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): June 19, 2009
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THE
STEAK N SHAKE COMPANY
(Exact
name of registrant as specified in its
charter)
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INDIANA
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0-8445
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37-0684070
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(State
or other jurisdiction
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(Commission
File Number)
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(I.R.S.
Employer
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of
incorporation)
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Identification
No.)
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36
S. Pennsylvania Street, Suite 500
Indianapolis,
Indiana
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46204
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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: (317)
633-4100
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Not
Applicable
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(Former
name or former address, if changed since last
report.)
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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))
Item
5.02
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT
OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
On June 19,
2009, the Compensation Committee of the Board of Directors voted unanimously to
increase the salary of the Chairman, President and Chief Executive Officer,
Sardar Biglari, to $900,000 per year effective immediately. Mr.
Biglari’s previous salary had been $280,000. Mr. Biglari does not
have an employment agreement and will not participate in any bonus program or
receive any stock or stock option grants. Mr. Biglari does not
receive any separate compensation for serving as a Director or Chairman of the
Board of Directors.
Item 8.01 OTHER
EVENTS
On June 24,
2009, the Company closed on a transaction repaying in full all sums due and
owing under, and terminating, the Amended and Restated Note Purchase and Private
Shelf Agreement between the Company and The Prudential Insurance Company of
America originally dated as of September 20, 2002, as amended. The
Company’s payment included $12.1 million in principal and
interest and $0.5 million of yield maintenance
premium.
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 thereunto duly
authorized.
THE STEAK N SHAKE
COMPANY
By: /s/ Duane E.
Geiger
Duane E.
Geiger
Interim
Chief Financial Officer, Vice President and Controller
Dated:
June 25, 2009