MCW Mister Car Wash Inc

 

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): February 08, 2024

 

 

Mister Car Wash, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-40542	47-1393909
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
222 E. 5th Street
Tucson, Arizona				85705
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (520) 615-4000

 

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:

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, par value $0.01 per share		MCW		The New York Stock Exchange

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 February 8, 2024, the Board of Directors ("the Board") of Mister Car Wash, Inc. (the "Company") appointed Atif Rafiq to serve as a director of the Board and as a member of the Board's Nominating and Corporate Governance Committee. Mr. Rafiq will serve for a term expiring at the Company's 2024 annual meeting of stockholders and will stand for election at the same annual meeting. Mr. Rafiq's compensation will be consistent with the Company's non-employee director compensation policy, described in the Company's most recent proxy statement filed with the Securities and Exchange Commission on April 12, 2023, under the heading "2022 Director Compensation." There are no arrangements or understandings between Mr. Rafiq and any other persons pursuant to which he was elected as a director, and there are no family relationships between Mr. Rafiq and any director or other executive officer of the Company.

Item 7.01 Regulation FD Disclosure.

On February 8, 2024, the Company issued a press release announcing Mr. Rafiq’s appointment. A copy of the press release is attached as Exhibit 99.1 to this report.

 

The information in this Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
99.1		Press Release issued by Mister Car Wash, Inc., dated February 9, 2024
104		Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline Instance 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 hereunto duly authorized.

			Mister Car Wash, Inc.
Date:	February 9, 2024	By:	/s/ Markus Hartmann
			Markus Hartmann General Counsel

 

---

Exhibit 99.1

 

Mister Car Wash Announces Appointment of Atif Rafiq to Board of Directors

 

TUCSON, Ariz.--(BUSINESS WIRE)-- Mister Car Wash, Inc. (the "Company") (NYSE: MCW), the nation's largest car wash company, is pleased to announce the appointment of Atif Rafiq to its Board of Directors, effective February 8, 2024. Mr. Rafiq will serve as a nomination and corporate governance committee member.

"Mr. Rafiq's extensive experience in digital strategy, customer experience, and business innovation makes him an invaluable addition to our board," said John Lai, Chairperson and CEO of Mister Car Wash. "We are confident that his insights and guidance will significantly contribute to our strategic objectives and our ongoing commitment to delivering exceptional service to our customers."

Mr. Rafiq brings a wealth of experience and a proven track record in leading digital transformations and driving growth in various industries, having served in various leadership roles at McDonald's, Amazon, Volvo, and MGM Resorts International. "Mister is an innovative company with a unique opportunity to scale to even greater heights. I'm looking forward to rolling up my sleeves and helping the management team continue their upward trajectory," said Mr. Rafiq.

His appointment reflects Mister Car Wash's dedication to fostering a dynamic leadership team equipped to navigate the evolving landscape of the car wash industry and drive sustainable growth.

About Mister Car Wash® | Inspiring People to Shine®
Headquartered in Tucson, AZ, Mister Car Wash, Inc. (NYSE: MCW) operates over 450 car washes nationwide and has North America's largest car wash subscription program. With over 25 years of car wash experience, the Mister team is focused on operational excellence and delivering a memorable customer experience through elevated hospitality. The Mister brand is anchored in quality, friendliness, and a commitment to the communities we serve as good stewards of the environment and the resources we use. We believe that when you take care of your people, they will take care of your customers. To learn more visit: http://www.mistercarwash.com.

Forward-Looking Statements

This press release includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release include but are not limited to Mister Car Wash's expansion efforts and branding initiatives. Words including "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "potential," "predict," "seek," or

---

 

"should," or the negative thereof or other variations thereon or comparable terminology are intended to identify forward-looking statements. In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance, or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking.

These forward-looking statements are based on management's current expectations and beliefs. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause the Company's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: developments involving the Company's competitors and its industry; the Company's ability to attract new customers, retain existing customers and maintain or grow its number of subscription members; potential future impacts of the COVID-19 pandemic; the Company's ability to open and operate new locations in a timely and cost-effective manner; the Company's ability to identify suitable acquisition targets and consummate such acquisitions on attractive terms; the Company's ability to maintain and enhance its brand reputation; the Company's reliance on and relationships with third-party suppliers; risk related to the Company's indebtedness and capital requirements; risk related to governmental laws and regulations applicable to the Company and its business; the Company's ability to maintain security and prevent unauthorized access to electronic and other confidential information; and the other important factors discussed under the caption "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022, as such factors may be updated from time to time in its other filings with the SEC, which are accessible on the SEC's website at http://www.sec.gov and Investor Relations section of the Company's website at https://ir.mistercarwash.com.

These and other important factors could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any forward-looking statement that the Company makes in this press release speaks only as of the date of such statement. Except as required by law, the Company does not undertake any obligation to update or revise or to publicly announce any update or revision to any of the forward-looking statements, whether as a result of new information, future events, or otherwise.

Contacts

Media
media@mistercarwash.com

Investor Relations
John Rouleau
ir@mistercarwash.com

Source: Mister Car Wash, Inc.

---

v3.24.0.1

Document And Entity Information	Feb. 08, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 08, 2024
Entity Registrant Name	Mister Car Wash, Inc.
Entity Central Index Key	0001853513
Entity Emerging Growth Company	false
Entity File Number	001-40542
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-1393909
Entity Address, Address Line One	222 E. 5th Street
Entity Address, City or Town	Tucson
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85705
City Area Code	(520)
Local Phone Number	615-4000
Entity Information, Former Legal or Registered Name	Not Applicable
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	MCW
Security Exchange Name	NYSE

---