UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
August 9, 2023
Date of Report (date of earliest event reported)
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First Watch Restaurant Group, Inc.
(Exact name of registrant as specified in its charter)
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Delaware (State or other jurisdiction of incorporation or organization) | 001-40866 (Commission File Number) | 82-4271369 (I.R.S. Employer Identification Number) |
8725 Pendery Place, Suite 201, Bradenton, FL 34201 |
| (Address of principal executive offices and zip code) |
| (941) 907-9800 |
| (Registrant's telephone number, including area code) |
___________________________________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:
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| ☐ | 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)) |
| | | | | | | | |
| Securities registered pursuant to Section 12(b) of the Act: |
| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common stock, $0.01 par value | FWRG | The Nasdaq Stock Market LLC (Nasdaq Global Select Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
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. ☒
Item 7.01 - Regulation FD Disclosure.
Chris Tomasso, President and CEO, and Mel Hope, Chief Financial Officer, of First Watch Restaurant Group, Inc. (the “Company”) are scheduled to give a presentation at a meeting with investors on August 10, 2023, for a non-deal roadshow. The presentation materials are attached hereto as Exhibit 99.1. The presentation materials are also available on the Investor Relations section of the Company’s website at https://investors.firstwatch.com.
The information furnished under Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Current Report, regardless of any general incorporation language in the filing.
Item 8.01 - Other Events.
On August 9, 2023, the Company issued a press release announcing the acquisition of six franchise-owned restaurants, one restaurant under construction and corresponding development rights in Georgia and South Carolina. A copy of the press release is attached hereto as Exhibit 99.2.
Item 9.01 - Financial Statements and Exhibits.
(d) Exhibits.
| | | | | | | | |
| Exhibit No. | | Exhibit Title or Description |
| 99.1 | | |
| 99.2 | | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| First Watch Restaurant Group, Inc. (Registrant) |
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| Date: August 9, 2023 | By: | /s/ Jay Wolszczak |
| Name: | Jay Wolszczak |
| Title: | Chief Legal Officer, General Counsel and Secretary |
