DENNYS CORPORATION (NASDAQ:DENN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Dennys Corporation (the Company) held on May 10, 2017, the Companys
stockholders approved the adoption of the Dennys Corporation 2017
Omnibus Incentive Plan (the 2017 Plan). The 2017 Plan was
previously adopted by the Companys Board of Directors. Based on
such approval, the 2017 Plan became effective on May 10, 2017.
Proxy Statement (the 2017 Proxy Statement) filed with the
Securities and Exchange Commission on March 31, 2017 under the
caption Approval of the Dennys Corporation 2017 Omnibus Incentive
Plan and is incorporated herein by reference. The description of
the 2017 Plan is qualified in its entirety by reference to the full
text of such plan, which was included as Appendix A to the 2017
Proxy Statement, and is incorporated herein by reference.
the Annual Meeting, the holders of the Company’s common stock
entitled to vote at the Annual Meeting (1) elected the ten
director nominees for the ensuing year, (2) ratified the
selection of KPMG LLP as the Company’s registered public
accounting firm for 2017, (3) adopted the non-binding advisory
resolution approving the compensation of the Company’s named
executive officers, (4) approved, on a non-binding advisory
basis, a stockholder vote on the executive compensation of the
Company every year, and (5) approved the 2017 Plan.
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1.
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The election of ten (10) directors:
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Board of Directors Nominees
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For
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Against
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Abstain
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Broker Non-Votes
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Gregg R. Dedrick
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60,160,891
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2,713,675
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63,993
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4,455,972
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Jos M. Gutirrez
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60,158,106
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2,712,852
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67,601
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4,455,972
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George W. Haywood
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62,891,610
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7,676
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39,273
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4,455,972
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Brenda J. Lauderback
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60,110,637
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2,763,622
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64,300
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4,455,972
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Robert E. Marks
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60,098,967
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2,774,499
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65,093
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4,455,972
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John C. Miller
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62,866,131
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40,355
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32,073
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4,455,972
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Donald C. Robinson
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62,898,014
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7,872
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32,673
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4,455,972
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Debra Smithart-Oglesby
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60,092,214
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2,789,141
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57,204
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4,455,972
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Laysha Ward
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60,146,770
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2,733,987
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57,802
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4,455,972
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F. Mark Wolfinger
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59,044,180
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3,862,504
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31,875
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4,455,972
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2.
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A proposal to ratify the appointment of KPMG LLP as the
independent registered public accounting firm of Denny’s Corporation and its subsidiaries for the year ending December 27, 2017: |
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For
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Against
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Abstain
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64,561,051
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2,830,130
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3,350
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3.
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A non-binding advisory resolution to approve the
compensation paid to the Company’s named executive officers: |
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For
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Against
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Abstain
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Broker Non-Votes
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59,779,320
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3,119,675
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39,564
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4,455,972
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4.
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A non-binding advisory resolution to approve the frequency
of the stockholder vote on executive compensation: |
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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55,731,789
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119,507
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7,014,179
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73,084
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4,455,972
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Directors determined that the advisory vote on executive
compensation would be held every year until the next vote on the
frequency of such advisory vote.
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5.
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A proposal to approve the 2017 Plan:
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For
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Against
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Abstain
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Broker Non-Votes
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51,346,919
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11,552,919
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38,721
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4,455,972
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About DENNY’S CORPORATION (NASDAQ:DENN)
Denny’s Corporation (Denny’s) operates a franchised full-service restaurant chain. The Company, through its subsidiary, Denny’s, Inc., owns and operates the Denny’s brand. As of December 28, 2016, the Denny’s brand consisted of 1,733 franchised, licensed and Company-operated restaurants around the world, including 1,610 restaurants in the United States and 123 international locations. As of December 28, 2016, 1,564 of its restaurants were franchised or licensed and 169 were Company-operated. In addition to its breakfast-all-day items, Denny’s offers a selection of lunch and dinner items, including burgers, sandwiches, salads and skillet entrees, along with an assortment of beverages, appetizers and desserts. The Company’s Fit Fare menu helps its guests identify items suited to their dietary needs. Most Denny’s restaurants offer special items for children and seniors. The Company has restaurant locations within travel centers, primarily with Pilot and Pilot Flying J Travel Centers. DENNY’S CORPORATION (NASDAQ:DENN) Recent Trading Information
DENNY’S CORPORATION (NASDAQ:DENN) closed its last trading session down -0.04 at 12.00 with 387,885 shares trading hands.
