Performance Food Group Company (NYSE:PFGC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July31, 2017, the Board of Directors (the “Board”) of Performance Food Group Company (the “Company”) appointed Kimberly S. Grant to the Board, effective immediately, to serve as a Class III director. Ms.Grant will serve on the Board’s audit committee effective as of September21, 2017. The Board has determined that Ms.Grant qualifies as an independent director under the corporate governance standards of the New York Stock Exchange and the independence requirements of Section10A(m)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and is an “audit committee financial expert” as defined by applicable Securities and Exchange Commission regulations.
Ms.Grant, 46, has served as the Chief Executive Officer of ThinkFoodGroup, a global hospitality management company, which owns, operates and oversees innovative dining concepts for award-winning Chef José Andrés, since September 2014. From January 2014 to September 2014, Ms.Grant was Chief Operating Officer of ThinkFoodGroup. Prior to this role, Ms.Grant was with Ruby Tuesday Inc., a publicly traded restaurant company, for approximately 21 years. Her last positions at Ruby Tuesday Inc. were Chief Operations Officer and President from June 2002 to June 2013 and Vice President and Controller from 1998 to 2002.
Ms.Grant’s compensation for her services as a non-employee director will be consistent with that of the Company’s other non-employee directors, subject to pro-ration to reflect the commencement date of her service on the Board.
Other than the standard compensation arrangement described above, there is no arrangement or understanding between Ms.Grant and any other person to which she was selected as a director. Ms.Grant does not have any direct or indirect material interest in any transaction in which the Company is a participant that is required to be disclosed to Item404(a) of Regulation S-K.
| Item 5.02 | Regulation FD Disclosure. |
On July31, 2017, the Company issued a press release announcing Ms.Grant’s appointment to the Board. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.
The information in this Exhibit 99.1 is being furnished to Item 5.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 5.02. | Financial Statements and Exhibits. |
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Exhibit |
Description |
| 99.1 | Press Release of Performance Food Group Company. |
Performance Food Group Co ExhibitEX-99.1 2 d422225dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 12500 West Creek Parkway Richmond,…To view the full exhibit click here
About Performance Food Group Company (NYSE:PFGC)
Performance Food Group Company, through its subsidiaries, markets and distributes food and food-related products. The Company operates through three segments: Performance Foodservice, PFG Customized and Vistar. The Performance Foodservice segment distributes a range of national brands, customer brands, and branded food and food-related products. It sells to independent or street, and multi-unit or chain, restaurants and other institutions. Its PFG Customized segment provides service to family and casual dining restaurant chains, and fast casual and quick service restaurant chains. Its Vistar segment specializes in distributing candy, snacks, beverages and other items nationally to the vending, office coffee service, theater, hospitality and other channels. Its products include a range of frozen foods, such as meats, fully prepared appetizers and entrees, and desserts; a range of canned and dry foods; fresh meats; dairy products; beverage products, and snack and other products.
