Monro, Inc 8-K/A, filed Aug 21, 2020
Monro, Inc. (MNRO)
About this 8-K/A
Monro, Inc filed this 8-K/A on August 21, 2020, reporting on events of August 1, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 8.01: Other events
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Amendment No. 1
CURRENT REPORT
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EXPLANATORY NOTE
This Amendment No. 1 to Current Report on Form 8-K (the “Amendment”) amends the Current Report on Form 8-K filed by Monro, Inc. (the “Company”) with the Securities and Exchange Commission on August 6, 2020 (the “Original Form 8-K”). Pursuant to Instruction 2 to Item 5.02 of Form 8-K, this Amendment is being filed to provide the information called for in Item 5.02(c)(3) of Form 8-K that had not been determined at the time of filing the Original Form 8-K and to provide additional disclosure relating to the Company’s Chief Operating Officer and Lead Independent Director. No other amendments to the Original Form 8-K are being made by this Amendment.
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 5, 2020, the Board elected Robert E. Mellor as interim Chief Executive Officer of the Company, effective as of August 19, 2020 until the Board elects a permanent President and Chief Executive Officer of the Company.
On August 18, 2020, the Company’s Compensation Committee and Board of Directors determined the compensation to be paid for Mr. Mellor’s service as interim Chief Executive Officer. Mr. Mellor will receive an annual base salary of $750,000. This amount will be prorated for the time that Mr. Mellor serves as interim Chief Executive Officer. While he is serving in this role, Mr. Mellor will not receive the annual retainers for his service as a director and on committees of the Board of Directors that he would otherwise be eligible to receive.
Also on August 18, 2020, the Company’s Compensation Committee and Board of Directors promoted Robert J. Rajkowski to Executive Vice President — Chief Operating Officer and determined to increase his annual base salary to $375,000. Mr. Rajkowski previously served as our Senior Vice President — Chief Operating Officer, beginning in September 2019.
| Item 8.01. | Other Events. |
Effective August 19, 2020, Stephen C. McCluski was appointed to serve as Lead Independent Director of the Board of Directors in connection with Mr. Mellor’s appointment as interim Chief Executive Officer and Executive Chairman of the Board of Directors.
SIGNATURES
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.
| MONRO, INC. | ||||||
| (Registrant) | ||||||
| August 20, 2020 | By: | /s/ Maureen E. Mulholland | ||||
| Maureen E. Mulholland | ||||||
| Senior Vice President – General Counsel and Secretary | ||||||