Item 5. Other Information.
2K characters. Original on sec.gov ·
Item 5. Other Information.
Rule 10b5-1 Trading Plans
Our directors and officers (as defined in Section 16 of the Exchange Act (“Section 16”)) may from time to time enter into plans for the purchase or sale of Domino’s stock that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
During the fiscal quarter ended June 15, 2025, the following Section 16 officers adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408 under Regulation S-K of the Exchange Act):
Joseph H. Jordan, our Chief Operating Officer and President—U.S., adopted a new Rule 10b5-1 trading arrangement on May 2, 2025. The plan’s maximum duration is until November 6, 2026, and first trades will not occur until August 1, 2025 at the earliest. The trading plan, which is subject to certain conditions, is intended to permit Mr. Jordan to exercise and sell from time to time (i) a total of 5,450 stock options in two tranches set to expire on July 20, 2026 and (ii) a tranche of 4,870 stock options set to expire on November 7, 2026.
Sandeep Reddy, our Executive Vice President—Chief Financial Officer, adopted a new Rule 10b5-1 trading arrangement on May 6, 2025. The plan’s maximum duration is until March 31, 2026, and first trades will not occur until March 10, 2026 at the earliest. The trading plan, which is subject to certain conditions, is intended to permit Mr. Reddy to sell from time to time an aggregate of up to 5,308 shares of our common stock.
Kelly E. Garcia, our Executive Vice President—Chief Technology and Data Officer, adopted a new Rule 10b5-1 trading arrangement on May 13, 2025. The plan’s maximum duration is until July 31, 2026, and first trades will not occur until September 2, 2025 at the earliest. The trading plan, which is subject to certain conditions, is intended to permit Mr. Garcia to exercise and sell from time to time a tranche of 1,950 stock options set to expire on July 20, 2026.
The Rule 10b5-1 trading arrangements described above were adopted and precleared in accordance with Domino’s Insider Trading Policy and actual sale transactions made pursuant to such trading arrangements will be disclosed publicly in future Section 16 filings with the SEC.
No other directors or officers adopted, modified and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 under Regulation S-K of the Exchange Act, during the last fiscal quarter.
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