Wingstop Inc.

12/18/2024 | Press release | Distributed by Public on 12/18/2024 15:04

Management Change/Compensation Form 8 K

Item 5.02. Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On December 16, 2024, the Board of Directors (the "Board") of Wingstop Inc. (the "Company") voted to increase the size of the Board from nine to ten members and elected Mr. Thomas R. Greco as a Class I director, effective immediately, to fill the new position authorized by the Board. The Board determined that Mr. Greco qualifies as "independent" in accordance with the rules of Nasdaq. Mr. Greco has been appointed a member of the Audit and Compensation Committees of the Board, effective December 16, 2024.
Mr. Greco will receive annual cash compensation of $80,000 for service on the Board, $5,000 for service on the Audit Committee and $5,000 for service on the Compensation Committee. In connection with his appointment, he was granted restricted stock with a value of approximately $56,274, representing the pro-rated value of the Company's annual director grant, which shall vest on May 23, 2025.
In connection with Mr. Greco's election, the Company and Mr. Greco will enter into the Company's standard form of indemnification agreement with directors filed as Exhibit 10.16 to the Company's Registration Statement on Form S-1/A on June 2, 2015.
Mr. Greco previously served as Director, President, Chief Executive Officer (CEO) of Advance Auto Parts, Inc., from April 2016 to September 2023. Prior to that, Mr. Greco served as CEO, Frito-Lay North America, a unit of PepsiCo, Inc., a leading global food and beverage company from 2011 to 2016. In this role, he was responsible for overseeing PepsiCo's snack and convenient foods business in both the U.S. and Canada. He served for 30 years in roles of increasing responsibility at PepsiCo. He also currently serves on the board of directors of Centene Corporation, Tapestry, Inc., the Sabra Dipping Company LLC and the non-profit American Heart Association.
There are no arrangements or understandings pursuant to which Mr. Greco has been elected as a director of the Company. There are no transactions in which Mr. Greco has an interest requiring disclosure under Item 404(a) of Regulation S-K.