UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): March 23, 2017
DineEquity, Inc.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 001-15283 | | 95-3038279 |
(State or other jurisdiction of incorporation or organization) | | (Commission File No.) | | (I.R.S. Employer Identification No.) |
| | |
450 North Brand Boulevard, Glendale, California | | 91203-2306 |
| (Address of principal executive offices) | | (Zip Code) |
(818)240-6055
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form8-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 Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 17, 2017, DineEquity, Inc., a Delaware Corporation (the “Corporation”), filed a Current Report onForm 8-K reporting the appointment of Richard J. Dahl as Chairman and Interim Chief Executive Officer, effective March 1, 2017 (“March 1, 2017 Form8-K”). At the time of such filing, Mr. Dahl’s compensation as Interim Chief Executive Officer had not yet been determined. This Current Report on Form8-K/A amends the March 1, 2017 Form8-K to include information regarding decisions on Mr. Dahl’s compensation made by the Compensation Committee on March 21, 2017.
In connection with his appointment as Interim Chief Executive Officer, Mr. Dahl will receive a monthly base salary of $125,000 and an initial grant of 50,000 stock options which will vest as toone-third of the shares on each of March 21, 2018, 2019 and 2020. In addition, the Corporation has agreed to reimburse or otherwise compensate Mr. Dahl for commuting expenses during his tenure as Interim Chief Executive Officer.
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: March 23, 2017 | | | | DINEEQUITY, INC. |
| | | |
| | | | | | /s/ Bryan R. Adel |
| | | | By: | | Bryan R. Adel Senior Vice President, Legal, General Counsel and Secretary |
3
