UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 1, 2022
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Carrols Restaurant Group, Inc.
(Exact name of registrant as specified in its charter)
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| | | | | | | | | | | |
| Delaware | 001-33174 | 83-3804854 |
(State or other jurisdiction of
incorporation or organization) | (Commission
File Number) | (I.R.S. Employer
Identification No.) |
| | | |
| 968 James Street | | |
| Syracuse, | New York | | 13203 |
| (Address of principal executive office) | | (Zip Code) |
| | | |
| Registrant’s telephone number, including area code: | (315) | 424-0513 |
| | | |
| N/A |
| (Former name or former address, if changed since last report.) |
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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, par value $.01 per share | | TAST | | The NASDAQ Global Market |
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:
☐ 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
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. ☐
ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
As previously announced, the Board of Directors (the “Board”) of Carrols Restaurant Group, Inc. (the “Company”) appointed Paulo A. Pena as Chief Executive Officer and President of the Company, effective April 1, 2022 (the “Effective Date”). On April 1, 2022, the Board appointed Mr. Pena to the Board as a Class I director to fill the vacancy on the Board resulting from the retirement of Daniel T. Accordino as Chairman of the Board, Chief Executive Officer, President and as a Class I member of the Board on the Effective Date.
Mr. Pena does not have any transactions with the Company that would be required to be reported pursuant to Item 404(a) of Regulation S-K.
On April 1, 2022, the Board appointed David S. Harris, the Lead Independent Director of the Board, as the non-executive Chairman of the Board effective on the Effective Date.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
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| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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.
Date: April 4, 2022
CARROLS RESTAURANT GROUP, INC.
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| By: | /s/ Jared L. Landaw |
| Name: | Jared L. Landaw |
| Title: | Vice President, General Counsel and Secretary |
