Yum China Holdings, Inc. Form 8-K Filing

Yum China Holdings, Inc. has entered into a Membership Interest Purchase Agreement with Yum! Brands, Inc. for the acquisition of all membership interests of Willow Glade Investments, LLC for US$1.2 billion in cash. This transaction, expected to close in the third quarter of 2026, will transfer ownership of the Pizza Hut brand intellectual property in the PRC to Yum China. Concurrently, an Amended and Restated KFC/TB Master License Agreement will be established, which includes provisions for Yum China to earn financial incentives based on KFC sales growth and outlines terms for developing the Taco Bell brand in the PRC. The transaction is funded through a combination of cash and debt financing and is subject to customary closing conditions, with a termination date of November 16, 2026. The agreement includes customary representations, warranties, and covenants, with remedies limited to specific surviving covenants, tax indemnity, related agreements, and fraud.