Texas Roadhouse, Inc 8-K, filed Jun 26, 2020
Texas Roadhouse, Inc. (TXRH)
About this 8-K
Texas Roadhouse, Inc filed this 8-K on June 26, 2020, reporting on events of June 25, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On June 25, 2020, the Company’s Board authorized an increase in the number of directors, which constitute the entire Board, from five to six. On June 25, 2020, the Board appointed Michael Crawford to fill the vacancy. Mr. Crawford will serve on the following committees of the Company’s Board: Audit, Compensation, and Nominating and Corporate Governance.
Mr. Crawford, age 52, was appointed as a director because of his chief executive experience at Johnson Controls Hall of Fame Village, and his previous hospitality, international, and strategic planning experience with the Four Seasons Hotels and Resorts Company and the Walt Disney Company (NYSE: DIS). As a result, Mr. Crawford possesses particular knowledge and experience that strengthens the Board’s collective qualifications, skills and experience.
Mr. Crawford will be compensated in accordance with the Company’s previously adopted non-employee director compensation schedule. However, similar to the other non-employee directors’ decision to forgo their cash compensation as described in our Current Form of 8-K dated April 9, 2020 and filed with the Securities and Exchange Commission, Mr. Crawford will forgo one hundred percent (100%) of his cash compensation relating to his service on the Board and Board committees through the remainder of the 2020 fiscal year. In connection with his appointment, the Compensation Committee granted Mr. Crawford 1,900 restricted stock units, all of which will vest on January 8, 2021, provided he continues to serve on such date.
Except as otherwise disclosed herein, there are no transactions between the Company and Mr. Crawford requiring disclosure under this Item 5.02.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| TEXAS ROADHOUSE, INC. | ||
| Date: June 26, 2020 | By: | /s/ Tonya Robinson |
| Tonya Robinson | ||
| Chief Financial Officer | ||
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