-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, M9jc/RJFQf1blitpoVKbs8IArW3/YFexGq4JZRYAR6EJibXLOoZEMLUpi73R3e6B OFduEWIek7e+kkHvV5GLOQ== 0001157523-06-011311.txt : 20061114 0001157523-06-011311.hdr.sgml : 20061114 20061114110012 ACCESSION NUMBER: 0001157523-06-011311 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061109 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061114 DATE AS OF CHANGE: 20061114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JACK IN THE BOX INC /NEW/ CENTRAL INDEX KEY: 0000807882 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 952698708 STATE OF INCORPORATION: DE FISCAL YEAR END: 1002 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09390 FILM NUMBER: 061212129 BUSINESS ADDRESS: STREET 1: 9330 BALBOA AVE CITY: SAN DIEGO STATE: CA ZIP: 92123-1516 BUSINESS PHONE: 6195712121 MAIL ADDRESS: STREET 1: 9330 BALBOA AVENUE CITY: SAN DIEGO STATE: CA ZIP: 92123-1516 FORMER COMPANY: FORMER CONFORMED NAME: FOODMAKER INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 a5273885.txt JACK IN THE BOX INC. 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): November 9, 2006 ----------------- JACK IN THE BOX INC. ---------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 1-9390 95-2698708 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification Number) 9330 BALBOA AVENUE, SAN DIEGO, CA 92123 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (858) 571-2121 -------------- (Registrant's telephone number, including area code) N/A --- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K 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 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS (d)On November 14, 2006, Jack in the Box Inc. issued a press release announcing that, effective November 9, George Fellows had been elected a director the Company. Mr. Fellows has served as President and Chief Executive Officer of Callaway Golf, as well as one of its directors, since August 2005. Prior to joining Callaway, during the period 2000 through July 2005, he served as President and Chief Executive Officer of GF Consulting, a management consulting firm, and served as Senior Advisor to Investcorp International, Inc. and J. P. Morgan Partners, LLC. Previously, Mr. Fellows served as President and Chief Executive Officer of Revlon, Inc. There is no arrangement or understanding pursuant to which Mr. Fellows was elected as a director and there are no related party transactions between the Company and Mr. Fellows. The Board of Directors has appointed Mr. Fellows to membership in the Finance Committee of the Board effective November 9, 2006. For service as a non-management director during fiscal 2007, Mr. Fellows will receive an annual cash retainer of $30,000 and meeting fees of $2,500 for each Board meeting and $1,500 for each Committee meeting attended. Under the Company's Deferred Compensation Plan for Non-Management Directors, directors may elect to defer payment of all or any part of their directors fees. Mr. Fellows will also receive a stock option grant for 9,200 shares under the Jack in the Box Inc. 2004 Stock Incentive Plan. The Company executes an Indemnification Agreement with each of its directors, the form of which is attached to the Company's Form 10-K for the fiscal year ended September 29, 2002, as Exhibit 10.11. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (C) EXHIBITS The following exhibit is filed as part of this report: Exhibit No. Description - --------- --------------- 99.1 Press Release issued on November 13, 2006 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. JACK IN THE BOX INC. By: /s/ JERRY P. REBEL ------------------ Jerry P. Rebel Executive Vice President Chief Financial Officer (Principal Financial Officer) (Duly Authorized Signatory) Date: November 14, 2006 EX-99.1 2 a5273885ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 George Fellows Joins Jack in the Box Inc. Board of Directors SAN DIEGO--(BUSINESS WIRE)--Nov. 14, 2006--Jack in the Box Inc. (NYSE: JBX), today announced that George Fellows has joined the company's board of directors, effective Nov. 9. Fellows is president, CEO and a board member of Callaway Golf Company (NYSE: ELY). The company, which is based in Carlsbad, Calif., manufactures and sells golf clubs and golf accessories under the Callaway Golf, Top-Flite, Odyssey and Ben Hogan brands. Prior to joining Callaway Golf Company in 2005, Fellows served from 2000 to July 2005 as president and chief executive officer of GF Consulting, a management consulting firm. During this time, he also served as senior advisor to Investcorp International, Inc., and J.P. Morgan Partners, LLC. Previously, he served as president and chief executive officer of Revlon, Inc. He currently serves on the board of VF Corporation (NYSE: VFC), one of the world's largest global apparel companies. Fellows holds a bachelor's degree from City College of New York and a MBA from Columbia University, and he completed the Advanced Management Program at Harvard University. Jack in the Box Inc., based in San Diego, is a restaurant company that operates and franchises Jack in the Box(R) restaurants, one of the nation's largest hamburger chains, with more than 2,000 restaurants in 17 states. The company also operates a proprietary chain of convenience stores called Quick Stuff(R), with approximately 50 locations, each built adjacent to a full-size Jack in the Box restaurant and including a major-brand fuel station. Additionally, through a wholly owned subsidiary, the company operates and franchises Qdoba Mexican Grill(R), an emerging leader in fast-casual dining, with more than 300 restaurants in 40 states. For more information, visit www.jackinthebox.com. CONTACT: Jack in the Box Inc. Kathleen Finn, 858-571-2229 External Communications Manager, Corporate Communications kathleen.finn@jackinthebox.com -----END PRIVACY-ENHANCED MESSAGE-----