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 18, 2021
RCI HOSPITALITY HOLDINGS, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Texas | 001-13992 | 76-0458229 | ||
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
10737 Cutten Road
Houston, Texas 77066
(Address of Principal Executive Offices, Including Zip Code)
(281) 397-6730
(Issuer’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)) |
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, $0.01 par value | RICK | The Nasdaq Global Market |
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.
As disclosed in our previous reports filed with the Securities and Exchange Commission, to augment an expected decline in operating cash flows caused by the COVID-19 pandemic, we temporarily enacted a pay reduction for certain salaried and hourly employees. These pay reductions were in effect for parts of our third and fourth fiscal quarters of 2020, after which we reinstated the full pay for all salaried and hourly employees. On May 18, 2021, our management determined to make a one-time payment to each current employee whose pay was reduced during that period, in an amount equal to the total amount of pay reduction for such employee. The aggregate amount of these “make whole” payments to all employees is expected to be approximately $501,000. Included in these payments are payments to (i) Eric Langan, President and CEO, of $126,923; (ii) Travis Reese, our Executive Vice President, of $41,250; and (iii) Bradley Chhay, our CFO, of $25,962. The payments to these executive officers were authorized by our Compensation Committee and by our full board on May 18, 2021. The payments will be made on May 26, 2021.
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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.
| RCI Hospitality Holdings, INC. | ||
| Date: May 20, 2021 | By: | /s/ Eric Langan |
| Eric Langan | ||
| President and Chief Executive Officer | ||
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