Close

Form 8-K Ruths Hospitality Group, For: May 24

May 27, 2022 3:09 PM EDT
ruth20220526b_8k.htm
false 0001324272 0001324272 2022-05-24 2022-05-24
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): May 24, 2022
 
 
 
RUTHS HOSPITALITY GROUP, INC.
(Exact name of Registrant as Specified in Its Charter)
 
 
 
 
 
Delaware
000-51485
72-1060618
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
     
1030 W. Canton Avenue, Ste. 100
Winter Park, FL
 
32789
(Address of Principal Executive Offices)
 
(Zip Code)
 
Registrants Telephone Number, Including Area Code: (407) 333-7440
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
 
 
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 (see General Instruction A.2. below):
 
 
 
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))
 
 
 
Securities registered pursuant to Section 12(b) of the Act:
 
 
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
RUTH
Nasdaq
 
 
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
 
 
Emerging growth company 
 
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 
 
 

 
 
 
 
Item 8.01.
Other Events
 
As of May 24, 2022, Ruth’s Hospitality Group Inc. (the “Company”) and the class representatives have agreed to a Memorandum of Understanding regarding settlement of the class action litigations styled Guerrero, et al. v. Ruths Hospitality Group, Inc., et al., Case No. RIC1804127, Superior Court of California, Riverside County; Castillo, et al. v. RCSH Operations, Inc., et al., Case No. CGC-21-594237, Superior Court of California, San Francisco County; Castillo v. RCSH Operations, Inc., et al., Case No. 21SMCV01530, Superior Court of California, Los Angeles County; and Patterson v. Ruths Hospitality Group, Inc., et al., Case No. MSC21-02077, Superior Court of California, Contra Costa County (collectively, the “Class Action Litigations”). 
 
The parties have agreed to prepare and execute a settlement agreement, the terms of which are subject to court approval.  The Memorandum of Understanding provides for an aggregate settlement payment by the Company of $6.0 million, which the Company expects to recognize in the second quarter of fiscal 2022 and which amount includes all settlement funds, the class representatives’ enhancement payments, settlement administrator’s expenses, payment to the Labor Workforce Development Agency with regard to the California Private Attorney’s General Act portion of the settlement, and class counsel’s attorneys’ fees and costs.
 
Safe Harbor for Forward-Looking Statements
 
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. All forward-looking statements included in this report, including expectations about the settlement of the Class Action Litigations, are based on information available to the Company as of the date of this report, which may change, and the Company assumes no obligation to update any such forward-looking statements. These statements are not guarantees of future performance and actual results could differ materially from the Company's current expectations. Factors that could cause or contribute to such differences include the risks and uncertainties detailed from time to time in the Company's filings with the Securities and Exchange Commission, as well as the possibility that the court may materially alter or fail to approve the terms of the proposed settlement in the Memorandum of Understanding. The Company assumes no obligation and does not intend to update the forward-looking statements provided, whether as a result of new information, future events or otherwise. 
 
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 thereunto duly authorized.
 
 
 
   
RUTHS HOSPITALITY GROUP, INC.
       
Date:  May 27, 2022
 
By:
/s/ Marcy Norwood Lynch
     
Marcy Norwood Lynch
     
Senior Vice President, General Counsel, and Corporate Secretary
 
 
 
 


Serious News for Serious Traders! Try StreetInsider.com Premium Free!

You May Also Be Interested In





Related Categories

SEC Filings