0001104659-18-055057.txt : 20180904 0001104659-18-055057.hdr.sgml : 20180904 20180904161122 ACCESSION NUMBER: 0001104659-18-055057 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180904 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20180904 DATE AS OF CHANGE: 20180904 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RED ROBIN GOURMET BURGERS INC CENTRAL INDEX KEY: 0001171759 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 841573084 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34851 FILM NUMBER: 181052519 BUSINESS ADDRESS: STREET 1: 6312 FIDDLER'S GREEN CIRCLE STREET 2: SUITE 200 NORTH CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: 3038466000 MAIL ADDRESS: STREET 1: 6312 FIDDLER'S GREEN CIRCLE STREET 2: SUITE 200 NORTH CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 8-K 1 a18-24160_18k.htm 8-K

 

 

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):  September 4, 2018

 

RED ROBIN GOURMET BURGERS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-34851

 

84-1573084

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification Number)

 

6312 S. Fiddler’s Green Circle, Suite 200N
Greenwood Village, Colorado

 

80111

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (303) 846-6000

 

Not Applicable

(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:

 

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

 

 



 

ITEM 5.02                                  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

Effective as of September 4, 2018, Carin L. Stutz’s employment with Red Robin Gourmet Burgers, Inc. (the “Company”) was terminated without cause. Ms. Stutz served as Executive Vice President and Chief Operating Officer of the Company from April 2016 until her departure. Effective immediately, President and Chief Executive Officer, Denny Marie Post will assume responsibility for the Company’s operations as interim Chief Operating Officer. Guy Constant, the Company’s Executive Vice President and Chief Financial Officer, is expected to transition into the role of Executive Vice President and Chief Operating Officer upon the hiring of a new Chief Financial Officer and transfer of duties, anticipated in early 2019. As part of this transition plan, the Company will immediately commence an external search for a new Chief Financial Officer. There is no change in compensation at this time for Ms. Post or Mr. Constant based on these changes. Ms. Stutz has certain severance benefits available to her pursuant to her Amended and Restated Employment Agreement, which has been previously filed by the Company.

 

The Company issued a press release on September 4, 2018 announcing these executive officer changes. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

 

ITEM 9.01           Financial Statements and Exhibits

 

(d)    Exhibits

 

Exhibit No.

 

Description

99.1

 

Red Robin Gourmet Burgers, Inc. Press Release dated September 4, 2018.

 

2



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Red Robin Gourmet Burgers, Inc. Press Release dated September 4, 2018.

 

3



 

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.

 

Date:  September 4, 2018

 

 

RED ROBIN GOURMET BURGERS, INC.

 

 

 

 

 

By:

/s/ Michael L. Kaplan

 

Name:

Michael L. Kaplan

 

Title:

Chief Legal Officer

 

4


EX-99.1 2 a18-24160_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

Red Robin Gourmet Burgers Announces Change in Operations Leadership

Chief Financial Officer Guy Constant Transitioning to Chief Operating Officer Role,

Company Begins Search for New CFO

 

Greenwood Village, CO — September 4, 2018 — Red Robin Gourmet Burgers, Inc., (NASDAQ: RRGB), a full-service restaurant chain serving an innovative selection of high-quality gourmet burgers in a family-friendly atmosphere, today announced a change in the Company’s restaurant operations leadership. Guy Constant, who currently serves as the Company’s executive vice president and chief financial officer will move to the role of executive vice president and chief operating officer for Red Robin upon the hiring of a new chief financial officer and transfer of duties, anticipated in early 2019. The Company has begun an executive search for a new chief financial officer as part of Mr. Constant’s transition to Operations leadership for Red Robin.

 

Mr. Constant will be replacing Carin Stutz, who served as Red Robin’s executive vice president and chief operating officer since April 2016, and is leaving that role effective immediately. Denny Marie Post, Red Robin’s president and chief executive officer, will serve as interim COO through the remainder of 2018, as Mr. Constant transitions to his new role and while the search for a new CFO is underway.

 

“As we look ahead to what Red Robin needs in Operations leadership for the next stage of our business, we look forward to leveraging the considerable skills and experience of Guy Constant. He is the perfect person to lead our Operations team forward and to partner with me as we pivot to a new future. He is highly strategic and clearly understands the challenges we face, as well as how to capitalize on our considerable opportunities. Guy’s experience includes serving as international division president for a major casual dining brand, overseeing both franchised and company-owned locations, and he is looking forward to filling the Operations leadership role here at Red Robin,” said Denny Marie Post, Red Robin Gourmet Burgers, Inc. chief executive officer. “In addition to Company and franchise operations, Guy will continue to lead supply chain, facilities and development after the first of the year.”

 

“Red Robin is committed to recapturing our momentum and to regaining our operational edge in this increasingly complex and competitive environment,” said Ms. Post. “Fortifying our leadership team will help us address current and future challenges, which is key to a financially sustainable future. We are grateful for the many contributions Carin Stutz made to rebuilding our fundamentals during the past two years and wish her the very best.”

 

About Red Robin Gourmet Burgers, Inc. (NASDAQ: RRGB)

 

Red Robin Gourmet Burgers, Inc. (www.redrobin.com), a casual dining restaurant chain founded in 1969 that operates through its wholly-owned subsidiary, Red Robin International, Inc., and under the trade name Red Robin Gourmet Burgers and Brews, is the Gourmet Burger Authority, famous for serving more than two dozen craveable, high-quality burgers with Bottomless Steak Fries® in a fun environment welcoming to guests of all ages. Whether a family dining with kids, adults grabbing a drink at the bar, or teens enjoying a meal, Red Robin offers an unparalleled experience for its guests. In addition to its many burger offerings, Red Robin serves a wide variety of salads, soups, appetizers, entrees, desserts, and signature beverages. Red Robin offers a variety of options behind the bar, including its extensive selection of local and regional beers, and innovative adult beer shakes and cocktails, earning the restaurant a VIBE Vista Award for Best Beer Program in a Multi-Unit Chain Restaurant. There are more than 570 Red Robin restaurants across the United States and Canada, including locations operating under franchise agreements. Red Robin… YUMMM®! Connect with Red Robin on Facebook, Instagram, and Twitter.

 

For media relations questions contact:

Brian Farley, Coyne PR

(973) 588-2000

 

For investor relations questions contact:

PJ Adler

Red Robin Investor Relations

303-846-5040