Dave & Buster's Files 8-K: Agreements, Officer Changes

TL;DR

D&B filed an 8-K detailing new deals and exec changes. Keep an eye on this.

AI Summary

Dave & Buster's Entertainment, Inc. filed an 8-K on February 3, 2025, reporting on several key events. These include entering into a material definitive agreement, changes in directors and officers, and compensatory arrangements for certain officers. The filing also covers Regulation FD disclosures and financial statements/exhibits.

Why It Matters

This filing provides crucial updates on the company's governance and material agreements, impacting investor understanding of its operational and strategic direction.

Risk Assessment

Risk Level: medium — Material definitive agreements and changes in officers can signal significant strategic shifts or potential disruptions.

Key Numbers

• 001-35664 — SEC File Number (Identifies the company's filing history with the SEC.)
• 35-2382255 — IRS Employer Identification Number (Company's tax identification number.)

Key Players & Entities

• Dave & Buster's Entertainment, Inc. (company) — Registrant
• February 3, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 214-357-9588 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.01 — hange on which registered Common Stock $0.01 par value PLAY NASDAQ Stock Market LLC

Filing Documents

• play-20250203.htm (8-K) — 37KB
• play-2025bod8kxexx101.htm (EX-10.1) — 20KB
• play-2025bod8kxexx991.htm (EX-99.1) — 7KB
• image_001a.jpg (GRAPHIC) — 7KB
• 0001628280-25-003396.txt ( ) — 209KB
• play-20250203.xsd (EX-101.SCH) — 2KB
• play-20250203_lab.xml (EX-101.LAB) — 22KB
• play-20250203_pre.xml (EX-101.PRE) — 13KB
• play-20250203_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Letter Agreement with Hill Path Capital LP, et al. On January 30, 2025, Dave & Buster's Entertainment, Inc. (the "Company"), James Chambers, Scott I. Ross and Hill Path Capital LP ("Hill Path") entered into a Letter Agreement (the "Letter Agreement"). Pursuant to the Letter Agreement, the Company agreed that the board of directors of the Company (the "Board") would appoint Scott I. Ross (the "Designee", and together with James Chambers, the "Designees") to the Board effective January 30, 2025. As set forth in the Letter Agreement, the Company further agreed to nominate the Designees for election to the Board at its 2025 annual stockholder meeting (the "2025 Annual Meeting") and use its reasonable best efforts to cause the election of the Designees to the Board at the 2025 Annual Meeting, consistent with the Company's efforts to elect other Company nominees. Concurrently with the appointment of the Designee to the Board, the Company has agreed that the Board will appoint the Designee to the Board's Nominating and Corporate Governance Committee and Finance Committee. Under the Letter Agreement, Hill Path agreed to vote its shares at the 2025 Annual Meeting (i) in favor of the Company's director nominees, (ii) in a manner consistent with the recommendations of the Board with respect to the approval of the Company's proposals regarding (a) the omnibus incentive plan, (b) executive compensation, and (c) the appointment of the Board's recommended independent auditor and (iii) against any third-party nominations or proposals not recommended by the Board. In connection with the foregoing, until the end of the 2025 Annual Meeting, Hill Path agreed not to transfer any voting rights in respect of any of its shares unless and until it transfers beneficial ownership of such shares. In the Letter Agreement, Hill Path and the Company agreed to adjust the definition of "Restricted Period" for certain purposes under

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On February 3, 2025, the Company issued a press release announcing the appointment of Mr. Ross to the Board of the Company, among other things. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference. The information furnished under this item, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing. Section 9 – Financial Statements and Exhibits

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits. 10.1 Letter Agreement, dated January 30, 2025, among Dave & Buster's Entertainment, Inc., James Chambers, Scott I. Ross and Hill Path Capital LP. 99.1 Press release dated February 3 , 2025 . 104 Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document). 2

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. DAVE & BUSTER'S ENTERTAINMENT, INC. Date: February 3, 2025 By: /s/ Rodolfo Rodriguez, Jr. Rodolfo Rodriguez, Jr. Senior Vice President, Chief Legal Officer and Secretary 2

View Full Filing

View this 8-K filing on SEC EDGAR