aap-20230412

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): April 12, 2023

ADVANCE AUTO PARTS, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-16797	54-2049910
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

4200 Six Fork Road, Raleigh, North Carolina 27609

(Address of principal executive offices) (Zip Code)

(540) 362-4911

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

Common Stock, $0.0001 par value

AAP

New York Stock Exchange

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 ☐

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. ☐

INFORMATION TO BE INCLUDED IN THE REPORT

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On April 12, 2023, Advance Auto Parts, Inc. (the “Company”) and Robert B. Cushing, 69, Executive Vice President, Professional, agreed to reassign portions of Mr. Cushing’s job responsibilities to other executives to further streamline field operations and support long-term succession planning. The Company and Mr. Cushing have aligned with transferring responsibilities relating to field professional sales staff and store point of sale technology. Mr. Cushing will continue to be an active member of the Company’s senior executive team leading Worldpac, Carquest Canada, strategic professional accounts and the Technet program. The Company believes that continuing to leverage Mr. Cushing’s extensive knowledge of the aftermarket professional business will help further develop the Company’s deep bench of talent and support the growth of its professional business.

(e) In connection with this reassignment of duties and considering the value his leadership and experience provides, the Company and Mr. Cushing have entered into an Amendment to his employment agreement (the “Amendment”) that mutually extends his service period with the Company through at least the end of the first fiscal quarter of 2024. A copy of the Amendment is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit Number
10.1			Amendment to Employment Agreement between Robert B. Cushing and Advance Auto Parts, Inc. dated April 12 , 2023.
101.1			Pursuant to Rule 406 of Regulation S-T, the cover page to this Current Report on Form 8-K is formatted in Inline XBRL.
104.1			Cover Page Interactive Data File (embedded within the Inline XBRL document included in Exhibit 101.1).

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.


						ADVANCE AUTO PARTS, INC.

Date: April 13, 2023						/s/ Jeffrey W. Shepherd
						Jeffrey W. Shepherd
						Executive Vice President, Chief Financial Officer

Advance Auto Parts Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits