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): February 16,
2007
DENNY’S
CORPORATION
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-18051
|
13-3487402
|
|
(State
or other jurisdiction of
|
Commission
File No.
|
(I.R.S.
Employer
|
|
Incorporation
or organization
|
Identification
No.)
|
203
East Main Street
Spartanburg,
South Carolina 29319-0001
(Address
of principal executive offices)
(Zip
Code)
(864)
597-8000
(Registrant’s
telephone number, including area code)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations 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
On
February 12, 2007, the Compensation and Incentives Committee of the Board
of
Directors of Denny's Corporation (the "Company" or “Denny’s”) approved and
adopted the Denny's 2007 Corporate Incentive Program (the "2007 Incentive
Program"), an incentive compensation arrangement for substantially all
of
Denny's, Inc. employees, including the executive officers of the Company.
Under
the 2007 Incentive Program, which is offered pursuant to the Denny's Corporation
2004 Omnibus Incentive Compensation Plan (the "Denny's 2004 Omnibus Plan"),
a
participant is eligible to earn a target bonus award ("Target Award") equal
to a
percentage of his or her base salary, depending on the group classification
assigned to such participant. For the executive officers, the Target Awards
range from 65% of base salary for executive and senior vice presidents
to 100%
of base salary for the chief executive officer.
Target
Awards are earned by participants based on the achievement of certain
pre-established quarterly and annual performance goals, and the amount
of actual
bonus earned may range from 50% of the Target Award, if certain threshold
goals
are met, to 100% of the Target Award, if all targeted goals are met. Performance
goals are based on the following five (5) performance categories: (i) Company
same store sales; (ii) franchise same store sales; (iii) adjusted income
before
taxes; (iv) free cash flow (cash generated from routine operations that
is
available to pay down debt); and (v) department objectives.
In
addition, participants in the 2007 Incentive Program are eligible to share
in
an
Over-Performance Payout ("OP Payout"), which is a bonus pool that will
be
created
if Denny's exceeds targeted Adjusted Income Before Taxes and/or Free Cash
Flow
for the year. Each participant will receive a pro rata percentage of any
OP
Payout
pool based upon a participant's individual performance rating and Target
Award
level, not to exceed 100% of the participant’s Target Award otherwise earned for
the year.
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.
| Denny's Corporation | |
| Date: February 16, 2007 | /s/ F. Mark Wolfinger |
| F. Mark Wolfinger | |
| Executive Vice President, | |
| Growth Initiatives and | |
| Chief Financial Officer |