Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain


          Officers.


Appointment of New Director

On February 6, 2020, Red Robin Gourmet Burgers, Inc. (the "Company") increased the size of the Board to ten members and appointed Allison Page to fill the resulting vacancy. Ms. Page was elected effective immediately and will serve as a director until the 2020 Annual Meeting of Stockholders or until her respective successor has been duly elected and qualified, or until the earlier of her respective death, resignation, or removal. Committee assignments for Ms. Page will be made at a later date.

Allison Page is a business executive and the Co-Founder and President of SevenRooms, an operations, marketing, and guest engagement platform for hospitality operators to create relationships with guests and deliver guest experiences. She has served as the Co-Founder and President at SevenRooms since 2011. Prior to founding SevenRooms, Ms. Page served as an Associate at Hodes Weill & Associates from 2009 to 2011 as a founding member of the independent real estate and advisory business.

Ms. Page, 35, will receive compensation in accordance with the Company's standard non-employee director compensation policies, which are described in the Company's Definitive Proxy Statement on Schedule 14A for the 2019 Annual Meeting of Stockholders filed with the SEC on April 10, 2019; provided that, instead of receiving her pro-rated RSU grant for the remainder of this term immediately, the Company will instead add that amount to her regular cycle grant in May. As of the date of these appointments, there are no transactions between the Company and Ms. Page that would be reportable under Item 404(a) of Regulation S-K. Ms. Page was not selected pursuant to any arrangement or understanding between herself and any other person.

As previously announced, Director Stuart Oran has decided not to stand for re-election at the 2020 Annual Meeting of Stockholders. Following Mr. Oran's retirement from the Board, the Company expects that the Board size will be reduced again to nine members.




Item 8.01 Other Events.

The Company issued a press release announcing that it has appointed Allison Page as a new independent director, effective immediately. A copy of the press release is attached as Exhibit 99.1 to this report and incorporated by reference herein.



Solicitation of Proxies
Red Robin Gourmet Burgers, Inc. ("Red Robin") intends to file a proxy statement
and WHITE proxy card with the U.S. Securities and Exchange Commission (the
"SEC") in connection with its solicitation of proxies for its 2020 Annual
Meeting of Stockholders (the "2020 Annual Meeting"). RED ROBIN STOCKHOLDERS ARE
STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT (AND ANY AMENDMENTS
AND SUPPLEMENTS THERETO) AND ACCOMPANYING WHITE PROXY CARD WHEN THEY BECOME
AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders may obtain
the proxy statement, any amendments or supplements to the proxy statement and
other documents as and when filed by Red Robin with the SEC without charge from
the SEC's website at www.sec.gov.
Certain Information Regarding Participants
Red Robin, its directors and certain of its executive officers may be deemed to
be participants in connection with the solicitation of proxies from Red Robin's
stockholders in connection with the matters to be considered at the 2020 Annual
Meeting. Information regarding the ownership of Red Robin's directors and
executive officers in Red Robin common shares is included in their SEC filings
on Forms 3, 4, and 5, which can be found through the SEC's website
at www.sec.gov. Information can also be found in Red Robin's other SEC filings.
More detailed and updated information regarding the identity of potential
participants, and their direct or indirect interests, by security holdings or
otherwise, will be set forth in the proxy statement and other materials to be
filed with the SEC. These documents can be obtained free of charge from the
sources indicated above.
--------------------------------------------------------------------------------

ITEM 9.01 Financial Statements and Exhibits



(d) Exhibits.

Exhibit No.                              Description

99.1            Red Robin Gourmet Burgers, Inc. Press Release dated February 7,
              2020.

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses