Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers.


(b) Effective January 6, 2020, Mark E. Schwarz resigned his interim appointment as principal financial officer of Rave Restaurant Group, Inc. (the "Company").

(c) Effective January 6, 2020, the Company appointed Clinton Dayne Fendley, age 48, as its Vice President-Finance. In such capacity, Mr. Fendley will serve as the principal financial officer of the Company. Previously, Mr. Fendley had since 2015 been employed at 7-Eleven, Inc., an international convenience store chain, where he was first promoted from Senior Financial Analyst to Finance Manager, International and then to Data Analytics & Strategy Manager - New Concepts. From 2013 to 2015, he was a Senior Advisor at NewBridge Group, LLC, a merger and acquisition advisory firm specializing in the funeral industry. From 2006 to 2013, Mr. Fendley was employed by Davenport & Company LLC, an investment advisory and wealth management firm, where served as a Senior Research Analyst (2006-2009) and First Vice President (2009-2013). From 2000 to 2006, he served as a research analyst at Wachovia Securities, Inc., an investment banking firm now known as Wells Fargo Securities, LLC. During 1997 to 1998, he served as Manager of International Accounting Operations for I2 Technologies, Inc., a provider of supply chain management software and services which was subsequently acquired by JDA Software Group, Inc. Mr. Fendley began his professional career as an auditor with Price Waterhouse LLP, an international accounting firm now known as PwC. He is a Certified Public Accountant licensed in Texas. Mr. Fendley has no family relationship with any director or other executive officer of the Company. There are no transactions in which Mr. Fendley has an interest requiring disclosure under Item 404(a) of Regulation S-K.

The Company has entered into an employment letter agreement with Mr. Fendley (the "Agreement") confirming his employment as Vice President-Finance of the Company. The Agreement provides for at-will employment at a starting annual base salary of $175,000. The Agreement also provides for a discretionary annual cash bonus targeted at 20% of base salary and participation in the Company's 2015 Long Term Incentive Plan through the grant of restricted stock units targeted at 10% of base salary. Restricted stock units represent the right to receive shares of common stock upon satisfaction of vesting requirements and performance conditions over a period of three fiscal years. Mr. Fendley will also be entitled to other typical benefits generally available to senior executives of the Company. The Agreement also contains non-disclosure, non-solicitation and other common employment covenants.

The foregoing description of the Agreement is qualified in its entirety by reference to the employment letter agreement filed as an exhibit to this Current Report on Form 8-K and incorporated herein by this reference.




ITEM 8.01 Other Events


The Company has issued a press release announcing the appointment of Mr. Fendley as its Vice President-Finance, a copy of which is attached as an exhibit hereto.

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ITEM 9.01 Financial Statements and Exhibits





(d) Exhibits



  10.1   Letter agreement dated December 16, 2019, between Rave Restaurant Group,
         Inc. and Clinton Fendley.



  99.1   Rave Restaurant Group, Inc. press release dated January 7, 2020.

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