Document




SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): January 22, 2018

BRINKER INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
1-10275
 
75-1914582
(State of Incorporation)
 
(Commission File
Number)
 
(IRS Employment
Identification No.)

6820 LBJ Freeway
Dallas, Texas 75240
(Address of principal executive offices)

Registrant’s telephone number, including area code 972-980-9917

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:

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).








Item 5 - Corporate Governance and Management

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 22, 2018, Brinker International, Inc. announced the appointment of James Katzman to its Board of Directors. As of this date, Mr. Katzman has not been assigned to any of the Committees of the Board of Directors.

Section 9 – Financial Statements and Exhibits

Item 9.01.    Financial Statements and Exhibits

(d)    Exhibits.

99.1     Press Release, dated January 22, 2018.


SIGNATURE

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.

 
BRINKER INTERNATIONAL, INC.
 
 
 
 
 
 
Date: January 22, 2018
By:
/s/ Wyman T. Roberts
 
 
Wyman T. Roberts, Chief Executive Officer and President


2



Exhibit
Exhibit 99.1




BRINKER INTERNATIONAL ADDS JAMES KATZMAN TO BOARD OF DIRECTORS, BRINGING FINANCIAL AND BUSINESS EXPERTISE

DALLAS, Jan. 22, 2018 - Brinker International, Inc. (NYSE: EAT), a recognized leader in casual dining, announces the election of James Katzman to its Board of Directors.

Katzman is a retired partner of Goldman Sachs. A seasoned, accomplished investment banking professional, he spent his career advising companies on corporate financial matters and merger transactions, including numerous contested situations. He also serves as a trustee for the Hershey Trust Company and Milton Hershey School, San Francisco Ballet, and Boys & Girls Clubs of Metro Phoenix. In addition, he is on the advisory board for the Program for Financial Studies at Columbia Business School, where he guest lectures on financial topics.

“Jim brings tremendous business and financial experience to our board that will enlighten our discussions around creating value for our shareholders,” said Joe DePinto, chairman of the board of Brinker.

“We are pleased to welcome a business leader with such strong experience in shareholder value, capital structure and corporate governance,” added Wyman Roberts, CEO and president of Brinker. “Jim’s addition further strengthens our board’s breadth of talent, which will be extremely valuable as Brinker continues to grow.”

Brinker International, Inc. is one of the world's leading casual dining restaurant companies. Founded in 1975 and based in Dallas, Texas, as of the fiscal first quarter ended Sept. 27, 2017, Brinker owned, operated or franchised 1,682 restaurants under the names Chili's® Grill & Bar (1,630 restaurants) and Maggiano's Little Italy® (52 restaurants).