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): April 20, 2022 (April 18, 2022)
DAVE & BUSTER’S ENTERTAINMENT, INC.
(Exact name of registrant as specified in its charter)
| Delaware | | 001-35664 | | 35-2382255 |
(State of incorporation) | | (Commission File
Number) | | (IRS Employer Identification Number) |
1221 S. Belt Line Rd. Suite 500 Coppell, TX 75019 |
| (Address of principal executive offices) |
Registrant’s telephone number, including area code: (214) 357-9588
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act |
| ¨ | Soliciting material pursuant to Rule 14a-12 of the Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) Exchange Act |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock $0.01 par value | | PLAY | | NASDAQ Stock Market LLC |
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Section 5 – Corporate Governance and Management
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 20, 2022, in connection with his service as interim CEO, Mr. Sheehan and the Company have entered into a letter agreement (“Amendment”) amending his September 21, 2021 letter agreement (the “Sheehan Agreement”) pursuant to which (i) the term of the Sheehan Agreement is indefinitely extended until a permanent CEO is appointed or until the Sheehan Agreement is terminated pursuant to the terms thereof, (ii) his base salary will increase effective May 2, 2022 to $850,000/year, and (iii) he will participate in the FY2022 annual bonus plan with a target of 100% of his base salary, prorated for his time in role as Interim CEO during the fiscal year. Further, he has been awarded a one-time RSU grant for the number of shares of common stock of the Company equal to $2,000,000 divided by the average closing price for the 10 days ended April 18, 2022, which shall vest ratably in equal installments over the ensuing three years provided he continues his employment with the Company or service on the Board throughout the time period. This summary is not intended to be complete and is qualified in its entirety by reference to the Amendment and Restricted Stock Unit Agreement which are attached as Exhibits 10.1 and 10.2, respectively, to this Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits |
| 104 | Cover Page Interactive Date File (the Cover Page Interactive Data File is embedded within the Inline XBRL document). |
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 hereunto duly authorized.
| | DAVE & BUSTER’S ENTERTAINMENT, INC. |
| | |
| | |
| Date: April 20, 2022 | By: | /s/ Robert W. Edmund |
| | | Robert W. Edmund |
| | | General Counsel, Secretary and
Senior Vice President of Human Resources |
