Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
On December 21, 2020, Monro, Inc. (the "Company") entered into an Employment
Agreement (the "Agreement") with Brian J. D'Ambrosia, the Company's Executive
Vice President - Chief Financial Officer. The Agreement will become effective on
January 1, 2021, following the expiration on December 31, 2020 of
Mr. D'Ambrosia's current employment agreement with the Company.
The Agreement has a one-year term, which will automatically renew for successive
one-year terms, unless either party gives written notice of its intent not to
renew. Under the Agreement, Mr. D'Ambrosia (i) will be paid an annual base
salary of $400,000; (ii) will be eligible to earn an annual bonus, pursuant to
the terms of the Company's bonus plan, of up to 90% of his base salary, upon the
achievement of certain predetermined corporate objectives and (iii) will
participate in the Company's other incentive and welfare and benefit plans made
available to executives. Mr. D'Ambrosia's base salary will be reviewed annually
by the Compensation Committee of the Company's Board of Directors and may be
increased to reflect his performance and responsibilities.
In addition, Mr. D'Ambrosia is entitled to certain payments upon death,
disability, a termination without Cause (as defined in the Agreement), a
nonrenewal of the Agreement by the Company, a resignation by Mr. D'Ambrosia for
Good Reason (as defined in the Agreement) or a termination in the event of a
Change in Control of the Company (as defined in the Agreement), all as set forth
in detail in the Agreement.
A copy of the Agreement is attached to this Current Report as Exhibit 10.67 and
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(a) Not Applicable
(b) Not Applicable
(c) The following is a list of exhibits furnished with this Current Report on
Form 8-K:
Exhibit
No. Description
10.67 Employment Agreement by and between Monro, Inc. and Brian J.
D'Ambrosia, dated December 21, 2020.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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