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): December 30, 2020
Advantage Solutions Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-38990 | 83-4629508 |
| (State or other jurisdiction of | (Commission | (I.R.S. Employer |
| incorporation) | File Number) | Identification No.) |
| 18100 Von Karman Avenue, Suite 1000 | |
| Irvine, CA | 92612 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (949) 797-2900
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 (see General Instruction A.2. below):
| ☐ | 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)) |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Class A common stock, $0.0001 par value per share | ADV | The NASDAQ Stock Market LLC |
| Warrants to purchase Class A common stock | ADVWW | 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.
In recognition of the extraordinary sacrifices and efforts made in 2020, and anticipated to be made in 2021, by associates of Advantage Solutions Inc. (the “Company”) in dealing with challenges caused by the COVID-19 pandemic, Tanya Domier, the Company’s chief executive officer, advised the Compensation Committee of the Board of Directors (“Committee”) that it would best serve the Company for her not to receive her full salary in 2020. On December 30, 2020, the Committee determined with the support of Ms. Domier to reduce her base salary for 2020 by $500,000 that would otherwise have been payable under her employment agreement.
This decision does not modify Ms. Domier’s 2021 compensation or any rights under her employment agreement determined by reference to her base salary; such provisions will continue to be applied based on the stated base salary payable under her employment agreement.
SIGNATURE
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.
Dated: January 5, 2021
| | ADVANTAGE SOLUTIONS INC. |
| | | |
| | | |
| | By: | /s/ Brian Stevens |
| | | Brian Stevens |
| | | Chief Financial Officer and |
| | | Chief Operating Officer |
