0001193125-12-365951.txt : 20120823 0001193125-12-365951.hdr.sgml : 20120823 20120823074956 ACCESSION NUMBER: 0001193125-12-365951 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120822 ITEM INFORMATION: Other Events FILED AS OF DATE: 20120823 DATE AS OF CHANGE: 20120823 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FRISCHS RESTAURANTS INC CENTRAL INDEX KEY: 0000039047 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 310523213 STATE OF INCORPORATION: OH FISCAL YEAR END: 0530 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07323 FILM NUMBER: 121050866 BUSINESS ADDRESS: STREET 1: 2800 GILBERT AVE CITY: CINCINNATI STATE: OH ZIP: 45206 BUSINESS PHONE: 5139612660 MAIL ADDRESS: STREET 1: 2800 GILBERT AVE CITY: CINCINNATI STATE: OH 8-K 1 d401736d8k.htm 8-K 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): August 22, 2012

 

 

FRISCH’S RESTAURANTS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

OHIO   001-07323   31-0523213

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

2800 GILBERT AVENUE, CINCINNATI, OHIO   45206
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code 513-961-2660

(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 (see General Instruction A.2. below):

 

¨ 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 8.01. Other Events.

As a result of a change in the capitalization of the Company resulting from the special $9.50 per share dividend to be paid on September 14, 2012, the Compensation Committee of the Company’s Board of Directors, as provided for in Section 4.4 of the Company’s 2003 Stock Option and Incentive Plan (the “2003 Plan”), took action on August 22, 2012 to adjust downward the stock option exercise prices for outstanding options issued under the 2003 Plan by $9.50 for each option issued under the 2003 Plan, effective September 17, 2012.

As an example, for an option that was issued on June 7, 2005 with an exercise price of $24.30, the reset exercise price will be $14.80 on September 17, 2012.

Outstanding stock options issued under the Amended and Restated 1993 Stock Option Plan (the “1993 Plan”) are not affected by this action as the 1993 Plan does not require or provide for such an action.

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 thereunto duly authorized.

 

   

FRISCH’S RESTAURANTS, INC.

                    (registrant)

DATE August 23, 2012    
    BY   /s/ Mark R. Lanning
     

Mark R. Lanning

Vice President-Finance, Chief Financial Officer,

Principal Financial Officer and

Principal Accounting Officer