form8k051508.htm
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)
May
15, 2008
Commission
file number 1-13163
___________
YUM!
BRANDS, INC.
(Exact
name of registrant as specified in its charter)
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North
Carolina
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13-3951308
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(State
or other jurisdiction
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(I.R.S.
Employer
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of
incorporation or organization)
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Identification
No.)
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1441
Gardiner Lane, Louisville, Kentucky
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40213
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (502)
874-8300
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Former
name or former address, if changed since last
report: N/A
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation 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))
Section 5
- Corporate Governance and Management
Item 5.02
Departure of Directors or
Certain Officers; Election of Directors;
Appointment of Certain
Officers; Compensatory Arrangements of Certain
Officers.
(d)
Appointment of New Director
On May
15, 2008, the Company’s Board of Directors appointed Robert D. Walter as a
director, effective immediately. Mr. Walter’s appointment became effective prior
the Company’s annual meeting of shareholders on May 15, 2008, at which Mr.
Walter and the other twelve nominees recommended by the Board of Directors were
elected by shareholders to hold office until the 2009 annual
meeting. As of this filing, Mr. Walter has not been appointed to a
committee of the Board of Directors. There is no arrangement or understanding
between Mr. Walter and any other person pursuant to which he was selected as a
director.
(e)
Compensatory Arrangements of Certain Officers
On May
15, 2008, the shareholders of YUM! Brands, Inc. (the “Company”) approved the
third amendment of the YUM! Brands, Inc. Long Term Incentive Plan (the “LTIP”)
at the Company’s annual meeting of shareholders. The terms of the
LTIP, as amended through the third amendment, are set forth in the proxy
statement, dated April 11, 2008, for the annual meeting of
shareholders. The description of the amended LTIP in the section of
the proxy statement titled “A Proposal Relating to the Approval of the Company’s
Long-Term Incentive Plan as Amended through the Third Amendment” is incorporated
herein by reference.
Item
9.01
Financial Statements and Exhibits
(d)
Exhibits
99.1 YUM! Brands, Inc.
Long-Term Incentive Plan, as amended through the third amendment, which is
incorporated herein by reference to Appendix 1 to the Company’s Proxy Statement
dated April 11, 2008.
SIGNATURE
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.
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YUM! BRANDS,
INC.
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(Registrant)
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Date:
May 15, 2008
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/s/
John P. Daly
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Assistant
Secretary
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