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DOMINOS PIZZA INC false 0001286681 0001286681 2025-03-10 2025-03-10

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) March 10, 2025

 

 

Domino’s Pizza, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction of

Incorporation or Organization)

 

001-32242   38-2511577
(Commission
File Number)
  (I.R.S. Employer
Identification No.)

30 Frank Lloyd Wright Drive

Ann Arbor, Michigan

  48105
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code (734) 930-3030

 

 

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:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

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 Exchange Act:

 

Title of Each Class

 

Trading
Symbol

 

Name of Each Exchange
on Which Registered

Domino’s Pizza, Inc. Common Stock, $0.01 par value   DPZ   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company 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 ☐

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. ☐

 

 

 


Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 10, 2025, Domino’s Pizza, Inc. (the “Company”) announced the promotion of Joseph H. Jordan, age 51, to the position of Chief Operating Officer and President – Domino’s U.S., effective immediately. In this position, Mr. Jordan will serve as the Company’s principal operating officer. Mr. Jordan has served as the Company’s President, U.S. and Global Services since May 2022. Mr. Jordan previously served as the Company’s Executive Vice President of International from April 2018 to April 2022, as Senior Vice President and Chief Marketing Officer from May 2015 to April 2018, and joined the Company as Vice President of Innovation in September 2011. Prior to joining the Company, Mr. Jordan served most recently as Senior Director of Marketing at Pepsi-Cola North America where he worked for six years, held marketing roles at Philips Electronics and Unilever and was a consultant for Accenture. Mr. Jordan also serves on the Board of Directors of The Boston Beer Company, Inc.

In connection with Mr. Jordan’s promotion, Mr. Jordan will (i) receive an annual base salary of $700,000, (ii) be eligible for an annual incentive bonus target of 150% of his base salary under the terms and conditions of the Domino’s Pizza Senior Executive Annual Incentive Plan, which ties the incentive bonus to achieving targeted financial goals, and (iii) receive an annual equity award for 2025 under the Domino’s Pizza, Inc. 2004 Equity Incentive Plan, as amended, with a value of 325% of his annual salary at the time the Company’s annual equity awards are granted in March. If Mr. Jordan’s employment is terminated by the Company without cause or he terminates his employment with the Company for good reason, he will be entitled to severance in the amount of his then-current annual base salary for twelve months.

A copy of the press release announcing Mr. Jordan’s promotion is attached hereto as Exhibit 99.1.

Forward-Looking Statements

Statements in this report that are not strictly historical in nature constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve significant risks and uncertainties and you should not place considerable reliance on such statements. Important factors that could cause actual results to differ materially from our expectations are more fully described in our filings with the Securities and Exchange Commission, including under the section headed “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 29, 2024. All forward-looking statements speak only as of the date hereof and should be evaluated with an understanding of their inherent uncertainty. Except as required under federal securities laws and the rules and regulations of the Securities and Exchange Commission, or other applicable law, we will not undertake, and specifically disclaim, any obligation to publicly update or revise any forward-looking statements to reflect events or circumstances arising after the date hereof, whether as a result of new information, future events or otherwise. You are cautioned not to place undue reliance on the forward-looking statements included herein or that may be made elsewhere from time to time by, or on behalf of, us. All forward-looking statements are qualified in their entirety by this cautionary statement.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

  

Description

99.1    Press Release issued by Domino’s Pizza, Inc. dated March 10, 2025.
104    The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included 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.

 

      DOMINO’S PIZZA, INC.
      (Registrant)
Date: March 10, 2025      

/s/ Kevin S. Morris

     

Name: Kevin S. Morris

Title: Executive Vice President, General Counsel and Corporate Secretary

EX-99.1 2 d925147dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

 

Media Relations Contact:

Danielle Bulger

734-604-9902

dani.bulger@dominos.com

   LOGO

FOR IMMEDIATE RELEASE

Domino’s® Announces Executive Promotions

 

ANN ARBOR, Mich., March 10, 2025 – Domino’s Pizza Inc. (Nasdaq: DPZ), the largest pizza company in the world, is pleased to announce the promotion of three company executives into new roles. Joseph Jordan is being elevated to the position of chief operating officer and president – Domino’s U.S., Weiking Ng is being promoted to executive vice president – International, and Ryan Mulally is being promoted to executive vice president – general counsel and corporate secretary. All three executives will report to Russell Weiner, Domino’s chief executive officer.

“Joe, Weiking, and Ryan are talented and respected leaders of our Company, and we are extremely fortunate to have such a strong bench of talent to move into these important roles,” said Weiner. “All three embody our Hungry for MORE strategic mindset and I am looking forward to the positive impact they’ll continue having on the brand.”

Jordan will serve as the Company’s chief operating officer and president – Domino’s U.S., overseeing domestic operations and marketing, while expanding his existing oversight of global services to now include Domino’s Technology. Jordan has served as Domino’s president, U.S. and global services since May 2022. He previously served in roles including executive vice president of Domino’s International and senior vice president and chief marketing officer, having joined the company as vice president of innovation in 2011. Prior to joining the Company, Jordan served as senior director of marketing at Pepsi-Cola North America, and also held marketing roles at Philips Electronics and Unilever, as well as spending time as a consultant for Accenture. He serves on the Board of Directors of The Boston Beer Company Inc.

“Joe’s transition to COO represents a shift we are making in our organizational structure, further aligning teams that are directly driving our business around the world. This will increase our agility so that we can drive our Hungry for MORE strategy even more effectively and efficiently.” Weiner continued.

Ng will move into the role of executive vice president – International effective April 1. He will be responsible for overseeing the Domino’s business and franchise relationships that span more than 90 countries around the world. He most recently served as Domino’s vice president – International for Asia, Middle East and Africa. Ng joined Domino’s international business team in 2020. He came to Domino’s from Hilton, where he served as vice president – APAC Strategy, and has previously held leadership roles at McDonald’s, as well as time as a management consultant for Boston Consulting Group and Accenture.


Mulally is being elevated to executive vice president – general counsel and corporate secretary effective March 15, after most recently serving as vice president – assistant general counsel since 2018. He draws upon decades of extensive legal experience that includes leading Domino’s litigation team and responsibility for franchise and corporate standards. Prior to joining Domino’s in 2008, he was a partner with Dickinson Wright in Detroit, Michigan.

About Domino’s Pizza®

Founded in 1960, Domino’s Pizza is the largest pizza company in the world, with a significant business in both delivery and carryout. It ranks among the world’s top public restaurant brands with a global enterprise of more than 21,300 stores in over 90 markets. Domino’s had global retail sales of over $19.1 billion in 2024. Its system is comprised of independent franchise owners who accounted for 99% of Domino’s stores as of the end of the fourth quarter of 2024. In the U.S., Domino’s generated more than 85% of U.S. retail sales in 2024 via digital channels and has developed many innovative ordering platforms.

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