UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) October 14, 2014
Domino’s Pizza, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 001-32242 | 38-2511577 | ||
| (State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 30 Frank Lloyd Wright Drive | ||
| Ann Arbor, Michigan | 48105 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code (734) 930-3030
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Item 8.01. Other Events.
On October 14, 2014, Domino’s Pizza, Inc. (the “Company”) announced changes to its internal organizational structure. As of October 14, 2014, the following changes are effective:
| • | Richard E. Allison, Jr. will serve in the newly created position of President, Domino’s International. In this role, Mr. Allison, 47, will continue to lead all of the Company’s business outside the United States. From March 2011 until the present, Mr. Allison served as the Company’s Executive Vice President of International. Prior to that Mr. Allison worked for more than thirteen years at Bain & Company Inc., as a partner and co-leader of Bain’s restaurant practice. |
Mr. Allison will receive a base salary of $550,000 per year and will be eligible to receive an annual incentive bonus upon the Company’s achievement of certain specified performance objectives in accordance with the previously disclosed terms of the Company’s Senior Executive Annual Incentive Plan. His employment agreement has an indefinite term unless terminated by either party in accordance with the provisions of the agreement. Pursuant to the existing terms of the employment agreement, if Mr. Allison is terminated by the Company without cause, he is entitled to a severance package of his existing salary for twelve months.
| • | Russell J. Weiner will serve in the newly created position of President, Domino’s U.S.A. In his new role, Mr. Weiner, 46, will be responsible for all domestic franchise and corporate store operations, in addition to marketing. From September 2008 until the present, Mr. Weiner served as the Company’s Chief Marketing Officer and Executive Vice President of Build the Brand. |
Mr. Weiner will receive a base salary of $550,000 per year and will be eligible to receive an annual incentive bonus upon the Company’s achievement of certain specified performance objectives in accordance with the previously disclosed terms of the Company’s Senior Executive Annual Incentive Plan. His employment agreement has an indefinite term unless terminated by either party in accordance with the provisions of the agreement. Pursuant to the existing terms of the employment agreement, if Mr. Weiner is terminated by the Company without cause, he is entitled to a severance package of his existing salary for twelve months.
| • | Michael T. Lawton will oversee the Company’s supply chain division in addition to serving as Chief Financial Officer and Executive Vice President of Finance. Mr. Lawton, 55, will receive a base salary of $500,000 per year and will be eligible to receive an annual incentive bonus upon the Company’s achievement of certain specified performance objectives in accordance with the previously disclosed terms of the Company’s Senior Executive Annual Incentive Plan. His employment agreement has an indefinite term unless terminated by either party in accordance with the provisions of the agreement. Pursuant to the existing terms of the employment agreement, if Mr. Lawton is terminated by the Company without cause, he is entitled to a severance package of his existing salary for twelve months. |
A copy of the press release announcing these changes is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Description | |
| 99.1 | Press Release dated October 14, 2014. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DOMINO’S PIZZA, INC. (Registrant) | ||||||
| Date October 14, 2014 | /s/ Michael T. Lawton | |||||
| Michael T. Lawton | ||||||
| Chief Financial Officer | ||||||
EXHIBIT 99.1
|
For Immediate Release | Contact: Lynn Liddle, Executive Vice President, Communications, Investor Relations and Legislative Affairs (734) 930-3008 |
Domino’s Pizza Announces Promotions, Leadership Enhancements
Proven Leaders Assume Key Roles
ANN ARBOR, Michigan, October 14, 2014: Domino’s Pizza, Inc. (NYSE: DPZ), the recognized world leader in pizza delivery, today announced promotions for key leaders and an enhanced internal organization structure.
Richard E. Allison, 47, has been named President, Domino’s International. Allison has been with the company since 2011 and has led its international division since that time, succeeding Michael T. Lawton, current Chief Financial Officer, who ran the division prior to Allison. The division has continued to excel under Allison’s leadership, adding over 1,800 international stores and 10 new countries since his joining. Prior to Domino’s, Allison spent over 13 years at Bain & Company, where he was a Partner and co-leader of the firm’s restaurant practice.
Russell J. Weiner, 46, has been named President, Domino’s U.S.A. Weiner joined Domino’s in 2008 from PepsiCo, where he was head of the Pepsi brand. In his role as Chief Marketing Officer, he was central to the success of the Domino’s brand turnaround, spurred by the re-launch of its core pizza recipe. Under his marketing leadership, the business has been propelled forward through creativity, research-based decision making, leading edge e-commerce and excellent relationships with domestic franchisees. Weiner will now be responsible for all domestic franchise and corporate store operations, in addition to U.S. marketing.
Michael T. Lawton, 55, Chief Financial Officer, will assume the additional responsibilities of the company’s supply chain division. Lawton, who has been with Domino’s since 1999, has served in both key financial and operational roles for the company – including leading its international business for 6 years. His expertise will be applied to enhance the division’s overall effectiveness, including exploring opportunities to find more global efficiencies. Prior to Domino’s, Lawton served in both finance and general management roles for Gerber Products Company.
J. Patrick Doyle, President and CEO, said, “I am thrilled to announce a leadership plan that puts our best and most deserving talent on our core businesses and takes advantage of these key leaders’ strengths. My congratulations and strong support go to Ritch, Russell and Mike – great colleagues and strong contributors to the Domino’s system.”
Allison, Weiner and Lawton will each continue to report directly to Doyle in their new roles.
About Domino’s Pizza®
Founded in 1960, Domino’s Pizza is the recognized world leader in pizza delivery, with a significant business in carryout pizza. It ranks among the world’s top public restaurant brands with its global enterprise of more than 11,250 stores in over 75 international markets. Domino’s had global retail sales of over $8.0 billion in 2013, comprised of nearly $3.8 billion in the U.S. and over $4.2 billion internationally. In the third quarter of 2014, Domino’s had global retail sales of over $2.0 billion, comprised of $0.9 billion in the U.S. and $1.1 billion internationally. Its system is made up of franchise owners who accounted for nearly 97% of the Domino’s Pizza stores as of the third quarter of 2014. The emphasis on technology innovation helped Domino’s generate approximately 40% of U.S. sales from its digital channels in 2013, as well as reach an estimated $3 billion annually in global digital sales. Domino’s recently launched its ordering app for iPad®, adding to an existing ordering app lineup that covers nearly 95% of the smartphone market. In June 2014, Domino’s debuted voice ordering for its iPhone® and Android™ apps, a true technology first within both traditional and e-commerce retail.
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Please visit our Investor Relations website at www.dominosbiz.com to view a schedule of upcoming earnings releases, significant announcements and conference webcasts.
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