0001209191-22-057281.txt : 20221116
0001209191-22-057281.hdr.sgml : 20221116
20221116154718
ACCESSION NUMBER: 0001209191-22-057281
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20221114
FILED AS OF DATE: 20221116
DATE AS OF CHANGE: 20221116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kupferman Mark
CENTRAL INDEX KEY: 0001953929
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51485
FILM NUMBER: 221395062
MAIL ADDRESS:
STREET 1: 1030 WEST CANTON AVENUE
STREET 2: SUITE 100
CITY: WINTER PARK
STATE: FL
ZIP: 32789
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Ruths Hospitality Group, Inc.
CENTRAL INDEX KEY: 0001324272
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812]
IRS NUMBER: 721060618
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1225
BUSINESS ADDRESS:
STREET 1: 1030 W. CANTON AVENUE
STREET 2: SUITE 100
CITY: WINTER PARK
STATE: FL
ZIP: 32789
BUSINESS PHONE: (407) 333-7440
MAIL ADDRESS:
STREET 1: 1030 W. CANTON AVENUE
STREET 2: SUITE 100
CITY: WINTER PARK
STATE: FL
ZIP: 32789
FORMER COMPANY:
FORMER CONFORMED NAME: Ruths Chris Steak House, Inc.
DATE OF NAME CHANGE: 20050419
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-11-14
0
0001324272
Ruths Hospitality Group, Inc.
RUTH
0001953929
Kupferman Mark
1030 WEST CANTON AVENUE
SUITE 100
WINTER PARK
FL
32789
0
1
0
0
SVP, Chief Commercial Officer
RUTH
2022-11-14
4
A
0
10270
A
10270
D
Performance Share Units
2022-11-14
4
A
0
10270
A
Common Stock
10270
10270
D
Consists of shares of restricted stock, granted pursuant to the Company's 2018 Omnibus Incentive Plan, which vest 40% on November 14, 2023, 40% on November 14, 2024, and 20% on November 14, 2025.
Each Performance Share Unit (PSU) represents the right to receive, following vesting, up to 200% of one share of RUTH common stock. The number of PSUs reported assumes target performance. The number of shares of RUTH stock acquired upon vesting of the PSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three year performance period beginning with the first day of the fiscal year of the grant date and ending on the last day of the fiscal year of the second anniversary of the grant date.
Unless earlier forfeited under the terms of the PSU, each PSU vests and converts into no more than 200% of one share of RUTH common stock on November 14, 2025.
/s/ Marcy Norwood Lynch, under Power of Attorney
2022-11-16
EX-24
2
poa.txt
POA DOCUMENT
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints
each of Marcy N. Lynch and Kristy Chipman, signing singly, and their successors
in office and designees, the undersigned's true and lawful attorney-in-fact to:
(i) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director and/or owner of greater than 10% of the
outstanding Common Stock of Ruth's Hospitality Group, Inc., a Delaware
corporation (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a)
of the Securities Exchange Act of 1934 and the rules thereunder; and any other
forms or reports the undersigned may be required to file in connection with the
undersigned's ownership, acquisition or disposition of securities of the
Company; (ii) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any such
Form 3, 4 or 5 or other form or report and any amendments thereto and timely
file such form with the United States Securities and Exchange Commission and any
stock exchange or similar authority; and (iii) take any other action of any type
whatsoever in connection with the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact or such
attorney-in-fact's substitute or substitutes shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 8th day of November, 2022.
Signature: /s/ Mark Kupferman
Print Name: Mark Kupferman