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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Emerging growth company
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Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On December 15, 2021, Kirk A. MacKenzie, a member of the Board of Directors (the “Board”) of Winmark Corporation (the “Company”) notified the Company that he will not stand for re-election at the Company’s Annual Meeting of Shareholders to be held on or about April 27, 2022. Mr. MacKenzie will continue to serve as a member of the Board and on its Audit Committee until such meeting.
(d) Effective December 14, 2021, the Board increased the number of authorized directors of the Company from seven to eight and elected Percy C. (Tom) Tomlinson, Jr. to serve on the Company’s Board. Mr. Tomlinson will serve on the Audit Committee of the Board.
Pursuant to the Company’s 2020 Stock Option Plan, in connection with his election to the Board, Mr. Tomlinson received an option to purchase 7,000 shares of the Company’s Common Stock.
A copy of the press release announcing Mr. MacKenzie’s decision not to run for re-election to the Board and Mr. Tomlinson’s election to the Board is attached as Exhibit 99.1 of this Current Report on Form 8-K.
Item 9.01Financial Statements and Exhibits
(d)Exhibits
99.1 | ||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101) |
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 hereunto duly authorized.
WINMARK CORPORATION | ||
Date: December 15, 2021 | By: | /s/Anthony D. Ishaug |
Anthony D. Ishaug | ||
Chief Financial Officer and Treasurer | ||
