SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
Commission File Number:
(Exact name of registrant as specified in its charter.)
(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)
(Address of principal executive offices)
(Registrant's Telephone number)
(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:
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of exchange on which registered
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 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 2, 2022, El Pollo Loco Holdings, Inc. (the “Company”) announced that the Board of Directors has appointed Ira Fils as Executive Vice President, Chief Financial Officer of the Company (“CFO”), effective as of June 27, 2022 (the “Start Date”). Mr. Fils will also serve as the Company’s principal financial officer and principal accounting officer effective as of the Start Date. Laurance Roberts, the Company’s President and Chief Executive Officer, will continue to serve as the Company’s interim Chief Financial Officer until the Start Date and will continue to serve as the Company’s President and Chief Executive Officer thereafter.
Mr. Fils, 56, joins the Company from The Habit Burger Grill, a division of YUM! Brands. He joined The Habit Restaurants, LLC in August 2008 as Chief Financial Officer and Secretary, where he helped lead the Company’s successful IPO in 2014 and actively participated in the sale of The Habit to YUM! Brands in 2020. Prior to The Habit, Mr. Fils served as Chief Financial Officer of Mimi’s Café from 2005 to 2008 after joining the company as Vice President of Finance in 2003. From 1998 to 2003, Mr. Fils served in various financial capacities with increasing responsibility, which led to him becoming Chief Financial Officer at Rubio’s Restaurants, Inc. He holds an undergraduate degree in economics and an MBA from the University of California, Irvine.
In connection with Mr. Fils’ appointment as CFO, Mr. Fils will receive an annual base salary of $400,000. Mr. Fils will also be eligible for an annual incentive bonus with a target amount equal to 75% of the annual base salary, prorated based on the Start Date, based upon the achievement of individual and Company performance objectives as determined by the Company’s Board of Directors. Mr. Fils’ annual incentive bonus for fiscal year 2022 will be an amount equal to or greater than 50% of his target bonus amount. Mr. Fils will also be eligible for an annual grant of restricted stock and/or stock options with an aggregate grant date target value of $500,000, subject to the terms and conditions of the Company’s 2021 Equity Incentive Plan and as determined by the Company’s Board of Directors. Mr. Fil’s annual equity grant will be made during the Company’s regular equity grant window, which typically occurs in May of each year. In addition, Mr. Fils will receive an initial grant of restricted stock units with a grant date value of $500,000 during the first open trading window after Mr. Fils begins his employment with the Company, which will vest in four equal annual installments beginning on the one-year anniversary of the grant date (subject to his continued employment). Mr. Fils will also be eligible to participate in the employee benefit plans available to other executives of the Company.
In connection with his appointment as CFO, the Company expects to enter into an employment agreement with Mr. Fils documenting the foregoing terms of employment.
There are no family relationships between Mr. Fils and any director or executive officer of the Company, and Mr. Fils has no direct or indirect material interest in any related party transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure
On June 2, 2022, the Company issued a press release entitled “El Pollo Loco Appoints Ira Fils as Chief Financial Officer,” a copy of which is furnished as Exhibit 99.1 hereto.
Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01 Financial Statements and Exhibits.
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
El Pollo Loco Holdings, Inc.
Date: June 2, 2022
/s/ Anne E. Jollay
Anne E. Jollay
El Pollo Loco Appoints Ira Fils as Chief Financial Officer
COSTA MESA, CA – June 2, 2022 (GLOBE NEWSWIRE) – El Pollo Loco, Inc. (“El Pollo Loco” or “the Company”) (Nasdaq: LOCO), the nation’s leading fire-grilled chicken restaurant chain, today announced that Ira Fils has been appointed Chief Financial Officer of El Pollo Loco, effective June 27, 2022.
“I am very excited to welcome Ira to the El Pollo Loco team,” said Larry Roberts, Chief Executive Officer of El Pollo Loco Holdings, Inc. “He is a well-rounded and accomplished executive with a successful 20-plus year track record of business acumen and strong leadership. Combined with his deep knowledge of and passion for the restaurant industry, I believe Ira is the perfect complement to our management team and I look forward to his contributions as we execute our strategic priorities and endeavor to accelerate growth in 2022 and beyond.”
Mr. Fils joins El Pollo Loco from The Habit Burger Grill, a division of YUM! Brands. He joined The Habit Restaurants, LLC in August 2008 as Chief Financial Officer and Secretary, where he helped lead the Company’s successful IPO in 2014, and actively participated in the sale of Habit to YUM! Brands in 2020. During his tenure, he was a key member of the Executive Team that grew Habit restaurants from 20 locations to over 300 locations. He also played a key role in transitioning the Company’s business model to be more franchise driven. Prior to his time at Habit, Mr. Fils served as Chief Financial Officer of Mimi’s Café from 2005 to 2008, after joining the company as Vice President of Finance in 2003. From 1998 to 2003, he served in various financial capacities with increasing responsibility which led to him becoming Chief Financial Officer at Rubio’s Restaurants, Inc. He holds an undergraduate degree in economics and an MBA from the University of California, Irvine.
“I am thrilled to accept the appointment of El Pollo Loco’s Chief Financial Officer and to be a part of the family during this exciting time for the Company,” said Fils. “I look forward to working closely with Larry and the entire El Pollo Loco team as we look to further strengthen the brand and deliver long-term growth.”
About El Pollo Loco
El Pollo Loco (Nasdaq:LOCO) is the nation’s leading fire-grilled chicken restaurant chain renowned for its masterfully citrus-marinated, fire-grilled chicken and handcrafted entrees using fresh ingredients inspired by Mexican recipes. With 480 company-owned and franchised restaurants in Arizona, California, Nevada, Texas, Utah and Louisiana, El Pollo Loco is expanding its presence in key markets through a combination of company and existing and new franchisee development. Visit us on our website at ElPolloLoco.com.