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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

November 2, 2017

Date of Report (Date of earliest event reported)

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STORE Capital Corporation

(Exact name of registrant as specified in its charter)

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Registrant’s telephone number, including area code: (480) 256-1100

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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. ☐

 

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

(e)           Entry into New Employment Agreements with Named Executive Officers

On October 30, 2017, the Compensation Committee of the Board of Directors of STORE Capital Corporation (the “Company”), approved, and on November 2, 2017 the Company entered into, new employment agreements (the “New Agreements”) with each of Christopher H. Volk (President and Chief Executive Officer), Mary Fedewa (Chief Operating Officer), Catherine Long (Executive Vice President – Chief Financial Officer, Treasurer and Assistant Secretary), Michael T. Bennett (Executive Vice President – General Counsel, Chief Compliance Officer, Corporate Secretary and Assistant Treasurer), and Christopher K. Burbach (Executive Vice President – Underwriting), each of whom are named executive officers (the “NEOs”) of the Company.

Except as noted in the next paragraph, the material terms and provisions that were in effect under the NEOs’ prior employment agreements immediately prior to the execution of the New Agreements remain in effect under the respective New Agreements. In this regard, under the New Agreements, each NEO will continue to (i) receive a base salary and an annual cash incentive bonus, and will be eligible to receive equity awards, in each case as determined by the Compensation Committee of the Company’s Board of Directors, (ii) receive other benefits available to the senior executive officers of the Company under the Company’s benefit plans and arrangements, (iii) be entitled to receive cash severance and full acceleration of unvested restricted stock awards upon a termination by the Company without Cause or by the NEO for Good Reason (each as defined in the New Agreements), as well as twelve (12) months of post-termination COBRA coverage, and (iv) be subject to one-year non-compete and non-solicitation covenants following termination of employment (except where termination is due to the expiration of the agreement).

The New Agreements reflect the following material changes to each of the original employment agreements between the Company and the NEOs:

 

Copies of the original employment agreements between the Company and each of the NEOs, each dated November 21, 2014, were filed as Exhibits 10.4, 10.5, 10.6, 10.7 and 10.9 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “Commission”) on November 26, 2014.

Copies of the New Agreements will be timely filed as exhibits to our Annual Report on Form 10-K for our fiscal year ending December 31, 2017 in accordance with applicable rules and regulations of the Securities and Exchange Commission.

 

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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