Yum! Brands Enters Material Definitive Agreement

TL;DR

YUM just signed a big deal, creating a new financial obligation. Watch this space.

AI Summary

On September 24, 2025, Yum! Brands, Inc. entered into a material definitive agreement, creating a direct financial obligation. The filing also includes financial statements and exhibits related to this event. The company, previously known as Tricon Global Restaurants Inc. and Great American Restaurant Co., is incorporated in North Carolina and headquartered in Louisville, KY.

Why It Matters

This filing indicates a significant new financial commitment or obligation for Yum! Brands, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating financial obligations can introduce new risks related to the terms of the agreement and the company's ability to meet them.

Key Players & Entities

• Yum! Brands, Inc. (company) — Registrant
• Tricon Global Restaurants Inc. (company) — Former Company Name
• Great American Restaurant Co. (company) — Former Company Name
• September 24, 2025 (date) — Date of earliest event reported
• Louisville, KY (location) — Headquarters

FAQ

Key Financial Figures

• $1,000 million — nced refinancing transaction and issued $1,000 million of its Series 2025-1 4.821% Fixed Rate
• $500 million — "Series 2025-1 Class A-2-I Notes") and $500 million of its Series 2025-1 5.049% Fixed Rate
• $1,000,000 — utomatically be increased to a total of $1,000,000 solely in order to provide for the reim
• $2,000,000 — utomatically be increased to a total of $2,000,000 solely in order to provide for the reim
• $1 — ssets under management of not less than $1 trillion dollars, will not be a "Compet
• $175,000,000 — relevant date of determination and (B) $175,000,000; and (y) the Holdco Leverage Ratio (as
• $938 million — es 2016-1 Class A-2-III Notes, of which $938 million was outstanding. The remaining net proc

Filing Documents

• tm2527093d1_8k.htm (8-K) — 56KB
• tm2527093d1_ex10-1.htm (EX-10.1) — 1258KB
• tm2527093d1_ex10-2.htm (EX-10.2) — 227KB
• tm2527093d1_ex10-3.htm (EX-10.3) — 424KB
• 0001104659-25-095069.txt ( ) — 2512KB
• yum-20250924.xsd (EX-101.SCH) — 3KB
• yum-20250924_lab.xml (EX-101.LAB) — 33KB
• yum-20250924_pre.xml (EX-101.PRE) — 22KB
• tm2527093d1_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. General On September 24, 2025 (the "Closing Date"), Taco Bell Funding, LLC (the "Issuer"), a special purpose Delaware limited liability company and a direct, wholly-owned subsidiary of Taco Bell Corp. ("TBC"), completed its previously announced refinancing transaction and issued $1,000 million of its Series 2025-1 4.821% Fixed Rate Senior Secured Notes, Class A-2-I (the "Series 2025-1 Class A-2-I Notes") and $500 million of its Series 2025-1 5.049% Fixed Rate Senior Secured Notes, Class A-2-II (the "Series 2025-1 Class A-2-II Notes" and, together with the Series 2025-1 Class A-2-I Notes, the "Notes") in an offering exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"). The Notes were issued under the Second Amended and Restated Base Indenture, dated as of September 24, 2025 (the "Second Amended and Restated Base Indenture"), a copy of which is attached hereto as Exhibit 10.1, and the related Series 2025-1 Supplement thereto, dated as of September 24, 2025 (the "Series 2025-1 Supplement"), a copy of which is attached hereto as Exhibit 10.2, by and between the Issuer and Citibank, N.A., as trustee (in such capacity, the "Trustee") and securities intermediary. The Second Amended and Restated Base Indenture and the Series 2025-1 Supplement are collectively referred to as the "Indenture". The Issuer previously issued (i) its Series 2016-1 Class A-2 Notes and its Series 2018-1 Class A-2 Notes (collectively, the "Series 2016-1 and Series 2018-1 Notes") pursuant to the original Base Indenture, dated as of May 11, 2016, between the Issuer and the Trustee (as amended, supplemented or otherwise modified prior to the Closing Date, the "Original Base Indenture") and (ii) its Series 2021-1 Class A-2 Notes (together with the Series 2016-1 and Series 2018-1 Notes and the Notes, the "Securitization Notes") pursuant to the Amended and Restated Base Indenture, dated as of August 19, 2021,

Use of Proceeds

Use of Proceeds The Issuer used the net proceeds from the issuance of the Notes to repay in full (i) the Issuer's Series 2016-1 Class A-2-III Notes, of which $938 million was outstanding. The remaining net proceeds will be distributed to TBC to pay certain transaction-related expenses and for general corporate purposes (including, without limitation, purchases of franchised restaurants). The Notes will not be registered under the Securities Act and may not be offered or sold in the United States absent such registration or an exemption from the registration requirements of the Securities Act. This report shall not constitute an offer to sell or a solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale of any securities in any jurisdiction where such an offering or sale would be unlawful. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under Item 1.01 above is hereby incorporated by reference into this Item 2.03.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits The following exhibits are being filed with this Current Report on Form 8-K. Exhibit Number Description 10.1 Second Amended and Restated Base Indenture, dated as of September 24, 2025, by and between Taco Bell Funding, LLC, as issuer, and Citibank, N.A., as trustee and the Series 2025-1 securities intermediary. 10.2 Series 2025-1 Supplement to Second Amended and Restated Base Indenture, dated as of September 24, 2025, by and between Taco Bell Funding, LLC, as issuer, and Citibank, N.A., as trustee and Series 2025-1 securities intermediary. 10.3 Second Amended and Restated Management Agreement, dated as of September 24, 2025, by and among Taco Bell Funding, LLC, as issuer, Taco Bell Franchise Holder 1, LLC, Taco Bell Franchisor, LLC, Taco Bell IP Holder, LLC, Taco Bell Franchisor Holdings, LLC and Taco Bell Corp., as manager, and Citibank, N.A., as trustee. 104 Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document. 6 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. YUM! BRANDS, INC. (Registrant) Date: September 30, 2025 /s/ Ranjith Roy Chief Strategy Officer and Treasurer

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View this 8-K filing on SEC EDGAR