Business Context and Reporting Period
This Form 8-K Current Report was filed by The Simply Good Foods Company (SMPL) on May 23, 2025. The filing addresses corporate governance changes, specifically the appointment of a new Chief Financial Officer and amendments to the company's executive severance plan.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on executive compensation and personnel changes.
Material Changes
- Executive Appointment: Christopher J. Bealer was appointed as Chief Financial Officer, effective July 3, 2025. He previously served as Senior Vice President, Finance since April 1, 2025.
- Severance Plan Amendment: The Board amended the Executive Severance Plan to modify cash severance rates for the CEO, CFO, Chief Legal Officer, and Chief Human Resources Officer in the event of a Qualifying Termination connected to a Change in Control.
Guidance, Outlook, and Management Commentary
The filing contains no financial guidance, outlook, or general management commentary regarding business performance. It details the compensation structure for the new CFO and the updated severance terms for named executive officers.
- New CFO Compensation:
- Base Salary: $500,000 annually.
- Long-term Equity Incentive: Target of 150% of Base Salary.
- Short-term Cash Incentive: Target of 75% of Base Salary.
- Updated Severance Terms (Change in Control):
- CEO: 3x (Base Salary + Target Bonus + 1-year COBRA cost).
- CFO, Chief Legal Officer, and Chief Human Resources Officer: 2x (Base Salary + Target Bonus + 1-year COBRA cost).
Investor Verification Checklist
- Verify the effective date of Christopher J. Bealer's CFO role (July 3, 2025) and his transition from SVP Finance.
- Review the full text of the Third Amended and Restated Executive Severance Plan (Exhibit 10.1) to understand specific definitions of "Qualifying Termination" and "Change in Control."
- Confirm the total potential payout liability for the named executive officers under the new severance multipliers.
- Monitor future filings for the departure of the outgoing CFO, Shaun P. Mara, and any associated transition details.