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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): July 14, 2022

Sovos Brands, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-40837

81-5119352

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

168 Centennial Parkway, Suite 200
Louisville, CO

80027

(Address of principal executive offices)

(Zip Code)

(720) 316-1225

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

    

Trading Symbol(s)

    

Name of each exchange on which
registered

Common Stock, $0.001 par value

SOVO

The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On July 14, 2022, the Board of Directors (the “Board”) of Sovos Brands, Inc. (the “Company”) elected Mr. Tamer Abuaita as an independent director of the Company. Mr. Abuaita will serve as a Class III Director, for a term expiring at the annual meeting of stockholders to be held in 2024, and as a member of the Audit Committee of the Board. Mr. Abuaita will be entitled to receive the compensation that the Company provides to directors pursuant to the Company’s director compensation program, under terms consistent with those previously disclosed by the Company. In addition, in connection with his appointment, Mr. Abuaita has been granted restricted stock units with an aggregate value of $100,000, pursuant to the Company’s 2021 Equity Incentive Plan.

Mr. Abuaita has served as the Senior Vice President, Operations and Chief Supply Chain Officer for Stanley Black & Decker, Inc. since January 2022. Previously, Mr. Abuaita served as Chief Supply Chain Officer for SC Johnson Company from June 2015 to January 2022 where he was responsible for establishing a global end to end supply chain, from January 2008 to June 2015, he held various positions at The Kraft Heinz Company, including serving as Senior Vice President, Operations responsible for global operations. Mr. Abuaita earned his Bachelor of Science in Business from California Polytechnic State University, San Luis Obispo and his M.B.A. with a Finance concentration from Vanderbilt University.

There are no arrangements or understandings between Mr. Abuaita and any other persons pursuant to which Mr. Abuaita was elected as a director of the Company and there are no family relationships between Mr. Abuaita and any of the Company’s other directors or executive officers. Mr. Abuaita is not a party to any current or proposed transaction with the Company for which disclosure is required under Item 404(a) of Regulation S-K. In addition, Mr. Abuaita has entered into an indemnification agreement with the Company consistent with the form of indemnification agreement entered into between the Company and existing directors and executive officers.

Item 7.01 Regulation FD Disclosures

A copy of the Company’s press release announcing the appointment of Mr. Abuaita as a director of the Company is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description

99.1 Press release dated July 18, 2022.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 thereto duly authorized.

SOVOS BRANDS, INC.

By:

/s/ James Potter

Name:

James Potter

Title:

Interim General Counsel

Date: July 18, 2022

Exhibit 99.1

Sovos Brands Announces Appointment of Tamer Abuaita to Board of Directors

LOUISVILLE, Colo. – July 18, 2022 – Sovos Brands, Inc. (Nasdaq: SOVO) today announced the addition of Tamer Abuaita, Senior Vice President, Operations and Chief Supply Chain Officer at Stanley Black & Decker, Inc. to its Board of Directors.

“Tamer is a transformational supply chain leader, who brings more than two decades of leadership and experience in the consumer products space to the Sovos Brands Board,” said William R. Johnson, Chairman of the Board for Sovos Brands and operating partner with Advent International. “His expertise spans a wide variety of industries, including nearly 15 years at multiple established packaged food companies with global scale. We are thrilled to welcome him to the Board, and we look forward to his support as we execute our vision of sharing our delicious, one-of-a-kind food brands with consumers.”

Mr. Abuaita has a proven record of optimizing supply chains on a domestic and global level, with more than 25 years of experience in quality and operations management. He began his career at consumer packaging company Sonoco before transitioning to the packaged food space with roles at Nestlé USA and Conagra Brands. In 2008, Mr. Abuaita joined The Kraft Heinz Company, holding multiple leadership positions over the course of nearly a decade, ultimately advancing to Senior Vice President, Global Logistics and Transformation. He also served as Senior Vice President, Global Supply Chain with SC Johnson.

“I am pleased to join the exceptional group of leaders on the Sovos Brands Board and lend my expertise as the company continues to scale its impressive portfolio of unique, authentic and delicious food brands,” said Abuaita. “This is a one-of-a-kind company, and I look forward to playing a part in supporting its long-term success.”

About Sovos Brands, Inc.

Sovos Brands, Inc. is a consumer-packaged food company focused on acquiring and building disruptive growth brands that bring today’s consumers great tasting food that fits the way they live. The Company’s product offerings include a variety of pasta sauces, dry pasta, soups, frozen entrées, yogurts, pancake and waffle mixes, other baking mixes, and frozen waffles, all of which are sold in the United States under the brand names Rao’s, Michael Angelo’s, noosa, and Birch Benders. All Sovos Brands’ products are built with authenticity at their core, providing consumers with one-of-a-kind food experiences that are genuine, delicious, and unforgettable. The Company is headquartered in Louisville, Colorado. For more information on Sovos Brands and its products, please visit www.sovosbrands.com.