- Current report filing (8-K)
March 26 2009 - 3:13PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D. C. 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 22, 2009
THE
STEAK N SHAKE COMPANY
(Exact
name of registrant as specified in its
charter)
|
INDIANA
|
0-8445
|
37-0684070
|
(State
or other jurisdiction
|
(Commission
File Number)
|
(I.R.S.
Employer
|
of
incorporation)
|
|
Identification
No.)
|
|
|
|
36
S. Pennsylvania Street, Suite 500
Indianapolis,
Indiana
|
46204
|
(Address
of principal executive offices)
|
(Zip
Code)
|
|
|
Registrant's
telephone number, including area code: (317)
633-4100
|
Not
Applicable
|
(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:
[
]
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))
Item
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment
of
Certain Officers; Compensatory Arrangements of Certain Officers.
|
Effective
March 22, 2009, Wayne L. Kelley resigned as a Director of The Steak n
Shake
Company (the “Company”). Mr. Kelley previously had
indicated that he would not stand for re-election at the Company’s 2009
Annual Meeting of Stockholders (the “Annual Meeting”). Mr. Kelley had
been a Director since 2003.
Mr.
Kelley’s resignation was communicated to the Board of Directors in a letter
dated March 22, 2009 (the “Resignation Letter”).
The
Resignation Letter is filed as Exhibit 17.1 to this Report on Form 8-K
and is
incorporated into this Item 5.02 by reference. The Company disagrees
with Mr. Kelley’s position as expressed in the Resignation Letter. Other
than the issues raised in the Resignation Letter, there were no stated
disagreements by Mr. Kelley with the Company on any matter relating to
the
Company’s operations, policies or practices which led to Mr. Kelley’s
resignation.
Mr.
Kelley has been
provided with a copy of this Report on Form 8-K. Should he submit a
letter to the Company expressing any disagreement with the disclosures
made
herein, the Company will promptly file a copy of such letter, in accordance
with
the applicable rules under the Securities Exchange Act of 1934, as
amended.
Item
9.01
|
Financial
Statements and
Exhibits.
|
(d)
Exhibits.
The
following exhibits are filed with
this report:
17.1
Letter from Wayne Kelley
dated
March 22, 2009
.
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.
THE
STEAK N SHAKE
COMPANY
By:
/s/
Sardar
Biglari
Sardar
Biglari
Executive
Chairman and Chief Executive Officer
Dated:
March 26, 2009
EXHIBIT
INDEX
Exhibit
No.
|
Description
|
17.1
|
Letter
from Wayne
Kelley dated March 22, 2009
.
|
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