GRUBHUB INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2021-06-15: Form 8-K; Period of report 2021-06-15; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; Details 1.01.
- 2021-06-15: Form 8-K; Period of report 2021-06-15; Description 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 2.01.
- 2021-06-10: Form 8-K; Period of report 2021-06-10; Description 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.07.
- 2021-06-03: Form 8-K; Period of report 2021-06-03; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2021-06-15 | 8-K | 2021-06-15 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. 1.02 On June 14, 2021, in connection with the anticipated completion of the Initial Merger, the Company paid all amounts owing under the Credit Agreement, dated as of February 6, 2019, by and among the Company, Grubhub Holdings Inc., Citibank, N.A., as administrative agent, Citibank, N.A., BMO Capital Markets Corp. and Merrill Lynch, Pierce Fenner & Smith Incorporated, as joint lead arrangers and joint bookrunners, and the other lenders party thereto (as amended by that certain Amendment No. 1 to the Credit Agreement, dated as of May 8, 2020, by and among the Company, Grubhub Holdings Inc., Citibank N.A., as administrative agent, and the lenders party thereto, the “Credit Agreement”, and such payment, the “Payoff”). | d167322d8k.htm |
| 2021-06-15 | 8-K | 2021-06-15 | 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 2.01 On the Closing Date, the Company completed the Mergers. 3.01 In connection with the closing of the Initial Merger, the Company notified the New York Stock Exchange (the “NYSE”) that the Initial Merger had been consummated and that, at the First Effective Time, each share of Company Common Stock (other than any shares of Company Common Stock owned by the Company and any shares of Company Common Stock owned by Just Eat Takeaway.com, Merger Sub, Merger Sub II or any other direct or indirect wholly owned subsidiary of Just Eat Takeaway.com) issued and outstanding as of immediately prior to the First Effective Time was converted into and became one validly issued, fully paid and nonassessable share of Initial Surviving Company Stock. 3.03 At the First Effective Time, as a result of the Initial Merger, each holder of shares of Company Common Stock issued and outstanding immediately prior to the First Effective Time ceased to have any rights as stockholders of the Company (other than the right (other than with respect to any shares of Company Common Stock owned by the Company, any shares of Company Common Stock owned by Just Eat Takeaway.com, Merger Sub, Merger Sub II or any other direct or indirect wholly owned subsidiary of Just Eat Takeaway.com) to receive shares of Initial Surviving Company Stock, with each such shares to be immediately thereafter automatically exchanged for 3.355 Just Eat Takeaway.com ADSs, with each Just Eat Takeaway.com ADS representing one-fifth of a Just Eat Takeaway.com Ordinary Share). 5.01 The information set forth in the Introductory Note and under Items 2.01, 5.02 and 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 5.01. 5.02 At the First Effective Time, pursuant to the terms of the Merger Agreement, David Fisher, Lloyd Frink, David Habiger, Linda Johnson Rice, Katrina Lake, Girish Lakshman, Matthew Maloney, Brian McAndrews and Keith Richman ceased serving as the directors of the Company, and Brett Wissink, the director of Merger Sub, became the director of the Initial Surviving Company. 5.03 At the First Effective Time, pursuant to the terms of the Merger Agreement, the certificate of incorporation of the Initial Surviving Company was amended and restated in its entirety. 8.01 On June 15, 2021, the Company and Just Eat Takeaway.com issued a joint press release announcing the completion of the Mergers. | d155950d8k.htm |
| 2021-06-10 | 8-K | 2021-06-10 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 On June 10, 2021, Grubhub Inc., a Delaware corporation (the “Company”) held a virtual special meeting of its stockholders (the “Special Meeting”). 8.01 On June 10, 2021, the Company issued a press release announcing the results of the Special Meeting. | d185142d8k.htm |
| 2021-06-03 | 8-K | 2021-06-03 | 8.01 Other Events | 8.01 As previously announced, Grubhub Inc., a Delaware Corporation (“Grubhub”), entered into an Agreement and Plan of Merger, dated as of June 10, 2020 (as amended on September 4, 2020 and March 12, 2021, the “Merger Agreement”), with Just Eat Takeaway.com N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (“Just Eat Takeaway.com”), Checkers Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Just Eat Takeaway.com, and Checkers Merger Sub II, Inc., a Delaware corporation and wholly owned subsidiary of Just Eat Takeaway.com, pursuant to which Just Eat Takeaway.com will acquire Grubhub in an all-share combination in accordance with the Merger Agreement (the “Transaction”). | d187962d8k.htm |
| 2021-05-12 | 8-K | 2021-05-12 | 8.01 Other Events | 8.01 A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference. | d515032d8k.htm |
| 2021-04-28 | 8-K | 2021-04-28 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On April 28, 2021, Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the first quarter ended March 31, 2021. 7.01 On April 28, 2021, the Company posted a Letter to Shareholders (the “Letter”) on its investor relations website (https://investors.grubhub.com). | grub-8k_20210428.htm |
| 2021-03-12 | 8-K | 2021-03-12 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | d114146d8k.htm |
| 2021-02-03 | 8-K | 2021-02-03 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On February 3, 2021, Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the fourth quarter and full year ended December 31, 2020. 7.01 On February 3, 2021, the Company posted a Letter to Shareholders (the “Letter”) on its investor relations website (https://investors.grubhub.com). | grub-8k_20210203.htm |
| 2020-10-28 | 8-K | 2020-10-28 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On October 28, 2020, Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the third quarter ended September 30, 2020. 7.01 On October 28, 2020, the Company posted a Letter to Shareholders (the “Letter”) on its investor relations website (https://investors.grubhub.com). | grub-8k_20201028.htm |
| 2020-10-16 | 8-K | 2020-10-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 14, 2020, Grubhub Inc. (the “Company”) appointed Eric Ferguson as the Company’s Chief Operations Officer, effective immediately. | grub-8k_20201014.htm |
| 2020-09-04 | 8-K | 2020-09-04 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On September 4, 2020, the Company and Parent issued a joint press release announcing the entry into the Amendment and the receipt of all regulatory approvals required in respect of the proposed transaction between the Company and Parent. | d73531d8k.htm |
| 2020-07-30 | 8-K | 2020-07-30 | 2.02 Results of Operations and Financial Condition | 2.02 On July 30, 2020, Grubhub Inc. (the “Company”) issued a press release and a Letter to Shareholders (the “Letter”) announcing the Company’s financial results for the second quarter ended June 30, 2020. | grub-8k_20200730.htm |
| 2020-06-12 | 8-K | 2020-06-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On June 11, 2020, Arthur Francis Starrs, III notified Grubhub Inc., a Delaware corporation (the “Company”), of his decision to resign from the Company’s board of directors, effective immediately. | d804340d8k.htm |
| 2020-06-12 | 8-K | 2020-06-10 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 On June 10, 2020, the Compensation Committee of the Company’s board of directors (the “Compensation Committee”) approved the terms of the Grubhub Inc. Executive Severance Plan (the “Severance Plan”), which will provide benefits to eligible executives, including our named executive officers, upon a termination of employment (i) by the Company other than for “cause” or (ii) by the participant with “good reason” (each, a “Qualifying Termination”). | d941779d8k.htm |
| 2020-06-11 | 8-K | 2020-06-10 | 7.01 Regulation FD Disclosure | 7.01 On June 10, 2020, Grubhub Inc., a Delaware corporation (“Grubhub”), and Just Eat Takeaway.com N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (“Just Eat Takeaway.com”), issued a joint press release announcing they have entered into a definitive agreement for Just Eat Takeaway.com to acquire Grubhub. | d857104d8k.htm |
| 2020-05-19 | 8-K | 2020-05-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 At the 2020 Annual Meeting of Stockholders (the “Annual Meeting”) of Grubhub Inc. (the “Company”) held on May 19, 2020, the Company’s stockholders, upon recommendation of the Board of Directors of the Company (the “Board”), approved an Amendment (the “Third Amendment”) to the Grubhub Inc. 2015 Long-Term Incentive Plan (the “2015 Long-Term Incentive Plan”). 5.07 (a) The Company held its Annual Meeting on May 19, 2020. | grub-8k_20200519.htm |
| 2020-05-07 | 8-K | 2020-05-06 | 2.02 Results of Operations and Financial Condition | 2.02 On May 6, 2020, Grubhub Inc. (the “Company”) issued a press release and a Letter to Shareholders (the “Letter”) announcing the Company’s financial results for the first quarter ended March 31, 2020. | grub-8k_20200506.htm |
| 2020-04-13 | 8-K | 2020-04-13 | 2.02 Results of Operations and Financial Condition | 2.02 On April 13, 2020, Grubhub Inc. (the “Company”) issued a press release providing an update on business conditions in light of the COVID-19 pandemic and revisions to the Company’s financial guidance. | grub-8k_20200413.htm |
| 2020-03-05 | 8-K | 2020-03-02 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 2, 2020, Maria Belousova informed Grubhub Inc. (the “Company”) of her intent to resign as Chief Technology Officer, effective May 1, 2020. | d896131d8k.htm |
| 2020-02-05 | 8-K | 2020-02-05 | 2.02 Results of Operations and Financial Condition | 2.02 On February 5, 2020, Grubhub Inc. (the “Company”) issued a press release and a Letter to Shareholders (the “Letter”) announcing the Company’s financial results for the fourth quarter and full year ended December 31, 2019. | grub-8k_20200205.htm |
| 2019-10-28 | 8-K | 2019-10-28 | 2.02 Results of Operations and Financial Condition | 2.02 On October 28, 2019, Grubhub Inc. (the “Company”) issued a press release and a Letter to Shareholders (the “Letter”) announcing the Company’s financial results for the third quarter ended September 30, 2019. | grub-8k_20191028.htm |
| 2019-08-09 | 8-K | 2019-08-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective August 6, 2019, Grubhub Inc. (the “Company”) appointed Brandt Kucharski, the Company’s Controller, as its Principal Accounting Officer. | d782415d8k.htm |
| 2019-07-30 | 8-K | 2019-07-30 | 2.02 Results of Operations and Financial Condition | 2.02 On July 30, 2019, Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the second quarter ended June 30, 2019. | grub-8k_20190730.htm |
| 2019-06-10 | 8-K | 2019-06-10 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information set forth in Item 1.01 is incorporated by reference into this Item 2.03. | d732502d8k.htm |
| 2019-05-21 | 8-K | 2019-05-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 At the 2019 Annual Meeting of Stockholders (the “Annual Meeting”) of Grubhub Inc. (the “Company”) held on May 21, 2019, the Company’s stockholders, upon recommendation of the Board of Directors of the Company (the “Board”), approved an Amendment (the “Amendment”) to the Grubhub Inc. 2015 Long-Term Incentive Plan (the “2015 Long-Term Incentive Plan”). 5.07 (a) The Company held its Annual Meeting on May 21, 2019. | grub-8k_20190521.htm |
| 2019-04-25 | 8-K | 2019-04-25 | 2.02 Results of Operations and Financial Condition | 2.02 On April 25, 2019, Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the first quarter ended March 31, 2019. | grub-8k_20190425.htm |
| 2019-02-07 | 8-K | 2019-02-06 | 1.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition | 1.01 On February 6, 2019, Grubhub Inc., a Delaware corporation (the “Company”), as guarantor, and Grubhub Holdings Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“Grubhub Holdings”), as borrower, entered into an Amended and Restated Credit Agreement (the “Credit Agreement”), with Citibank, N.A., as administrative agent, and Citibank, N.A., BMO Capital Markets Corp and Merrill Lynch, Pierce Fenner & Smith Incorporated, as joint lead arrangers and joint bookrunners, and the other lenders party thereto. 2.02 On February 7, 2019, Grubhub Inc. issued a press release announcing the Company’s financial results for the fourth quarter ended December 31, 2018. | grub-8k_20190207.htm |
| 2018-11-27 | 8-K/A | 2018-09-13 | 9.01 Financial Statements and Exhibits | 9.01 (a) Financial Statements of Businesses Acquired. | grub-8ka_20180913.htm |
| 2018-10-25 | 8-K/A | 2018-10-22 | 2.02 Results of Operations and Financial Condition | 2.02 The information in this Item 2.02 is intended to be furnished pursuant to Item 2.02 of Form 8-K, “Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. | grub-8ka_20181025.htm |
| 2018-10-25 | 8-K | 2018-10-22 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.02 On October 25, 2018, Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the third quarter ended September 30, 2018. 5.02 On October 22, 2018, Stan Chia tendered his resignation as Chief Operating Officer of the Company, effective on November 16, 2018, to pursue another opportunity. | grub-8k_20181025.htm |
| 2018-09-13 | 8-K | 2018-09-13 | 2.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure | 2.01 On September 13, 2018, pursuant to the Agreement and Plan of Merger, dated as of July 24, 2018 (the “Merger Agreement”), by and among Grubhub Inc. (the “Company”), Grubhub Holdings Inc. (“Grubhub Holdings”), Lobster Merger Sub Inc., SCVNGR, Inc. d/b/a LevelUp (“LevelUp”), and Shareholder Representative Services LLC (solely in its capacity as Securityholders’ Representative), Grubhub Holdings completed its previously announced acquisition of LevelUp (the “Acquisition”). 7.01 On September 13, 2018, the Company issued a press release announcing that it has completed the Acquisition. | grub-8k_20180913.htm |
| 2018-07-25 | 8-K | 2018-07-24 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On July 25, 2018, Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the second quarter ended June 30, 2018. 8.01 On July 24, 2018, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Grubhub Holdings Inc. (“Parent”), Lobster Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), SCVNGR, Inc., d/b/a LevelUp (“LevelUp”) and Shareholder Representative Services LLC, solely in its capacity as Securityholders’ Representative. | grub-8k_20180725.htm |
| 2018-05-24 | 8-K | 2018-05-24 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (a) Grubhub Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders (“Annual Meeting”) on May 24, 2018. | grub-8k_20180524.htm |
| 2018-05-01 | 8-K | 2018-04-25 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 2.02 On May 1, 2018, Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the first quarter ended March 31, 2018. 5.02 Effective as of April 25, 2018, in connection with the closing of the previously disclosed Investment (as defined below), the Board of Directors (the “Board”) of the Company has increased the size of the Board from nine to ten members and appointed Arthur Francis Starrs, III to the Board as a Class III director. 8.01 On April 25, 2018, the Company and Yum Restaurant Services Group, LLC (the “Investor”), a wholly owned subsidiary of Yum! Brands, Inc., closed the previously announced issuance and sale of 2,820,464 shares of common stock of the Company (the “Acquired Shares”) to the Investor for an aggregate purchase price of $200,000,000 (the “Investment”), pursuant to the Investment Agreement, dated as of February 7, 2018, by and between the Company and the Investor (the “Investment Agreement”). | grub-8k_20180331.htm |
| 2018-02-08 | 8-K | 2018-02-08 | 1.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 1.01 On February 8, 2018, Grubhub Inc. (the “Company”) entered into an Investment Agreement (the “Investment Agreement”) by and among the Company and Yum Restaurant Services Group, LLC (the “Investor”), a wholly owned subsidiary of Yum! Brands, Inc. (“Yum! Brands”). 2.02 On February 8, 2018, the Company issued a press release announcing the Company’s financial results for the fourth quarter ended December 31, 2017. 3.02 The information contained in Item 1.01 is incorporated herein by reference. 8.01 Concurrently with the execution of the Investment Agreement, the Company, the Investor, Taco Bell Corp., KFC Corporation and Pizza Hut, LLC (KFC Corporation, Taco Bell Corp., Pizza Hut, LLC, and the Investor, the “Yum Parties”) entered into a Master Services Agreement (the “Master Services Agreement”). | grub-8k_20180208.htm |
| 2018-01-09 | 8-K | 2018-01-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 6, 2018 (the “Effective Date”), the Board of Directors (the “Board”) of Grubhub Inc. (the “Company”) appointed Adam DeWitt, 45, to the position of President (the “Promotion”), in addition to his previous positions of Chief Financial Officer and Treasurer. | grub-8k_20180106.htm |
| 2017-12-20 | 8-K/A | 2017-10-10 | 9.01 Financial Statements and Exhibits | 9.01 (a) Financial Statements of Businesses Acquired. | grub-8ka_20171010.htm |
| 2017-12-12 | 8-K | 2017-12-12 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 12, 2017, Barbara Martin Coppola entered into a letter agreement with Grubhub Holdings Inc. (the “Company”) which provides that, effective February 9, 2018 (the “Separation Date”), Ms. Coppola will resign from her position as Chief Marketing Officer of the Company, and any position with any affiliates, subsidiaries or other related entities of the Company. | grub-8k_20171210.htm |
| 2017-10-25 | 8-K | 2017-10-25 | 2.02 Results of Operations and Financial Condition | 2.02 On October 25, 2017, the Grubhub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the third quarter ended September 30, 2017. | grub-8k_20171025.htm |
| 2017-10-11 | 8-K | 2017-10-10 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 On October 10, 2017, Grubhub Inc., a Delaware corporation (the “Company”), as guarantor, and Grubhub Holdings Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“Grubhub Holdings”), as borrower, entered into a Credit Agreement (the “Credit Agreement”), with Citibank, N.A., as administrative agent, and Citibank, N.A., BMO Capital Markets Corp and Merrill Lynch, Pierce Fenner & Smith Incorporated, as joint lead arrangers and joint bookrunners, and the other lenders party thereto. 2.01 On October 10, 2017, pursuant to the Unit Purchase Agreement, dated as of August 3, 2017 (the “Purchase Agreement”), by and among the Company, Grubhub Holdings, Yelp Inc. (“Seller”), and Eat24, LLC, a wholly-owned subsidiary of Seller (“Eat24”), Grubhub Holdings completed its previously announced acquisition of all of the issued and outstanding equity interests of Eat24 from Seller (the “Acquisition”). 2.03 The information included in Item 1.01 above is incorporated herein by reference. 7.01 On October 10, 2017, the Company issued a press release announcing that it has completed the Acquisition. | grub-8k_20171010.htm |
| 2017-08-03 | 8-K | 2017-08-03 | 1.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 1.01 On August 3, 2017, GrubHub Holdings, Inc. (“Purchaser”), a wholly owned subsidiary of Grubhub Inc. (the “Company”) entered into a Unit Purchase Agreement (the “Purchase Agreement”) by and among the Company, Purchaser, Yelp Inc. (“Seller”), and Eat24 LLC, a wholly owned subsidiary of Seller (“Eat24”). 2.02 On August 3, 2017, the Company issued a press release reporting the Company’s financial results for the second quarter ended June 30, 2017. 8.01 Concurrently with the execution of the Purchase Agreement, Purchaser and Seller entered into a Marketing Partnership Agreement (the “Partnership Agreement”). | grub-8k_20170803.htm |
| 2017-05-11 | 8-K | 2017-05-11 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (a) Grubhub Inc. (the “Company”) held its 2017 Annual Meeting of Stockholders (“Annual Meeting”) on May 11, 2017. | grub-8k_20170511.htm |
| 2017-04-27 | 8-K | 2017-04-27 | 2.02 Results of Operations and Financial Condition | 2.02 On April 27, 2017, the Grubhub Inc. (the “Company”) issued a press release reporting the Company’s financial results for the first quarter ended March 31, 2017. | grub-8k_20170427.htm |
| 2017-03-02 | 8-K | 2017-03-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 1, 2017, the Board of Directors (the “Board”) of Grubhub Inc. (the “Company”) appointed Stanley Chia, 35, to the position of Chief Operating Officer. | grub-8k_20170301.htm |
| 2017-03-01 | 8-K | 2017-02-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 27, 2017, Benjamin Spero, a member of the Board of Directors (the “Board”) of Grubhub Inc. (the “Company”), announced his resignation from the Board and its Compensation Committee, effective March 1, 2017. | grub-8k_20170227.htm |
| 2017-02-08 | 8-K | 2017-02-08 | 2.02 Results of Operations and Financial Condition | 2.02 On February 8, 2017, the Grubhub Inc. (the “Company”) issued a press release reporting the Company’s financial results for the fourth quarter and year ended December 31, 2016. | grub-8k_20161231.htm |
| 2016-10-26 | 8-K | 2016-10-26 | 2.02 Results of Operations and Financial Condition | 2.02 On October 26, 2016, the Grubhub Inc. (the “Company”) issued a press release reporting the Company’s financial results for the third quarter ended September 30, 2016. | grub-8k_20161026.htm |
| 2016-10-18 | 8-K | 2016-10-17 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 17, 2016, Justin Sadrian, a member of the Board of Directors (the “Board”) of Grubhub Inc. (the “Company”), resigned from the Board, the Audit Committee and the Nominating and Corporate Governance Committee. | grub-8k_20161017.htm |
| 2016-07-28 | 8-K | 2016-07-28 | 2.02 Results of Operations and Financial Condition | 2.02 On July 28, 2016, Grubhub Inc. (the “Company”) issued a press release reporting the Company’s results for the second quarter ended June 30, 2016. | d219756d8k.htm |
| 2016-05-11 | 8-K | 2016-05-11 | 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure | 7.01 On May 11, 2016, the Company issued a press release that updated its previously issued second quarter and full year 2016 guidance to take into account its acquisition of the issued and outstanding stock of LAbite.com, Inc. and KMLee Investments Inc. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. | grub-8k_20160511.htm |
| 2016-05-03 | 8-K | 2016-04-29 | 1.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On April 29, 2016, Grubhub Inc., a Delaware corporation (the “Company”), as guarantor, and Grubhub Holdings Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“Grubhub Holdings”), as borrower, entered into a Credit Agreement (the “Credit Agreement”), with Citibank, N.A., as administrative agent, and Citibank, N.A. and BMO Capital Markets Corp., as co-lead arrangers and joint bookrunners, and the other lenders party thereto. 2.02 On May 3, 2016, the Company issued a press release reporting the Company’s results for the first quarter ended March 31, 2016. 2.03 The discussion of the Credit Agreement in Item 1.01 of this Form 8-K is incorporated herein by reference. | grub-8k_20160429.htm |
| 2016-02-12 | 8-K | 2016-02-12 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 12, 2016, the Board of Directors (the “Board”) of Grubhub Inc. (the “Company”) appointed Keith Richman as a Class III director. | grub-8k_20160212.htm |
| 2016-02-04 | 8-K | 2016-02-04 | 2.02 Results of Operations and Financial Condition | 2.02 On February 4, 2016, GrubHub Inc. (the “Company”) issued a press release reporting the Company’s results for the fourth quarter ended December 31, 2015. | grub-8k_20151231.htm |
| 2016-01-25 | 8-K | 2016-01-25 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On January 25, 2016, GrubHub Inc. (the “Company”) issued a press release (the “Press Release”) announcing the Company’s preliminary financial results for the fourth quarter ended December 31, 2015. 8.01 In the Press Release, the Company also announced several initiatives, including the announcement that its board of directors has authorized a new common stock repurchase program for up to $100 million in shares of the Company’s common stock. | grub-8k_20160125.htm |
| 2015-12-24 | 8-K | 2015-12-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 22, 2015, J. William Gurley, a member of the Board of Directors (the “Board”) of GrubHub Inc. (the “Company”), notified the Board that he would resign from the Board and its Audit Committee, effective upon Katrina Lake’s appointment to the Board. | grub-8k_20151223.htm |
| 2015-10-27 | 8-K | 2015-10-27 | 2.02 Results of Operations and Financial Condition | 2.02 On October 27, 2015, GrubHub Inc. (the “Company”) issued a press release reporting the Company’s results for the third quarter ended September 30, 2015. | grub-8k_20150930.htm |
| 2015-10-09 | 8-K | 2015-10-05 | 1.01 Entry into a Material Definitive Agreement | grub-8k_20151005.htm | |
| 2015-07-28 | 8-K | 2015-07-28 | 2.02 Results of Operations and Financial Condition | 2.02 On July 28, 2015, GrubHub Inc. (the “Company”) issued a press release reporting the Company’s results for the second quarter ended June 30, 2015. | grub-8k_20150728.htm |
| 2015-05-20 | 8-K | 2015-05-20 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (a) GrubHub Inc. (the “Company”) held its 2015 Annual Meeting of Stockholders on May 20, 2015. | grub-8k_20150520.htm |
| 2015-04-29 | 8-K | 2015-04-29 | 2.02 Results of Operations and Financial Condition | 2.02 On April 29, 2015, GrubHub Inc. (the “Company”) issued a press release reporting the Company’s results for the first quarter ended March 31, 2015. | grub-8k_20150329.htm |
| 2015-03-16 | 8-K | 2015-03-12 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 12, 2015, the Board of Directors (the “Board”) of GrubHub Inc. (the “Company”) appointed Girish Lakshman as a Class III director. | grub-8k_20150312.htm |
| 2015-02-23 | 8-K | 2015-02-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 20, 2015, Jonathan Zabusky entered into a letter agreement with GrubHub Inc. (the “Company”), which provides that, effective August 3, 2015 (the “Separation Date”), Mr. Zabusky will resign from his positions as President of the Company, any position with any affiliates, subsidiaries or other related entities of the Company and as a member of the Company’s Board of Directors. | grub-8k_20150220.htm |
| 2015-02-05 | 8-K | 2015-01-30 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.02 On February 5, 2015, GrubHub Inc. (the “Company”) issued a press release reporting the Company’s results for the fourth quarter and year ended December 31, 2014. 5.02 On January 30, 2015, the Compensation Committee of the Board of Directors of the Company approved cash bonuses for fiscal 2014 under the Company’s Management Incentive Bonus program for the Company’s named executive officers in the amounts set forth below. | grub-8k_20150130.htm |
| 2015-01-26 | 8-K | 2015-01-26 | 8.01 Other Events | 8.01 On January 26, 2015, the Board of Directors of GrubHub Inc. (the “Company”) approved Wednesday, May 20, 2015 as the date of the 2015 annual meeting of stockholders (the “2015 Annual Meeting”). | d854365d8k.htm |
| 2014-10-23 | 8-K | 2014-10-23 | 2.02 Results of Operations and Financial Condition | 2.02 On October 23, 2014, GrubHub Inc. (the “Company”) issued a press release reporting the Company’s results for the third quarter ended September 30, 2014. | grub-8k_20140930.htm |
| 2014-07-24 | 8-K | 2014-07-24 | 2.02 Results of Operations and Financial Condition | 2.02 On July 24, 2014, GrubHub Inc. (the “Company”) issued a press release reporting the Company’s results for the second quarter ended June 30, 2014. | d763101d8k.htm |
| 2014-05-08 | 8-K | 2014-05-08 | 2.02 Results of Operations and Financial Condition | 2.02 On May 8, 2014, GrubHub Inc. (the “Company”) issued a press release announcing the Company’s financial results for the quarter ended March 31, 2014. | d723309d8k.htm |