UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 28, 2016
Popeyes Louisiana Kitchen, Inc.
(Exact name of registrant as specified in its charter)
| Minnesota | 000-32369 | 58-2016606 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
400 Perimeter Center Terrace, Suite 1000, Atlanta, Georgia | 30346 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code (404) 459-4450
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01. Entry into a Material Definitive Agreement.
The description of the Indemnification Agreement in Item 5.02 below is incorporated into this Item 1.01 by reference.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 28, 2016, the Board of Directors (the “Board”) of Popeyes Louisiana Kitchen, Inc. (the “Company”) appointed Candace S. Matthews to the Board. Ms. Matthews will be entitled to compensation in accordance with the Company’s previously-disclosed outside director compensation package.
In connection with her appointment to the Board, Ms. Matthews entered into the Company’s standard indemnification agreement for directors (the “Indemnification Agreement”). The Indemnification Agreement is attached to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.
A copy of the Company’s press release announcing Ms. Matthews’ appointment is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
10.1 | Indemnification Agreement by and between the Company and Candace S. Matthews dated January 28, 2016. | |
99.1 | Press release, dated January 28, 2016. | |
Signatures
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.
Date: January 28, 2016
| POPEYES LOUISIANA KITCHEN, INC. | ||
| By: | /S/ HAROLD M. COHEN | |
| Harold M. Cohen | ||
| Senior Vice President, General Counsel, Chief Administrative Officer and Corporate Secretary | ||
EXHIBIT INDEX
| Exhibit Number | Description | |
10.1 | Indemnification Agreement by and between the Company and Candace S. Matthews dated January 28, 2016. | |
99.1 | Press Release, dated January 28, 2016. | |