On February 1, 2019, Engaged Capital, LLC and certain of its affiliates entered into a cooperation agreement with Del Frisco's Restaurant Group, Inc. Engaged Capital stated that pursuant to the cooperation agreement, the Company increased the size of the Board of Directors by 1 member and appointed Joseph E. Reece as a Class III director and was also appointed as Chairman of the Transaction Committee of the Board, with incumbent directors Pauline J. Brown and David B. Barr also serving as members of the committee. Engaged Capital also stated that the Company agreed that, subject to Engaged Capital maintaining a minimum ownership threshold, prior to the conclusion of the Company’s 2020 annual meeting of stockholders, (i) the size of the Board shall not exceed 9 members and (ii) the Company shall not seek to change the class in which any director serves. Engaged Capital added that the Company also agreed to terminate its stockholder rights plan.