Red Robin (RRGB) Chief People Officer exits with $375K pay and covenants

Rhea-AI Filing Summary

Red Robin Gourmet Burgers, Inc. filed an amendment disclosing the departure of its Chief People Officer, Meghan Spuler, effective August 20, 2025. The company entered into a Severance Agreement effective August 27, 2025.

Under this agreement, Spuler will receive $375,000, equal to 12 months of her annual base salary, paid in installments over 12 months. She will also receive a lump-sum cash payment equal to a pro rata portion of her 2025 annual bonus, based on full-year actual company performance, and a lump-sum payment equal to 12 months of the company-paid portion of her group health insurance premiums if she elects COBRA.

All outstanding and unvested restricted stock units and performance stock units are forfeited, while vested awards remain governed by existing plan documents. Receipt of severance is conditioned on a waiver and release of claims and ongoing obligations including confidentiality, return of company property, a 12-month non-compete, non-solicitation of employees and certain business relationships, cooperation obligations, and mutual non-disparagement.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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Accepted by SEC EDGAR 08/29/2025 - 04:30 PM Learn about SEC filing dates

FAQ

What did Red Robin (RRGB) disclose in this amended 8-K filing?

The company disclosed the departure of its Chief People Officer, Meghan Spuler, effective August 20, 2025, and detailed the terms of her Severance Agreement effective August 27, 2025.

What severance payments will Red Robin pay to former CPO Meghan Spuler?

Spuler will receive $375,000, equal to 12 months of base salary, paid in installments over 12 months, plus a pro rata 2025 annual bonus based on full-year actual performance.

How is healthcare coverage handled in Meghan Spuler’s severance from Red Robin (RRGB)?

If Spuler timely elects COBRA, she will receive a lump-sum cash payment within 30 days after that election equal to 12 times the portion of her monthly group health insurance premiums that the company previously paid.

What happens to Meghan Spuler’s equity awards after leaving Red Robin?

Her vested restricted stock units and performance stock units remain subject to the equity plan and award agreements, while all outstanding and unvested restricted stock units and performance stock units are forfeited.

What ongoing restrictions apply to Meghan Spuler under the Severance Agreement?

Spuler is subject to confidentiality, return of company property, a 12-month non-competition obligation, 12-month non-solicitation of certain employees, non-solicitation of suppliers and business relations, post-employment cooperation, and a mutual non-disparagement covenant.

Is Meghan Spuler’s severance conditioned on a release of claims?

Yes. Her receipt of the severance benefits is subject to a waiver and release of claims in favor of Red Robin and its affiliates.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

Amendment No. 1

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 16, 2025

RED ROBIN GOURMET BURGERS, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-34851	84-1573084
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10000 E. Geddes Avenue, Suite 500 Englewood, Colorado	80112
(Address of principal executive offices)	(Zip Code)

(303) 846-6000

(Registrant’s telephone number, including area code)

Not Applicable

(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:

☐	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 Exchange Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		RRGB		Nasdaq (Global Select 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.

On August 20, 2025, Red Robin Gourmet Burgers, Inc. (the “Company”) announced the departure of Meghan Spuler, the Company’s Chief People Officer (the “Executive”), effective August 20, 2025.

In connection with the departure of the Executive, the Company has agreed to provide to the Executive, pursuant to a severance agreement between the Company and the Executive effective August 27, 2025 (the “Severance Agreement”), in addition to any accrued but unpaid benefits or obligations: (i) an aggregate amount equal to $375,000, which equals twelve (12) months of the Executive’s annual base salary as in effect immediately prior to the date of separation, in installment payments over the twelve (12) months following the date of separation in accordance with the Company’s regular payroll practices, (ii) a lump-sum cash payment equal to a pro rata portion of the Executive’s annual bonus, if any, for the Company’s 2025 fiscal year under the Company’s 2025 annual bonus plan, based on full year actual performance of the Company, determined by multiplying such annual bonus by a fraction, the numerator of which is the number of days in the 2025 calendar year through the date of separation and the denominator of which is three hundred and sixty-five (365), payable at such time as bonuses are generally paid by the Company to its executives, (iii) subject to the Executive’s timely election of continued healthcare coverage under COBRA, a lump sum cash payment within thirty (30) days after such election in an amount equal to the product of (x) the portion of monthly premiums of the Executive’s group health insurance, including coverage for the Executive’s eligible dependents, that the Company paid immediately prior to the date of separation, and (y) 12.

The Executive’s vested restricted stock units and performance stock units are subject to the terms and conditions of the applicable equity plan and award agreements issued thereunder, and the Executive shall forfeit all outstanding and unvested restricted stock units and performance stock units. The Executive’s receipt of the severance benefits mentioned in this paragraph is subject to a waiver and release of claims in favor of the Company and its affiliates. The Executive is also subject to certain restrictive covenants in her employment agreement, award agreements and the Severance Agreement, including nondisclosure of confidential information, return of company property, non-competition and non-solicitation of certain employees for twelve (12) months following the date of separation, non-solicitation of suppliers and business relations of the Company for twelve (12) months following the date of separation, post-employment cooperation, and a mutual non-disparagement covenant.

The foregoing description of the terms of the Severance Agreement is qualified in its entirety by reference to the full terms of the Severance Agreement, which is filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Severance Agreement, by and between Red Robin Gourmet Burgers, Inc. and Meghan Spuler, effective August 27, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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.

Date: August 29, 2025

	RED ROBIN GOURMET BURGERS, INC.
	By:	/s/ Sarah A. Mussetter
	Name:	Sarah A. Mussetter
	Title:	Chief Legal Officer