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 14, 2014

 

RED ROBIN GOURMET BURGERS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-34851

 

84-1573084

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

6312 S. Fiddler’s Green Circle, Suite 200N

Greenwood Village, Colorado

 

80111

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (303) 846-6000

 

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:

 

o                 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o                 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o                 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o                 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

ITEM 5.02          Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

(b)  James T. Rothe, a Director and member of the Compensation Committee and the Finance Committee of the Board of Directors (the “Board”) of Red Robin Gourmet Burgers, Inc. (the “Company”), notified the Company on January 14, 2014 that he will retire from the Board effective as of the conclusion of the Company’s 2014 annual meeting of stockholders, which is scheduled to be held on May 22, 2014. Mr. Rothe, 70, has served on the Board since 2004. In connection with his retirement, Mr. Rothe will not stand for re-election at the annual meeting.

 

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SIGNATURE

 

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.

 

 

RED ROBIN GOURMET BURGERS, INC.

 

 

 

 

Date: January 21, 2014

By:

/s/ Michael L. Kaplan

 

Name:

Michael L. Kaplan

 

Title:

Senior Vice President and Chief Legal Officer

 

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