Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 12, 2022, the El Pollo Loco Holdings, Inc. (the "Company") Board of
Directors appointed Maria Hollandsworth as Senior Vice President, Chief
Operating Officer of the Company ("COO"), effective as of October 31, 2022 (the
"Start Date").
Ms. Hollandsworth, 57, joins the Company from Dunkin', a division of multi-brand
restaurant company Inspire Brands, Inc. During her tenure, she worked closely
with Dunkin' franchisees to establish and execute a strategic market plan. She
also led the leadership team in building strong relationships with franchisee
leaders and increasing profitability through a culture of trust, respect, and
improved guest satisfaction. Prior to Inspire, Ms. Hollandsworth worked for over
20 years at Jack in the Box, most recently serving as the Vice President of
Strategic Initiatives and Operations Services from 2013 to 2018, where she
successfully executed the creation and implementation of enterprise-wide
strategic initiatives across over 2,000 restaurants. Prior to this role, Ms.
Hollandsworth held leadership roles in both company and franchise operations at
Jack in the Box.
In connection with Ms. Hollandsworth' appointment as COO, Ms. Hollandsworth will
receive an annual base salary of $340,000. Ms. Hollandsworth will also be
eligible for an annual incentive bonus with a target amount equal to 50% of the
annual base salary, prorated based on the Start Date, based upon the achievement
of individual and Company performance objectives as determined by the Company's
Board of Directors. Ms. Hollandsworth will also be eligible to receive a
$100,000 signing bonus, to be paid after 120 days of her Start Date. If Ms.
Hollandsworth resigns or is terminated by the Company for cause prior to 24
months after the Start Date, Ms. Hollandsworth will be obligated to repay all or
a portion of the Signing Bonus to the Company within 30 days in accordance with
applicable state and federal law. If Ms. Hollandsworth resigns or is terminated
by the Company for cause within 12 months of the Start Date, she will be
required to repay the entire Signing Bonus to the Company; if she resigns or is
terminated for cause between 12-24 months after the Start Date, she will be
obligated to repay the Signing Bonus on a prorated basis. Ms. Hollandsworth will
also be eligible for an annual grant of restricted stock and/or stock options
with an aggregate grant date target value of $200,000, subject to the terms and
conditions of the Company's 2021 Equity Incentive Plan and as determined by the
Company's Board of Directors. Ms. Hollandsworth' s annual equity grant will be
made during the Company's regular equity grant window, which typically occurs in
May of each year. In addition, Ms. Hollandsworth will receive an initial grant
of restricted stock units with a grant date value of $50,000 during the first
open trading window after the Start Date, which will vest on the one-year
anniversary of the grant date (subject to her continued employment). Ms.
Hollandsworth will also be eligible to participate in the employee benefit plans
available to other executives of the Company.
There are no family relationships between Ms. Hollandsworth and any director or
executive officer of the Company, and Ms. Hollandsworth has no direct or
indirect material interest in any related party transaction required to be
disclosed pursuant to Item 404(a) of Regulation S-K
Item 7.01 Regulation FD Disclosure
On October 17, 2022, the Company issued a press release entitled "El Pollo Loco
Names Maria Hollandsworth as Chief Operating Officer," a copy of which is
furnished as Exhibit 99.1 hereto.
Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or
otherwise subject to the liabilities of that section and shall not be
incorporated by reference into any filing of the Company under the Securities
Act of 1933, as amended, or the Exchange Act, regardless of any general
incorporation language in such filing, except as shall be expressly set forth by
specific reference in any such filing.
Item 9.01 Financial Statements and Exhibits.
Exhibit
No. Description
99.1 Press Release dated October 17, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
© Edgar Online, source Glimpses