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 17, 2013
SONIC AUTOMOTIVE, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
| 1-13395 | 56-201079 | |
| (Commission File Number) | (IRS Employer Identification No.) | |
| 4401 Colwick Road Charlotte, North Carolina |
28211 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (704) 566-2400
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On July 17, 2013, Mr. David C. Vorhoff notified Sonic Automotive, Inc. (“Sonic”) that he will be resigning from Sonic’s Board of Directors at a yet-to-be determined date in the fourth quarter of 2013. A copy of the press release announcing Mr. Vorhoff’s resignation is attached hereto as Exhibit 99.1.
SIGNATURES
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.
| SONIC AUTOMOTIVE, INC. | ||
| By: | /s/ Stephen K. Coss | |
| Stephen K. Coss Senior Vice President and General Counsel | ||
Dated: July 17, 2013
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INDEX TO EXHIBITS
| Exhibit No. |
Description | |
| 99.1 | Press release of Sonic Automotive, Inc. dated July 17, 2013 | |
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Exhibit 99.1
FOR IMMEDIATE RELEASE
CHARLOTTE, NC (July 17, 2013) – Sonic Automotive, Inc. (NYSE: SAH) today announced that Mr. David C. Vorhoff has informed the Board of Directors that he will be resigning his position as a director of the Company at a to-be-determined date in the fourth quarter of 2013.
Mr. Vorhoff informed the Board that his resignation as a director is required as part of Mr. Vorhoff’s new employment arrangements with Deloitte Corporate Finance, LLC. On June 1, 2013, Deloitte Corporate Finance acquired McColl Partners LLC, a firm co-founded by Mr. Vorhoff, where he served as President. Mr. Vorhoff joined Deloitte Corporate Finance as a Managing Director in connection with this acquisition.
Mr. Vorhoff stated, “I have thoroughly enjoyed my tenure as a director of Sonic Automotive and while I am very excited about my new opportunity, I am sorry that my tenure on Sonic’s board is ending sooner than I had anticipated. I’m confident that Sonic will continue to enjoy great success in the future.”
Mr. O. Bruton Smith, the Company’s Chairman and Chief Executive Officer stated, “We appreciate Dave Vorhoff’s many contributions to the Company over the last six years and we wish him great success in the future.”
About Sonic Automotive
Sonic Automotive, Inc., a Fortune 500 company based in Charlotte, N.C., is one of the nation’s largest automotive retailers. Sonic can be reached on the web at www.sonicautomotive.com.
Included herein are forward-looking statements, including statements with respect to the anticipated future resignation of one of the Company’s directors. The Company does not undertake any obligation to update forward-looking information.