BJ's Restaurants Files 8-K: Material Agreement
Ticker: BJRI · Form: 8-K · Filed: Mar 27, 2024 · CIK: 1013488
Sentiment: neutral
Topics: material-agreement, corporate-event
Related Tickers: BJRI
TL;DR
BJ's Restaurants (BJRI) filed an 8-K for a material definitive agreement on 3/26.
AI Summary
On March 26, 2024, BJ's Restaurants, Inc. filed an 8-K report detailing a material definitive agreement. The filing also included Regulation FD disclosures and financial statements/exhibits. No specific dollar amounts or new agreements were detailed in the provided text, but the filing indicates a significant event occurred on March 26, 2024.
Why It Matters
This filing signals a significant corporate event for BJ's Restaurants, Inc., potentially impacting its business operations, financial standing, or strategic direction.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that may affect the company's financial performance and stock price.
Key Players & Entities
- BJ's Restaurants, Inc. (company) — Registrant
- March 26, 2024 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement filed by BJ's Restaurants, Inc.?
The provided text does not specify the details of the material definitive agreement, only that one was entered into on March 26, 2024.
What other information is included in this 8-K filing?
The filing also includes Regulation FD disclosures and financial statements and exhibits.
When was the earliest event reported in this filing?
The earliest event reported was on March 26, 2024.
What is the principal executive office address for BJ's Restaurants, Inc.?
The principal executive offices are located at 7755 Center Avenue, Suite 300, Huntington Beach, California 92647.
What is the IRS Employer Identification Number for BJ's Restaurants, Inc.?
The IRS Employer Identification Number is 33-0485615.
Filing Stats: 892 words · 4 min read · ~3 pages · Grade level 12.7 · Accepted 2024-03-27 07:05:16
Key Financial Figures
- $175,000 — number of awarded RSUs will be equal to $175,000 divided by the closing price of the Com
- $75,000 — that such reimbursement will not exceed $75,000 in the aggregate. The foregoing descrip
Filing Documents
- f8k_032724.htm (8-K) — 20KB
- exh_101.htm (EX-10.1) — 89KB
- exh_991.htm (EX-99.1) — 5KB
- 0001171843-24-001630.txt ( ) — 336KB
- gnw-20190101.xsd (EX-101.SCH) — 3KB
- gnw-20190101_def.xml (EX-101.DEF) — 25KB
- gnw-20190101_lab.xml (EX-101.LAB) — 33KB
- gnw-20190101_pre.xml (EX-101.PRE) — 22KB
- f8k_032724_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. On March 26, 2024, BJ's Restaurants, Inc., a California corporation (the " Company "), announced its entry into a cooperation agreement (the " Cooperation Agreement ") with PW Partners, LLC (with its affiliates, " PW Partners "). The Company and PW Partners are each herein referred to as a "party." Effective upon execution of the Cooperation Agreement, PW Partners withdrew its notice of intent to (i) nominate director candidates for election to the board of directors of the Company (the " Board ") and (ii) bring a shareholder proposal at the 2024 annual meeting of shareholders. Pursuant to the Cooperation Agreement, the Company engaged PW Partners to provide recommendations regarding cost structure and efficiencies to the Company and the Board. In consideration of the services provided by PW Partners, the Company will grant Patrick Walsh, the Managing Member and Chief Executive Officer of PW Partners, an award in the form of restricted stock units (" RSUs "), which shall vest six months following the date of the Cooperation Agreement, or earlier subject to certain customary conditions. The total number of awarded RSUs will be equal to $175,000 divided by the closing price of the Common Stock on the execution date of the Cooperation Agreement. Unless otherwise mutually agreed to in writing by each party, the Cooperation Agreement will remain in effect until six months after the execution of the Cooperation Agreement. The Cooperation Agreement further provides, among other things, that until the Termination Date: PW Partners will be subject to customary standstill restrictions, including, among others, with respect to the acquisition of beneficial ownership of or otherwise having economic exposure up to a maximum ownership cap of nine and nine-tenths percent (9.9%) of the shares of Common Stock in the aggregate, proxy solicitation and related matters, extraordinary transactions and other changes, each of the
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. A copy of the press release announcing the Company's entry into the Cooperation Agreement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description of Exhibit 10.1 Cooperation Agreement, dated March 26, 2024, between BJ's Restaurants, Inc. and PW Partners, LLC 99.1 Press Release, dated March 27, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
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. BJ'S RESTAURANTS, INC. (Registrant) Date: March 27, 2024 By: /s/ GREGORY S. LEVIN Gregory S. Levin Chief Executive Officer, President and Director