JACK IN THE BOX INC. (NASDAQ:JACK) 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.
(d) Appointment of New Director
On April 10, 2017, the Board of Directors (the Board) of Jack in
the Box Inc. (the Company), upon the recommendation of the
Nominating and Governance Committee, appointed Man Wein Vivien
Yeung as a member of the Board, effective April 11, 2017, to
serve until the next annual meeting of shareholders.
There is no arrangement or understanding to which Ms. Yeung was
appointed as a director and there are no related party
transactions between the Company and Ms. Yeung within the meaning
of Item 404(a) of the Regulation S-K promulgated by the
Securities and Exchange Commission. The Board has determined that
Ms. Yeung satisfies the requirements of independence under the
NASDAQ listing standards and the additional Director Independence
Guidelines adopted by the Board for service on the Board and
committees of the Board, including the Audit and Compensation
Committees.
The Board has not yet appointed Ms. Yeung to any Board
committees.
For service as a non-management director during the Companys
fiscal year 2017, Ms. Yeung will receive a pro rata portion of an
annual (i) Board service cash retainer of $65,000 and (ii) if and
upon appointment to any committees, committee membership cash
retainers ranging from $5,000 to $10,000 depending on the
committee. She will also be eligible for awards of equity in the
form of restricted stock units (RSUs). Non-employee director RSU
awards are generally made each February and vest one year from
the date of grant. Under the Companys Deferred Compensation Plan
for Non-Management Directors, directors may elect to defer
payment of all or any part of their retainers. Ms. Yeung and the
Company will also enter into the Companys standard form of
Directors Indemnification Agreement, the form of which is
attached to the Companys Form 10-Q, filed August 10, 2012, as
Exhibit 10.11.
On April 11, 2017, the Company issued a news release on Ms.
Yeungs appointment to the Jack in the Box Inc. Board of
Directors, which is furnished as Exhibit 99.1 and is attached to
this Form 8-K.
Item 9.01 Exhibits (d) Exhibits Exhibit No.
Description
99.1 Vivien M. Yeung Joins Jack in the Box Inc. Board of
Directors
About JACK IN THE BOX INC. (NASDAQ:JACK)
Jack in the Box Inc. operates and franchises Jack in the Box quick-service restaurants (QSRs) and Qdoba Mexican Eats (Qdoba) fast-casual restaurants. The Company operates in two segments: Jack in the Box and Qdoba restaurant operations. Qdoba is a fast-casual Mexican food brand in the United States, offering food items including burritos, tacos, salads, and quesadillas. Jack in the Box is a hamburger chain, which offers a selection of products, including classic burgers such as, Jumbo Jack burgers, and new product lines, such as Buttery Jack burgers, and its Brunchfast menu. As of October 2, 2016, the Company operated 2,954 Jack in the Box QSRs and Qdoba fast-casual restaurants. As of October 2, 2016, Jack in the Box system included 2,255restaurants, of which 417 were company-operated and 1,838 were franchise operated. As of October 2, 2016, the Qdoba system included 699 restaurants, of which 367 were company operated and 332 were franchise operated. JACK IN THE BOX INC. (NASDAQ:JACK) Recent Trading Information
JACK IN THE BOX INC. (NASDAQ:JACK) closed its last trading session up +1.33 at 102.28 with 466,720 shares trading hands.