0000068270-13-000044.txt : 20130923 0000068270-13-000044.hdr.sgml : 20130923 20130923165848 ACCESSION NUMBER: 0000068270-13-000044 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130923 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: 20130923 DATE AS OF CHANGE: 20130923 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RUBY TUESDAY INC CENTRAL INDEX KEY: 0000068270 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 630475239 STATE OF INCORPORATION: GA FISCAL YEAR END: 1007 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12454 FILM NUMBER: 131110559 BUSINESS ADDRESS: STREET 1: 150 W CHURCH ST CITY: MARYVILLE STATE: TN ZIP: 37801 BUSINESS PHONE: 2053443000 MAIL ADDRESS: STREET 1: 150 W CHURCH ST CITY: MARYVILLE STATE: TN ZIP: 37801 FORMER COMPANY: FORMER CONFORMED NAME: MORRISON RESTAURANTS INC/ DATE OF NAME CHANGE: 19930923 FORMER COMPANY: FORMER CONFORMED NAME: MORRISON RESTAURANTS INC DATE OF NAME CHANGE: 19930923 FORMER COMPANY: FORMER CONFORMED NAME: MORRISON INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 form8-k_buettgenamdmt.htm FORM 8-K JJ BUETTGEN EMPLOYMENT AMENDMENT form8-k_buettgenamdmt.htm
 
 
 
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 20, 2013
 
Ruby Tuesday, Inc.
(Exact Name of Registrant as Specified in Charter)
 
GEORGIA
  1-12454
63-0475239
(State or Other Jurisdiction of Incorporation)
  (Commission File Number)
(I.R.S. Employer Identification No.)
 
150 West Church Avenue
Maryville, Tennessee 37801
(Address of Principal Executive Offices)
 
(865) 379-5700
(Registrant’s Telephone Number, Including Area Code)
 
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 (See General Instructions A.2. below):
 
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))
 
 
 
 
 
 

 
 
 

 
 
ITEM 5.02
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
 
 
On September 20, 2013, Ruby Tuesday, Inc., a Georgia corporation (the “Company”), and James J. Buettgen, the Company’s President and Chief Executive Officer as well as a member of the Company’s Board of Directors (the “Board”), amended Mr. Buettgen’s November 16, 2012, Employment Agreement (the “Employment Agreement”) with the Company.  Amendment No. 1 to Employment Agreement (the “Amendment”) removes the September 20, 2013, deadline for Mr. Buettgen to relocate to the area of the Company’s Restaurant Support Center and instead requires that Mr. Buettgen shall relocate to the area of the Company’s Restaurant Support Center no later than such time as reasonably requested by the Board and agreed to by Mr. Buettgen in good faith.  Consistent with the terms of the Employment Agreement prior to the Amendment, the Amendment further provides that, until his relocation, Mr. Buettgen shall have access to the RT Lodge Carriage House and shall be reimbursed for travel to and from the Company’s Restaurant Support Center in Maryville, Tennessee.

The foregoing summary of the Amendment and its terms is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 99.1 to this report.

ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS

(d)         Exhibits
  
 
99.1          Amendment No. 1 to Employment Agreement.
     
 
 
 
 
 
 
 

 
 
 

 
 
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.
 
 
 
     Ruby Tuesday, Inc.
     (Registrant)
 
 
     By: /s/ Michael O. Moore
     Michael O. Moore
     Executive Vice President and
     Chief Financial Officer
 
 
 
 
 
Date: September 23, 2013

 

EX-99.1 2 ex99-1_amendmenttoempagmnt.htm JJ BUETTGEN AMENDMENT TO EMPLOYMENT AGREEMENT ex99-1_amendmenttoempagmnt.htm
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (“Amendment”), is dated as of September 20, 2013, by and between Ruby Tuesday, Inc., a Georgia corporation (the “Company”), and James J. Buettgen (“Executive”).

WHEREAS, the Company and Executive have entered into an employment agreement dated November 16, 2012 (the “Employment Agreement”) pursuant to which the Company has agreed to employ Executive and Executive has agreed to be employed by the Company on the terms and conditions and for such consideration as set forth therein; and

WHEREAS, the Company wishes to continue to employ Executive at its Company’s Restaurant Support Center in Maryville, Tennessee, and Executive wishes to continue to perform services for the Company at such location.

NOW THEREFORE, in consideration of the mutual covenants and agreements set forth below, and for other good and valuable consideration, it is hereby covenanted and agreed by the Executive and the Company as follows:

1.          Section 7 of the Employment Agreement is hereby deleted and replaced in its entirety by the following:

7.           Relocation

(a)           Executive shall relocate to the area of the Company’s Restaurant Support Center no later than such time as reasonably requested by the Company’s Board of Directors and agreed to by the Executive in good faith.  Until such time, Executive shall have access to the RT Lodge Carriage House and shall be reimbursed for travel to and from the Company’s Restaurant Support Center in Maryville, Tennessee.

(b)           In connection with Executive’s relocation to Tennessee, Executive shall be provided with a van line move that includes pack, load and unload and Executive shall be reimbursed for reasonable expenses associated with house hunting trips.  The Company shall also reimburse Executive up to eight percent (8%) of the sales price of his current home to cover real estate commissions and closing expenses.

(c)           To the extent Executive purchases a home in Tennessee before the sale of his current home is completed, the Company shall reimburse Executive for the lesser of the cost of maintaining (i) Executive’s home in Tennessee or (ii) Executive’s current home, for up to six months after Executive purchases a home in Tennessee.  The expenses eligible for reimbursement include Executive’s mortgage and any reasonably incurred incremental expenses arising from such maintenance.

(d)           For the avoidance of doubt, the Company shall not provide any gross-up payments to Executive in connection with any reimbursement.

[Remainder of Page Intentionally Blank]
 
 
 
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the day and year first written above.
 

 
     RUBY TUESDAY, INC.
     By: /s/ Stephen I. Sadove
     Stephen I. Sadove
     Chairman of the Executive Compensation Committee
                                                              
 
     /s/ James J. Buettgen
     James J. Buettgen
 
 


 

 
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