Business Context and Reporting Period
Company: First Watch Restaurant Group, Inc. (FWRG)
Filing Type: Form 8-K (Current Report)
Date of Report: March 5, 2025
Reporting Period: The filing reports on a corporate governance event occurring on March 5, 2025, regarding the adoption of a new executive compensation plan.
Key Financial Metrics
This filing does not contain financial performance data. There are no reported figures for revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
The material change reported is the adoption of the First Watch Restaurant Group, Inc. Executive Severance Plan by the Board of Directors on March 5, 2025. This plan establishes specific severance benefits for executive officers in the event of termination without cause or resignation for good reason.
Management Commentary and Plan Details
The Severance Plan outlines the following compensation structures:
- Standard Termination (Without Cause/Good Reason):
- CEO: 2x base salary.
- Other Executives: 1.5x base salary.
- Home Office SVPs: 1x base salary.
- Operations SVPs: 0.75x base salary.
- Bonus: Lump sum equal to target annual bonus for the year of termination.
- Healthcare: COBRA premium coverage multiplied by the applicable severance multiple.
- Change in Control Provisions (Termination within 2 years of Change in Control):
- CEO: 2.5x base salary.
- Other Executives: 2x base salary.
- Home Office SVPs: 1.5x base salary.
- Operations SVPs: 0.75x base salary.
- Bonus: Target annual bonus multiplied by the applicable severance multiple.
- Healthcare: COBRA premium coverage multiplied by the applicable severance multiple.
- Equity: Full acceleration of all outstanding unvested awards under the 2021 Plan.
Investor Verification Checklist
- Review the full text of the Executive Severance Plan filed as Exhibit 10.1 for complete definitions of "termination without cause" and "good reason."
- Verify the specific base salaries and target bonus percentages for current executive officers to calculate potential liability.
- Assess the impact of the "Change in Control" acceleration clause on the company's equity compensation expense.
- Confirm if this plan supersedes any prior severance agreements or if it applies only to future terminations.