Grocery Outlet Elects New Directors

TL;DR

GO board shakeup: Funk & Schlotman in. New directors appointed.

AI Summary

Grocery Outlet Holding Corp. announced on December 18, 2024, a change in its board of directors. Specifically, the company elected two new directors, Michael R. Funk and Michael J. Schlotman, to its Board, effective immediately. This filing also disclosed compensatory arrangements for certain officers and included financial statements and exhibits.

Why It Matters

Changes in board composition can signal shifts in company strategy or governance, potentially impacting future performance and investor confidence.

Risk Assessment

Risk Level: low — The filing primarily concerns routine board appointments and disclosures, with no immediate financial or operational risks indicated.

Key Players & Entities

• Grocery Outlet Holding Corp. (company) — Registrant
• Michael R. Funk (person) — Newly Elected Director
• Michael J. Schlotman (person) — Newly Elected Director
• December 18, 2024 (date) — Date of Report

FAQ

Key Financial Figures

• $0.001 — ch registered Common stock, par value $0.001 per share GO Nasdaq Global Select Mar
• $550,000 — will: receive an annual base salary of $550,000; be eligible to receive an annual cas
• $100,000 — e salary); receive a signing bonus of $100,000; and be eligible to receive (i) annua
• $400,000 — ire grant of RSUs with a grant value of $400,000, in each case as determined and approve

Filing Documents

• tm2431368d1_8k.htm (8-K) — 35KB
• tm2431368d1_ex99-1.htm (EX-99.1) — 11KB
• tm2431368d1_8kimg001.jpg (GRAPHIC) — 3KB
• tm2431368d1_ex99-1img001.jpg (GRAPHIC) — 3KB
• 0001104659-24-129780.txt ( ) — 233KB
• go-20241218.xsd (EX-101.SCH) — 3KB
• go-20241218_lab.xml (EX-101.LAB) — 33KB
• go-20241218_pre.xml (EX-101.PRE) — 22KB
• tm2431368d1_8k_htm.xml (XML) — 3KB

02 Departure of Directors or Certain

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Christopher M. Miller – Appointment as Executive Vice President, Chief Financial Officer On December 18, 2024, Grocery Outlet Holding Corp. (the "Company" or "Grocery Outlet") issued a press release announcing the appointment of Chirstopher M. Miller as the Company's Executive Vice President and Chief Financial Officer, effective January 6, 2025. Mr. Miller will report to Eric J. Lindberg, Jr., the Company's Chairman of the Board and Interim President and Chief Executive Officer. Mr. Miller, age 64, has served as Chief Financial Officer at Shamrock Foods Company, the largest family-held food service distributor in the western United States, since January 2023. From January 2007 to June 2022, he held several roles of increasing responsibility at Core-Mark Holding Co. (formerly Nasdaq: CORE), a public company that was acquired by Performance Food Group Company (NYSE: PFGC) in September 2021 and the leading marketer of fresh food and broad-line supply solutions to the convenience retail industry in North America. Most recently, he served as Core-Mark's Executive Vice President and Chief Financial Officer from January 2021 to June 2022. Prior to that role, he served as Core-Mark's Senior Vice President and Chief Financial Officer from May 2016 to January 2021, and Vice President and Chief Accounting Officer from January 2007 to May 2016. Prior to joining Core-Mark, Mr. Miller was employed by Cost Plus World Market (formerly known as Cost Plus Inc. and formerly Nasdaq: CPWM), a national specialty retailer, where he served as Vice President and Corporate Controller from 2002 to 2006. Mr. Miller previously served as Chief Financial Officer of Echo Outsourcing from 2000 to 2002, in various financial roles at Levi Strauss & Co. from 1996 to 2000, and in other financial and accounting roles since 1983. Mr. Miller rec

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On December 18, 2024, the Company issued a press release announcing Mr. Miller's appointment as Executive Vice President and Chief Financial Officer of the Company, effective January 6, 2025. A copy of the press release is attached to this report as Exhibit 99.1 and is incorporated herein by reference. The information in Item 7.01 of this current report on Form 8-K (including Exhibit 99.1 furnished herewith) 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press release, dated December 18, 2024, entitled "Grocery Outlet Announces Appointment of New Chief Financial Officer" 104 Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are 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 by the undersigned hereunto duly authorized. Grocery Outlet Holding Corp. Date: December 18, 2024 By: /s/ Luke D. Thompson Name: Luke D. Thompson Title: Executive Vice President, General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR