8-K/A

Date: June 16, 2017

DINEEQUITY, INC.

/s/ Bryan R. Adel

Bryan R. Adel

Senior Vice President, Legal, General

Counsel and Secretary

8-K/A 1 d388021d8ka.htm 8-K/A 8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 16, 2017

DineEquity, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-15283

95-3038279

(State or other jurisdiction

of incorporation or organization)

(Commission File No.)

(I.R.S. Employer

Identification No.)


450 North Brand Boulevard, Glendale, California		91203-2306
(Address of principal executive offices)		(Zip Code)

(818) 240-6055

(Registrant’s telephone number, including area code)

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))

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 of this chapter).

Emerging growth company ☐

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. ☐

Explanatory Note

This Current Report on Form 8-K/A (the “Amendment”) is being filed as an amendment to the Current Report on Form 8-K filed by DineEquity, Inc., a Delaware Corporation (the “Corporation”), on May 16, 2017 (the “Original 8-K”). The Original 8-K was filed with the Securities and Exchange Commission to report the results of voting on the matters submitted to a vote by the Corporation’s stockholders at the Corporation’s 2017 Annual Meeting of Stockholders held on May 16, 2017 (the “Annual Meeting”). The sole purpose of this Amendment is to disclose, in accordance with Item 5.07(d) of Form 8-K, the Corporation’s decision as to how frequently the Corporation will conduct future stockholder advisory votes regarding named executive officer compensation. Except as set forth herein, no other modifications have been made to the Original 8-K.

Item 5.07. Submission of Matters to a Vote of Security Holders.

(d) Consistent with the recommendation of the Board of Directors of the Corporation as set forth in the Corporation’s proxy statement filed on April 4, 2017 with the Securities and Exchange Commission and the vote of the stockholders of the Corporation on this proposal at the Annual Meeting, the Corporation intends to hold the advisory vote on the compensation of the Corporation’s named executive officers every year. The Corporation intends to continue this practice until the next required advisory vote on the frequency of the advisory vote on the Corporation’s named executive officers.

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 thereunto duly authorized.