UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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. |
On June 21, 2022, Lisa Funk, General Counsel and Corporate Secretary of Mister Car Wash, Inc. (the “Company”), provided notice of her retirement from the Company, effective December 31, 2022 (the “Retirement Date”).
In connection with Ms. Funk’s retirement, she and the Company entered into a Transition Agreement (the “Transition Agreement”), pursuant to which Ms. Funk agreed to serve as General Counsel through the earlier of (i) the Retirement Date and (ii) the date a successor to her position as General Counsel commences employment with the Company. Ms. Funk also agreed to provide through the Retirement Date such other transition and advisory services as may be reasonably requested by the Company. During such transition period, Ms. Funk will be eligible to receive her current annual base salary at its current rate.
In consideration for an increase to the applicable restricted period for any post-employment non-competition and non-solicitation covenants of 24 months and subject to her execution of the general release of claims included in the Transition Agreement, Ms. Funk will remain eligible to receive an annual bonus for calendar year 2022 at her current target bonus opportunity, payable when 2022 annual bonuses are paid generally under the Company’s annual bonus program. In addition, pursuant to the Transition Agreement, the post-termination exercise period applicable to the stock options granted to Ms. Funk in 2015 and 2016 will be extended for a period of six months following the later of (i) the Retirement Date and (ii) the expiration date of any lock-up agreement or arrangement applicable to or otherwise binding on Ms. Funk at any time during the six-month period immediately following the Retirement Date, provided that the expiration of each such option will not be later than their original expiration date. Pursuant to the applicable award agreements, Ms. Funk will also be entitled to accelerated vesting of the respective portions of the stock options and restricted stock units granted to Ms. Funk under the Company’s 2021 Incentive Award Plan that would have vested during the 12-month period following the date upon which Ms. Funk provided notice of her retirement.
The foregoing description of the Transition Agreement does not purport to be complete and is qualified in its entirety by reference to the Transition Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Description | |
| 10.1 | Transition Agreement, dated June 21, 2022, by and between Mister Car Wash, Inc. and Lisa Funk | |
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline Instance 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 hereunto duly authorized.
| MISTER CAR WASH, INC. | ||||||
| Date: June 24, 2022 | By: | /s/ Jedidiah Gold | ||||
| Jedidiah Gold | ||||||
| Chief Financial Officer | ||||||