6 Franchise and License Fees and Income 2015 88 (10) 78 1,882 $ 1,960 $ 2014 83 (5) 78 1,877 $ 1,955 $ 2013 90 (13) 77 1,823 $ 1,900 $ Initial fees, including renewal fees Initial franchise fees included in Refranchising (gain) loss...

  • Page 157
    PART II ITEM 8 Financial Statements and Supplementary Data NOTE 9 Goodwill and Intangible Assets The changes in the carrying amount of goodwill are as follows: China Balance as of December 28, 2013 Goodwill, gross Accumulated impairment losses(a) Goodwill, net Acquisitions Impairment Losses(a) ...

  • Page 158
    PART II ITEM 8 Financial Statements and Supplementary Data NOTE 10 Short-term Borrowings and Long-term Debt 2015 2014 $ 264 3 - - 267 Short-term Borrowings Current maturities of long-term debt Current portion of fair value hedge accounting adjustment Unsecured Short-Term Loan Credit Facility, ...

  • Page 159
    PART II ITEM 8 Financial Statements and Supplementary Data The annual maturities of short-term borrowings and long-term debt as of December 26, 2015, excluding capital lease obligations of $169 million and fair value hedge accounting adjustments of $1 million, are as follows: Year ended: 2016 2017...

  • Page 160
    ... revenue growth reflected annual same store sales growth of 4% and approximately 35 new franchise units per year, partially offset by approximately 25 franchise closures per year. The retail seasoning business was forecasted to generate sales growth consistent with historical results. Our 2015...

  • Page 161
    ...II ITEM 8 Financial Statements and Supplementary Data We do not anticipate any plan assets being returned to the Company during 2016 for any U.S. plans. Obligation and Funded Status at Measurement Date: The following chart summarizes the balance sheet impact, as well as benefit obligations, assets...

  • Page 162
    ... Rate of compensation increase Weighted-average assumptions used to determine the net periodic benefit cost for fiscal years: Discount rate Long-term rate of return on plan assets Rate of compensation increase 2015 4.30% 6.75% 3.75% 2014 5.40% 6.90% 3.75% 2013 4.40% 7.25% 3.75% 2015 4.90% 3.75% 2014...

  • Page 163
    ...based on closing market prices or net asset values. A mutual fund held as an investment by the Plan includes shares of YUM Common Stock valued at $0.5 million at both December 26, 2015 and December 27, 2014 (less than 1% of total plan assets in each instance). Benefit Payments The benefits expected...

  • Page 164
    ... value of each stock option and SAR award as of the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions: Form 10-K 2015 1.3% 6.4 26.9% 2.2% 2014 1.6% 6.2 29.7% 2.1% 2013 0.8% 6.2 29.9% 2.1% Risk-free interest rate Expected term (years) Expected...

  • Page 165
    ...on Net Income The components of share-based compensation expense and the related income tax benefits are shown in the following table: 2015 50 4 3 57 18 1 2014 48 6 1 $ 55 $ 17 $ 8 $ 2013 44 6 (1) $ 49 $ 15 $ 11 $ Form 10-K Options and SARs Restricted Stock Units Performance Share Units Total Share...

  • Page 166
    ...Adjustments to reserves and prior years Change in valuation allowances Other, net Effective income tax rate $ $ $ $ 2014 500 35.0% 8 0.6 (168) (11.7) (5) (0.3) 35 2.4 36 2.5 406 28.5% $ $ 2013 543 35.0% 3 0.2 (177) (11.4) 49 3.1 23 1.5 46 3.0 487 31.4% 58 YUM! BRANDS, INC. - 2015 Form 10-K

  • Page 167
    ... used outside the U.S. that YUM transferred to certain of its foreign subsidiaries. The Company and the IRS reached a final agreement on this valuation issue, which impacted tax returns for fiscal years 2004-2013, during 2014. As a result of this agreement, we closed out our 2004-2006 and 2007-2008...

  • Page 168
    ...the fair market value and the tax basis of the separated China business. As our tax basis in the China business is minimal, the amount of such a tax could be significant and have a material adverse effect on our results of operations and our financial condition. At December 26, 2015, the Company has...

  • Page 169
    PART II ITEM 8 Financial Statements and Supplementary Data NOTE 17 Reportable Operating Segments See Note 1 for a description of our operating segments. Revenues 2014 $ 6,934 3,193 1,148 1,863 141 $ 13,279 China KFC Division(a) Pizza Hut Division(a) Taco Bell Division(a) India 2015 $ 6,909 2,...

  • Page 170
    ...China KFC Division Pizza Hut Division Taco Bell Division India Corporate (a) (b) (c) (d) (e) (f) (g) (h) (i) (j) U.S. revenues included in the combined KFC, Pizza Hut and Taco Bell Divisions totaled $3.1 billion in 2015 and $3.0 billion in both 2014 and 2013. Includes equity income from investments...

  • Page 171
    ... putative class of all persons who purchased the Company's stock between February 6, 2012 and February 4, 2013 (the "Class Period"). The Amended Complaint no longer included allegations relating to misstatements regarding the Company's business or financial condition and instead alleged that, during...

  • Page 172
    ...matter has been closed. The Company and Taco Bell were named as defendants in a number of putative class action suits filed in 2007, 2008, 2009 and 2010 alleging violations of California labor laws including unpaid overtime, failure to timely pay wages on termination, failure to pay accrued vacation...

  • Page 173
    ...362 0.83 0.81 - First Quarter Revenues: Company sales Franchise and license fees and income Total revenues Restaurant profit Operating Profit(b) Net Income - YUM! Brands, Inc. Basic earnings per common share Diluted earnings per common share Dividends declared per common share $ 2,292 432 2,724 441...

  • Page 174
    ...the Company's internal control over financial reporting or in other factors that materially affected, or are reasonably likely to materially affect, internal control over financial reporting during the quarter ended December 26, 2015. ITEM 9B Other Information None. Form 10-K 66 YUM! BRANDS, INC...

  • Page 175
    ..."Executive Compensation" and "Stock Ownership Information" is incorporated by reference from the Company's definitive proxy statement which will be filed with the Securities and Exchange Commission no later than 120 days after December 26, 2015. Form 10-K ITEM 13 Certain Relationships and Related...

  • Page 176
    ... Exhibits and Financial Statement Schedules (3) Financial Statements: Consolidated Financial Statements filed as part of this report are listed under Part II, Item 8 of this Form 10-K. Financial Statement Schedules: No schedules are required because either the required information is not present...

  • Page 177
    ... STOCK Elane Stock /s/JING-SHYH S. SU Jing-Shyh S. Su /s/ROBERT D. WALTER Robert D. Walter Title Executive Chairman Chief Executive Officer (principal executive officer) Chief Financial Officer (principal financial officer) Vice President, Finance and Corporate Controller (principal accounting...

  • Page 178
    ... 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. Credit Agreement, dated March 22, 2012 among YUM...

  • Page 179
    ..., 2011, by and between the Company and Samuel Su, which is incorporated herein by reference from Exhibit 10.28 to YUM's Annual Report on Form 10-K for the fiscal year ended December 25, 2004, and from Item 5.02 of Form 8-K on May 24, 2011. Form of 1999 Long Term Incentive Plan Award Agreement (Stock...

  • Page 180
    ...10.28 to YUM's Annual Report on Form 10-K for the fiscal year ended December 27, 2014. Retirement Agreement and General Release, dated August 13, 2015, by and between the Company and Jing-Shyh S. Su, which is incorporated by reference from Exhibit 10.29 to YUM's Quarterly Report on Form 10-Q for the...

  • Page 181
    ... Statements" in our Annual Report on Form 10-K) for additional detail about factors that could affect our financial and other results. Trademarks and Brands. We use "Yum! Brands" and the Yum! logo as our trademarks. Product names and services appearing in this report are trademarks of Yum! Brands...

  • Page 182
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  • Page 184
    ... hold YUM shares in the name of a bank or broker) should direct communications about all administrative matters related to their accounts to their stockbroker. LONG TERM INCENTIVE PLAN (LTIP) AND YUMBUCKS PARTICIPANTS (employees with rights to LTIP and YUMBUCKS stock options and stock appreciation...

  • Page 185
    ...-0535 STOCK TRADING SYMBOL-YUM The New York Stock Exchange is the principal market for YUM Common Stock, which trades under the symbol YUM. Franchise Inquiries ONLINE FRANCHISE INFORMATION Information about potential franchise opportunities is available at www.yumfranchises.com YUM's Annual Report...

  • Page 186
    ..., American Express Company Keith Meister 42 Managing Partner, Corvex Management LP Thomas C. Nelson 53 Chairman, Chief Executive Officer and President, National Gypsum Company Thomas M. Ryan 63 Former Chairman and CEO, CVS Health Corporation P. Justin Skala 56 President, North America and Global...