ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATION ARRANGEMENTS OF CERTAIN OFFICERS.
On December 19, 2021, Felipe A. Athayde, the President and Chief Executive
Officer and a member of the Board of Directors (the "Board") of Regis
Corporation (the "Company") notified the Board that he would resign his
positions and his employment effective March 19, 2022. Upon receiving such
notice, the Board appointed Matthew Doctor, the Company's Executive Vice
President and Chief Strategy Officer, to serve as Interim Chief Executive
Officer effective December 23, 2021, after which Mr. Athayde will remain an
employee and on the Board until March 19, 2022. The Board is commencing a search
for a successor President and Chief Executive Officer, which will include
consideration of internal and external candidates.
Mr. Doctor, age 35, has served in his current position at the Company since
February 2021, prior to which he served as a consultant to the Company since
December 2020. Prior to joining the Company, he was Chief Financial Officer of
Kava Restaurants LLC, a Tim Horton's franchisee, from May 2018 to December 2020,
following time he spent from April 2017 to May 2018 identifying investment
opportunities. Prior to that, he held positions of increasing responsibility at
Restaurant Brands International, a franchisor of restaurant companies, from June
2014 to April 2017. Earlier in his career, Mr. Doctor worked in investment
banking with J.P. Morgan.
In connection with his appointment as Interim Chief Executive Officer, the
Compensation Committee of the Board increased Mr. Doctor's base salary to
$550,000, increased his target annual incentive to 100% of base salary and
provided him with a $100,000 acceptance bonus.
At the same time, the Board appointed Jim Lain, the Company's President,
Franchise Operations, who functions as the Company's principal operating
officer, to the position of Chief Operating Officer of the Company, also
effective December 23, 2021. In connection with this appointment, the
Compensation Committee increased Mr. Lain's base salary to $425,000 and his
target annual incentive will remain at 70% of base salary.
A copy of the press release announcing the matters described above is attached
herewith as Exhibit 99.
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