Form 8-K - Current report

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): January 5, 2024

ADVANCE AUTO PARTS, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-16797	54-2049910
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

4200 Six Fork Road, Raleigh, North Carolina 27609

(Address of principal executive offices) (Zip Code)

(540) 362-4911

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

Common Stock, $0.0001 par value

AAP

New York Stock Exchange

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))

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

On January 5, 2024, Advance Auto Parts, Inc. (the “Company”) announced the appointment of Elizabeth E. Dreyer to the position of Senior Vice President, Controller and Chief Accounting Officer, commencing January 9, 2024.

Ms. Dreyer, 61, joins the Company from Amyris, Inc., a public biotechnology company, where she has served since October 2022 as Chief Accounting Officer and Controller. She previously served as Senior Vice President and Chief Accounting Officer of Travel + Leisure Co., a public vacation ownership and exchange company, from March 2018 to October 2022, and as Vice President, Controller and Chief Accounting Officer of Edgewell Personal Care Company, a public multinational consumer products company (formerly Energizer Holdings) from January 2015 to March 2018. Ms. Dreyer also served as Interim Chief Financial Officer of Edgewell from December 2017 to February 2018. Ms. Dreyer has over 30 years of experience, having begun her career at Deloitte, a provider of audit, consulting, tax and advisory services, and having served in a variety of senior roles in accounting, finance and internal audit. She holds a B.S. in Business and is a Certified Public Accountant.

In connection with her appointment, Ms. Dreyer and the Company have entered into a compensation arrangement, pursuant to which Ms. Dreyer will be entitled to an annual base salary of $425,000 and is eligible to participate in the Company’s annual incentive bonus plan with a bonus target of 65 percent of base salary (“Target Bonus Amount”) and a maximum bonus opportunity of 200 percent of the Target Bonus Amount, based on performance as measured against applicable bonus criteria. She will also receive a one-time cash signing bonus of $350,000 that she will be required to repay if she voluntarily resigns her employment with the Company prior to completion of two years of service and a one-time equity grant of approximately $250,000 aggregate principal value of restricted stock units, vesting ratably over three years dependent upon continued employment with the Company.

Ms. Dreyer is eligible to receive annual equity grants under the Company’s 2023 Omnibus Incentive Compensation Plan (the “2023 Plan”) consistent with the Company’s compensation program for other executives of the Company. The grant date fair value of Ms. Dreyer’s annual equity grant for the 2024-2026 performance period is expected to be approximately $350,000, with a grant-type mix determined by the Compensation Committee of the Board of Directors.

Ms. Dreyer and the Company have entered into a loyalty agreement, effective January 9, 2024, which provides for an initial one year employment term and extends thereafter each day for an additional day until the Company provides at least 90 days’ notice of intention not to extend the agreement. Upon termination of employment by the Company without Cause (not in connection with a change in control) or upon termination of employment by the Company without Cause within 12 months after a change in control, Ms. Dreyer would be entitled to: (1) severance equal to one times the sum of (a) her base salary and (b) an amount equal to the pro rata portion of any annual bonus that would have been payable to her, provided that the criteria for such bonus other than her continued employment have been satisfied; (2) outplacement assistance, at a cost to the Company not to exceed $12,000, for a period of up to 12 months; (3) continued medical, dental and vision benefits for up to 52 weeks post-termination at the same cost as active employees; and (4) treatment of equity awards as set forth in the 2023 Plan and the applicable award agreements. Any severance benefits paid would be subject to Ms. Dreyer’s execution (without revocation) of a general release of claims against the Company.

Pursuant to the terms of her loyalty agreement, Ms. Dreyer is subject to certain restrictive covenants, including, among others, non-disclosure of confidential information, non-disparagement and, for a year

following termination of employment, non-competition, and non-solicitation and non-interference of customers, suppliers, employees, agents or independent contractors.

Item 7.01 Regulation FD Disclosure

A press release announcing the appointment of Ms. Dreyer was issued by the Company on January 5, 2024, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit Number
99.1			Press release, dated January 5, 2024, issued by Advance Auto Parts, Inc.
101.1			Pursuant to Rule 406 of Regulation S-T, the cover page to this Current Report on Form 8-K is formatted in Inline XBRL.
104.1			Cover Page Interactive Data File (embedded within the Inline XBRL document included in Exhibit 101.1).

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.


						ADVANCE AUTO PARTS, INC.

Date: January 5, 2024						/s/ Ryan P. Grimsland
						Ryan P. Grimsland
						Executive Vice President, Chief Financial Officer

Advance Auto Parts Names Elizabeth Dreyer Chief Accounting Officer

RALEIGH, N.C., January 5, 2024 – Advance Auto Parts, Inc. (NYSE: AAP), a leading automotive aftermarket parts provider in North America that serves both professional installer and do-it-yourself customers, today announced that it has appointed Elizabeth Dreyer as senior vice president, controller and chief accounting officer, effective January 9, 2024. In this role, Dreyer will be responsible for enterprise-wide accounting operations, tax, external financial reporting and all related compliance.

“I’m excited to welcome Elizabeth to the Advance family as our new chief accounting officer,” said Ryan Grimsland, executive vice president and chief financial officer. “Elizabeth’s breadth of experience in financial management will greatly strengthen our finance organization and help us to further build a best in class accounting function. I look forward to working with her closely as we begin this next chapter for Advance.”

Ms. Dreyer, 61, brings 30 years of accounting and finance experience to Advance. Most recently, she served as chief accounting officer and controller at Amyris, Inc., a public biotechnology company creating clean beauty consumer products and ingredients, since October 2022. Prior to Amyris, Dreyer served as senior vice president and chief accounting officer at Travel + Leisure Co., a public vacation ownership and exchange company, from 2018-2022; vice president, controller and chief accounting officer, for Edgewood Personal Care, formerly Energizer Holdings, the global manufacturer of batteries and consumer products, from 2015-2018; and vice president, controller and chief accounting officer, for Hillenbrand, Inc., a global industrial manufacturer of process equipment and death care products, from 2010-2015. Prior to Hillenbrand, Dreyer served in a variety of financial roles with several different companies in the healthcare and automotive industries, including Createc Corporation, a foam manufacturer for automotive and consumer goods industries, and ADESA, Inc., an automobile auction and floor plan financing company.

Dreyer earned her bachelor’s degree in business from Indiana University in Bloomington, Ind., and is a Certified Public Accountant.

About Advance Auto Parts

Advance Auto Parts, Inc. is a leading automotive aftermarket parts provider that serves both professional installer and do-it-yourself customers. As of October 7, 2023, Advance operated 4,785 stores and 320 Worldpac branches primarily within the United States, with additional locations in Canada, Puerto Rico and the U.S. Virgin Islands. The company also served 1,307 independently owned Carquest branded stores across these locations in addition to Mexico and various Caribbean islands. Additional information about Advance, including employment opportunities, customer services, and online shopping for parts, accessories and other offerings can be found at www.AdvanceAutoParts.com.


Investor Relations Contact:			Media Contact:
Elisabeth Eisleben			Darryl Carr
T: (919) 227-5466			T: (984) 389-7207
E: invrelations@advanceautoparts.com			E: AAPCommunications@advance-auto.com

Cover Page Document	Apr. 12, 2023
Cover Page [Abstract]
Entity Central Index Key	0001158449
Title of 12(b) Security	Common Stock, $0.0001 par value
Entity Address, Postal Zip Code	27609
Entity Address, Address Line One	4200 Six Fork Road
Entity Incorporation, State or Country Code	DE
Document Type	8-K
Document Period End Date	Jan. 05, 2024
Entity Registrant Name	ADVANCE AUTO PARTS, INC.
Entity File Number	001-16797
Entity Tax Identification Number	54-2049910
Entity Address, City or Town	Raleigh
Entity Address, State or Province	NC
City Area Code	540
Local Phone Number	362-4911
Trading Symbol	AAP
Security Exchange Name	NYSE
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false