0000016099-18-000120.txt : 20181024 0000016099-18-000120.hdr.sgml : 20181024 20181024075920 ACCESSION NUMBER: 0000016099-18-000120 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20181022 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20181024 DATE AS OF CHANGE: 20181024 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LUBYS INC CENTRAL INDEX KEY: 0000016099 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 741335253 STATE OF INCORPORATION: DE FISCAL YEAR END: 0828 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08308 FILM NUMBER: 181135294 BUSINESS ADDRESS: STREET 1: 13111 NORTHWEST FREEWAY STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77040 BUSINESS PHONE: (713) 329 6800 MAIL ADDRESS: STREET 1: 13111 NORTHWEST FREEWAY STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77040 FORMER COMPANY: FORMER CONFORMED NAME: LUBYS CAFETERIAS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CAFETERIAS INC DATE OF NAME CHANGE: 19810126 8-K 1 form8-k10222018.htm 8-K Document


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): October 22, 2018
Luby’s, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
001-8308
74-1335253
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(IRS Employer Identification Number)
 
 
 
 
 
13111 Northwest Freeway, Suite 600
Houston, Texas 77040
 
(Address of principal executive offices, including zip code)
  
 
(713) 329-6800
 
(Registrant's telephone number, including area code)

 
(Former name, former address and former fiscal year, 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))
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 q
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.
    





Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 22, 2018, Peter Tropoli resigned as the Chief Operating Officer of Luby’s, Inc. (“Luby’s” or the “Company”) and the board of directors of the Company (the “Board”) appointed Mr. Tropoli to serve as General Counsel and Corporate Secretary of the Company. Mr. Tropoli will continue to serve his term as a member of the Board.
Additionally, on October 22, 2018, the Board appointed Benjamin Todd Coutee to serve as the Chief Operating Officer of the Company.
Mr. Coutee, age 52, has more than 30 years of hospitality and restaurant operations experience. He has led multiple teams at the Company as a SVP of Operations at Culinary Contract Services, Luby’s Cafeteria’s and Fuddruckers since rejoining Luby’s in 2006 as an Area Leader for the cafeteria segment. Previously he spent ten years in the hospitality and restaurant industry in various operational leadership positions, including as the Executive Director of Operations for Aramark’s Educational Food Service Division. He began his career with Luby’s Cafeteria in 1989 as an assistant manager and then spent ten years in leadership roles in operations and training.
At this time, there is no change in Mr. Coutee’s compensation in connection with his appointment as Chief Operating Officer. There is no arrangement or understanding between Mr. Coutee and any other person pursuant to which Mr. Coutee was appointed as an executive officer of the Company. There are no family relationships between Mr. Coutee and any director or executive officer of the Company, and Mr. Coutee has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with Mr. Tropoli’s transition to General Counsel and Corporate Secretary, Mr. Tropoli will be entitled to receive an annual base salary in the amount of $350,000. Except for the change in base salary, there were no other changes in Mr. Tropoli’s compensation arrangements with the Company. Information about Mr. Tropoli, including a biographical summary, information about positions and offices he has held with the Company, his prior compensation arrangements with the Company, and information about his business experience, may be found in the Company’s definitive proxy statement for the 2018 Annual Meeting of Stockholders on Schedule 14A filed on December 15, 2017.
Item 7.01.    Regulation FD Disclosure.
A copy of the Company’s press release relating to the foregoing announcements, dated October 24, 2018, is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01.    Financial Statements and Exhibits.
Exhibit
Number        Description    
 
Luby’s Press release dated October 24, 2018
            











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.
 
 
Luby’s, Inc.
Date: October 24, 2018
 
By: /s/ Christopher J. Pappas
 
 
      Christopher J. Pappas
      President and Chief Executive Officer
 
 





EX-99.1 2 pressreleasemanagementchan.htm EXHIBIT 99.1 Exhibit


lubyslogoa03.gif
 
 
 
 
For additional information contact:
 
 
 
FOR IMMEDIATE RELEASE
 
Dennard-Lascar Associates
 
 
Rick Black / Ken Dennard
 
 
Investor Relations
 
 
713-529-6600
                    
Luby’s Appoints Todd Coutee Chief Operating Officer
    
HOUSTON, TX - October 24, 2018 - Luby's, Inc. (NYSE: LUB) announced today the appointment of Benjamin (Todd) Coutee to Chief Operating Officer, effective immediately.

Chris Pappas, President and CEO, commented, "The board of directors and I are pleased to announce the promotion of Todd Coutee to COO. Todd brings extensive restaurant operations and leadership experience to this role having most recently served as SVP of Operations for Culinary Contract Services. In addition, he previously held operational leadership positions at each of our brands, having served as SVP of Operations at Luby’s Cafeterias, and Fuddruckers. Todd has demonstrated outstanding leadership in restaurant operations as well as managing brands and maximizing team performances. His successful style of leadership, passion for people, and invaluable knowledge from more than 30 years in the industry provide the vision and management capabilities most needed today for the future of our brand operations. I am pleased to have him in this role and excited about working closely with Todd as we guide the company forward.”

In conjunction with this management change, Peter Tropoli will now assume the role of General Counsel for Luby’s, Inc. Tropoli has served in various senior executive management positions at the Company for more than 18 years and has a broad range of corporate management, restaurant industry, and public company legal experience.

Pappas continued, “Peter has been a tremendous asset to our Company since 2001. His restaurant industry knowledge, extensive company experience and deep understanding of real estate, coupled with his expertise in legal, administrative and regulatory matters will continue to provide significant value to our team.”






Coutee has more than 30 years of hospitality and restaurant operations experience. He has led multiple teams at the Company as a SVP of Operations at Culinary Contract Services, Luby’s Cafeteria’s and Fuddruckers since rejoining Luby’s in 2006 as an Area Leader for the cafeteria segment. Previously he spent ten years in the hospitality and restaurant industry in various operational leadership positions, including as the Executive Director of Operations for Aramark’s Educational Food Service Division. He began his career with Luby’s Cafeteria in 1989 as an assistant manager and then spent ten years in leadership roles in operations and training.


About Luby’s

Luby’s, Inc. (NYSE: LUB) operates 146 restaurants nationally as of August 29, 2018: 84 Luby’s Cafeterias, 60 Fuddruckers, two Cheeseburger in Paradise restaurants. Luby's is the franchisor for 105 Fuddruckers franchise locations across the United States (including Puerto Rico), Canada, Mexico, the Dominican Republic, Panama and Colombia. Additionally, a licensee operates 36 restaurants with the exclusive right to use the Fuddruckers proprietary marks, trade dress, and system in certain countries in the Middle East. The Company does not receive revenue or royalties from these Middle East restaurants. Luby's Culinary Contract Services provides food service management to 28 sites consisting of healthcare, corporate dining locations, and sports stadiums.

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