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Form 8-K SONIC CORP For: Apr 08

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April 9, 2015 4:16 PM EDT

 

 

UNITED STATES

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): April 8, 2015

 

 

SONIC CORP.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   0-18859   73-1371046

(State or other jurisdiction of

incorporation or organization)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

300 Johnny Bench Drive

Oklahoma City, Oklahoma

   73104
(Address of Principal Executive Offices)   (Zip Code)

(405) 225-5000

(Registrant’s telephone number, including area code)

 

 

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 or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers

(c) Sonic Corp. (the “Company”) has promoted Stephen C. Vaughan, age 49, as Executive Vice President of Franchise Operations, Finance and Planning, effective as of April 8, 2015. In this role, Mr. Vaughan will act as the principal operating officer of the Company. Mr. Vaughan served as the Executive Vice President and Chief Financial Officer of the Company since August 2008 and was the Company’s Vice President and Chief Financial Officer from November 2004 until August 2008.

The Company has promoted Claudia S. San Pedro, age 45, to Senior Vice President, Chief Financial Officer and Treasurer. Ms. Pedro served as Vice President of Investor Relations and Communications of the Company since January 2013 and as Vice President of Investor Relations from July 2010 until January 2013. She served as Vice President of Investor Relations and Brand Strategies from October 2009 until July 2010. Ms. San Pedro has also served as Treasurer of the Company since January 2007.

On April 9, 2015, the Company issued a press release announcing the above officer changes. The press release is attached as Exhibit 99.1.

(d) On April 8, 2015, the Board of Directors appointed Susan E. Thronson to fill the open director position of the Company for a term expiring at the next annual meeting of shareholders of the Company in 2016. The Board appointed Ms. Thronson to serve on the Compensation Committee of the Board of Directors.

On April 9, 2015, the Company issued a press release announcing Ms. Thronson’s appointment to the Board of Directors. The press release is attached as Exhibit 99.2.

 

Item 8.01 Other Events

On April 9, 2015, the Company issued a press release announcing that its Board of Directors declared a cash dividend of $.09 per share of common stock payable on May 22, 2015, to shareholders of record as of the close of business on May 13, 2015. The press release is attached as Exhibit 99.2.

 

Item 9.01 Financial Statements and Exhibits

 

  (d) Exhibits

 

99.1 Press Release, dated April 9, 2015, announcing officer changes
99.2 Press Release, dated April 9, 2015, announcing a quarterly dividend and the appointment of Susan E. Thronson to the Board of Directors
 

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.

 

REGISTRANT:
SONIC CORP.
Date: April 9, 2015 By:

/s/ Stephen C. Vaughan

Stephen C. Vaughan,
Executive Vice President

Exhibit 99.1

 

 

LOGO

 

Contact:   Christi Woodworth
Vice President of Public Relations
(405) 225-5602

SONIC STRENGTHENS LEADERSHIP TEAM

Three key executive promotions announced

OKLAHOMA CITY (April 9, 2015) – Sonic Corp. (NASDAQ: SONC), the nation’s largest chain of drive-in restaurants, today announced several promotions in its leadership team. Stephen C. Vaughan, the Company’s Executive Vice President and Chief Financial Officer, was promoted to Executive Vice President of Franchise Operations, Finance and Planning. Claudia S. San Pedro, the Company’s Vice President of Investor Relations, Communications and Treasurer, was promoted to Senior Vice President, Chief Financial Officer and Treasurer. Todd W. Smith, the Company’s Vice President and Chief Marketing Officer, was promoted to Senior Vice President and Chief Marketing Officer.

“We have an incredibly talented management team and believe that these expanded roles for Steve, Claudia and Todd will strengthen our organization even more,” said Cliff Hudson, Sonic Corp. CEO. “Structuring the organization in this way ensures collaboration across functions with leadership who have a proven track record to move the business forward. I look forward to continued growth of the brand as we work to become America’s most-loved restaurant brand.”

Vaughan joined Sonic in 1992 and has been Executive Vice President since 2008 and Chief Financial Officer since 2004. Previous to joining Sonic, Vaughan worked in public accounting. In his new role, in addition to overseeing franchise operations, he leads supply chain management, operations and technical services, quality assurance and customer satisfaction and retains executive management of the finance function.

San Pedro joined Sonic in 2006 as Treasurer. She has also served as Vice President of Investor Relations since 2009. Prior to joining the Company, she served as the director for the Oklahoma Office of State Finance. Appointed by Governor Brad Henry in 2005, San Pedro was the first female and first Hispanic to serve as Director of State Finance for Oklahoma. In her new role, she is responsible for the finance and accounting functions, in addition to previous responsibilities for investor relations, treasury, performance analysis, risk management and communications.

Smith joined Sonic in 2012 as Vice President of Marketing. Prior to joining the Company, he served in various marketing functions in the quick service restaurant industry. In his new role, Smith not only continues to oversee brand management, product innovation, consumer insights and creative services but will also lead digital marketing, customer relationship management and loyalty for the Sonic brand.

About Sonic

SONIC®, America’s Drive-In®, is the nation’s largest chain of drive-in restaurants with more than 3,500 drive-ins serving approximately 3 million customers every day. Over the past 60 years, SONIC has delighted guests with signature menu items, more than 1 million drink combinations, friendly service by iconic Carhops and ongoing support of education through its award-winning Limeades for Learning®

program. For more information about Sonic Corp. (NASDAQ/NM: SONC) and its subsidiaries, please visit sonicdrivein.com. Customers can also connect with SONIC at facebook.com/sonicdrivein or on Twitter @sonicdrive_in.

SONC-F

Exhibit 99.2

 

 

LOGO

 

Contact:   Christi Woodworth
Vice President of Public Relations
(405) 225-5602

SONIC ANNOUNCES THE APPOINTMENT OF

SUSAN E. THRONSON TO BOARD OF DIRECTORS

Company Declares Quarterly Dividend

OKLAHOMA CITY (April 9 2015) – Sonic Corp. (NASDAQ: SONC), the nation’s largest chain of drive-in restaurants, today announced the appointment of Susan E. Thronson to its Board of Directors for a term ending at the next annual meeting of shareholders in 2016.

Ms. Thronson served as Senior Vice President, Global Marketing, at Marriott International, Inc., from July 2005 to July 2013. During her 24-year tenure with Marriott, she held a variety of progressive marketing management positions, including Senior Vice President, International Marketing, International Lodging Organization. Previous to her roles with Marriott, Thronson served as an Account Supervisor at McCann-Erickson Worldwide, one of the world’s largest advertising agency networks. Ms. Thronson is also a member of the board of directors of Angie’s List, Inc.

“We are pleased to welcome Susan to the Board,” said Cliff Hudson, Sonic Corp. CEO. “We believe her depth of knowledge and experience with brand and digital marketing combined with her leadership experience with franchising will enhance our brand.”

The Company also announced today that its Board of Directors has declared a quarterly cash dividend of $0.09 per share of common stock. The dividend is payable on May 22, 2015 to shareholders of record as of May 13, 2015. The future declaration of quarterly dividends and the establishment of future record and payment dates are subject to the final determination of the Company’s Board of Directors.

About Sonic

SONIC®, America’s Drive-In®, is the nation’s largest chain of drive-in restaurants with more than 3,500 drive-ins serving approximately 3 million customers every day. Over the past 60 years, SONIC has delighted guests with signature menu items, more than 1 million drink combinations, friendly service by iconic Carhops and ongoing support of education through its award-winning Limeades for Learning® program. For more information about Sonic Corp. (NASDAQ/NM: SONC) and its subsidiaries, please visit sonicdrivein.com. Customers can also connect with SONIC at facebook.com/sonicdrivein or on Twitter @sonicdrive_in.

SONC-F


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