Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On July 7, 2022, Dave & Buster's Entertainment, Inc. (the "Company") appointed
Mr. Tony Wehner as its Senior Vice President and Chief Operating Officer,
effective August 1, 2022.
Mr. Wehner, 54, joined the Company through the acquisition of Main Event on June
29, 2022. He served as Chief Operating Officer of Main Event from January 2021
to July 2022. Prior that, Mr. Wehner served as Chief Executive Officer of
BigShots Golf, a golf-themed eatertainment venue, from January 2020 to January
2021, and Chief Operations Officer of Bar Louie, an American gastropub
restaurant chain, from June 2017 to January 2020. He also previously held
various operations roles with Logan's Roadhouse, a roadhouse theme steakhouse
chain from 2016 to 2017, On the Border LLC, a Mexican grill and cantina, from
2010 to 2015, and the Chili's Grill & Bar and On the Border restaurant brands
while at Brinker International, Inc., a leading casual dining restaurant
company, from 1997 to 2008.
In connection with his appointment, the Company and Mr. Wehner have entered into
an employment agreement (the "Employment Agreement") providing the following
compensation terms: (i) an annualized base salary of $400,000 per year, (ii) an
annual cash bonus with a target bonus of 80% of his annual salary, (iii)
eligiblity to participate in the Company's Long Term Incentive Plan ("LTIP")
with a target award equal to 120% of his base salary, and (iv) eligibility to
participate in the Company's employee benefit plans as in effect from
time-to-time on the same basis as generally made available to other senior
executives of the Company. Severance benefits to be received by Mr. Wehner in
connection with certain terminations of employment are consistent with the
Company's existing employment agreements. Mr. Wehner will also enter into the
Company's standard officer indemnity agreement. The description of the
Employment Agreement is qualified in its entirety by the terms of the Employment
Agreement, a copy of which will be filed with the Company's next Quarterly
Report on Form 10-Q. and incorporated by reference herein.
The Company is not aware of any arrangement or understanding between Mr. Wehner
and any other person pursuant to which he was appointed as an officer.
Mr. Wehner does not have any family relationships with any of the Company's
directors or executive officers or a direct or indirect material interest in any
transaction or series of similar transactions that would require disclosure
under Item 404(a) of Regulation S-K.
In connection with Mr. Wehner's appointment, Ms. Margo Manning will be leaving
her role as Chief Operating Officer of the Company effective July 31, 2022 and
will transition to a Senior Advisor role to support merger integration efforts
through September 23, 2022. In connection with her departure, Ms. Manning will
receive the separation benefits as prescribed by her employment agreement and
settlement of her outstanding equity pursuant to the terms of her grant
documents and the Company's standard release agreement.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
104 Cover Page Interactive Data File (the Cover Page Interactive Data File is
embedded within the Inline XBRL document).
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