Brinker International Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$EAT
Restaurants
Consumer Discretionary
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): February 12, 2025
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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:
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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).
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SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Appointment of Timothy Johnson to the Board of Directors
On February 12, 2025, Timothy Johnson was appointed to the Board of Directors (the “Board”) of Brinker International, Inc. (the “Company”). As of this date, Mr. Liberio has not been assigned to any of the Committees of the Board.
Compensatory Arrangement for Mike Ware, Executive Vice President and Chief Financial Officer
On February 18, 2025, the Board approved that Mika Ware, the Company’s Executive Vice President and Chief Financial Officer, will earn an annual base salary of $585,000. Ms. Ware will also be entitled to participate in the Company’s annual Bonus Plan with a target bonus of 75% of her base salary. Ms. Ware is expected to receive grants of equity-based awards under the Company’s Stock Option and Incentive Plan with her annual award expected to be a value of $750,000 granted in a mix of restricted stock units (“RSUs”) and performance-based RSUs. These compensation changes were made to reward Ms. Ware for her strong performance and to better align her compensation with the median compensation for her role at our benchmarking peer group.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 | Financial Statements and Exhibits. | ||||
(d) Exhibits.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BRINKER INTERNATIONAL, INC., a Delaware corporation | |||||||||||
| Dated: February 18, 2025 | By: | /s/ KEVIN D. HOCHMAN | |||||||||
| Kevin D. Hochman, | |||||||||||
| Chief Executive Officer and President | |||||||||||
| and President of Chili’s Grill & Bar | |||||||||||
| (Principal Executive Officer) | |||||||||||