Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 42K
2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 148K
6: R1 Document and Entity Information HTML 47K
9: XML IDEA XML File -- Filing Summary XML 12K
7: XML XBRL Instance -- wing-20221201_htm XML 24K
8: EXCEL IDEA Workbook of Financial Reports XLSX 8K
4: EX-101.LAB XBRL Labels -- wing-20221201_lab XML 70K
5: EX-101.PRE XBRL Presentations -- wing-20221201_pre XML 34K
3: EX-101.SCH XBRL Schema -- wing-20221201 XSD 10K
10: JSON XBRL Instance as JSON Data -- MetaLinks 12± 17K
11: ZIP XBRL Zipped Folder -- 0001636222-22-000134-xbrl Zip 44K
(State
or other jurisdiction of incorporation or organization)
Commission File Number
(IRS Employer Identification No.)
i15505 Wright Brothers Drive
iAddison,
iTexas
i75001
(Address of principal executive offices)
(Zip
Code)
(i972) i686-6500
(Registrant’s telephone number, including area code)
N/A
(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 (see General Instruction A.2. below):
i☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
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 Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
iCommon
Stock, par value $0.01 per share
iWING
iNASDAQ Global Market
Indicate by check mark whether
the registrant is an emerging growth company as defined in 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
i☐
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. ☐
On December 1, 2022, the Board of Directors of Wingstop Inc. (the "Company") approved the Company’s Amended and Restated Bylaws (as so amended and restated, the “Amended Bylaws”), effective as of such date.Among other things, the amendments effected by the Amended Bylaws:
•Update
procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and stockholder proposals made in connection with annual and special meetings of stockholders by, including without limitation:
◦Requiring a stockholder submitting a nomination notice to make a representation as to whether such stockholder intends to solicit proxies in support of director nominees in accordance with Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”);
◦Providing that, unless required by applicable law, if, after such stockholder provides notice pursuant to Rule 14a-19 under the Exchange Act and subsequently fails either to comply with the requirements of Rule 14a-19(a)(2) or Rule 14a-19(a)(3) under the Exchange Act or to provide documentation reasonably satisfactory
to the Companythat such stockholder has met the requirements of Rule 14a-19(a)(3) promulgated under the Exchange Act, then such nomination will be disregarded and no vote on such nominee proposed by such stockholder will occur;
◦Providing that the number of nominees proposed by stockholders submitting a nomination notice may not exceed the number of directors to be elected at the relevant meeting of stockholders; and
◦Requiring additional disclosures from nominating stockholders or proposing persons.
•Modify the provisions relating to availability of lists of stockholders entitled to vote at stockholder meetings to reflect
recent amendments to the Delaware General Corporation Law; and
•Make certain other technical, ministerial, clarifying and conforming changes, including to align the Amended Bylaws with various provisions of the Delaware General Corporation Law.
The foregoing summary of the amendments effected by the Amended Bylaws does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amended Bylaws, which are filed as Exhibit 3.1 hereto and are incorporated
herein by reference.
Cover Page Interactive Data File (embedded within the Inline XBRL Document).
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 thereunto duly authorized.
