Current Report Filing (8-k)
November 21 2019 - 4:31PM
Edgar (US Regulatory)
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): November 21, 2019 (November 15, 2019)
RED LION HOTELS CORPORATION
(Exact Name of Registrant as Specified in Charter)
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Washington
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001-13957
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91-1032187
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(State or Other Jurisdiction
of Incorporation)
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(Commission
file number)
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(I.R.S. Employer
Identification No.)
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1550 Market St. #350, Denver, Colorado 80202
(Address of Principal Executive Offices)
(509) 459-6100
(Registrants telephone number, including area code)
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol
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Name of each exchange
on which registered
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Common Stock
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RLH
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On November 15, 2019, in connection with the resignation of Gregory T. Mount as
President and Chief Executive Officer, the company entered into a mutual general release of claims with Mr. Mount, which agreement confirmed Mr. Mounts last date of employment, and provided for a modification to the definition of
Competing Business contained in his offer letter dated February 27, 2015 to reflect the companys focus on hotel franchising and hotel technology services. No revisions were made to the severance payable to Mr. Mount
pursuant to the terms of his offer letter, which is equal to one year of his base salary or $556,000. There is no acceleration of vesting of any of Mr. Mounts previously issued equity in connection with his resignation.
The general release has been filed as Exhibit 10.1 to this report.
Item 9.01 Financial Statements and Exhibits
(d)
Exhibits
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.
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Red Lion Hotels Corporation
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/s/ Thomas L. McKeirnan
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Thomas L. McKeirnan
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Executive Vice President, General Counsel and Secretary
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Date: November 21, 2019
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