Current Report Filing (8-k)
19 Agosto 2021 - 10:59PM
Edgar (US Regulatory)
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2021-08-16
2021-08-16
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2021-08-16
2021-08-16
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2021-08-16
2021-08-16
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FAT:WarrantsToPurchaseCommonStockMember
2021-08-16
2021-08-16
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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): August 16, 2021
FAT
Brands Inc.
(Exact
name of Registrant as Specified in Its Charter)
Delaware
|
|
001-38250
|
|
82-1302696
|
(State
or Other Jurisdiction
|
|
(Commission
|
|
(IRS
Employer
|
of
Incorporation)
|
|
File
Number)
|
|
Identification
No.)
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9720
Wilshire Blvd., Suite 500
Beverly
Hills, CA
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|
90212
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(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
Registrant’s
Telephone Number, Including Area Code: (310) 319-1850
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 (see General Instructions A.2. below):
☐
|
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))
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|
|
☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, par value $0.0001 per share
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FAT
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The
Nasdaq Stock Market LLC
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Series
B Cumulative Preferred Stock, par value $0.0001 per share
|
|
FATBP
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|
The
Nasdaq Stock Market LLC
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Warrants
to purchase Common Stock
|
|
FATBW
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|
The
Nasdaq Stock Market LLC
|
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 3.03 Material Modification to Rights of Security Holders.
The
disclosure set forth under Item 5.03 below is incorporated by reference into this Item 3.03.
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change In Fiscal Year.
On
August 16, 2021, FAT Brands Inc. (the “Company”) filed its Second Amended and Restated Certificate of Incorporation (the
“Amended Certificate”) with the Secretary of State of the State of Delaware, which among other things, (i) authorized
50,000,000 shares of Class A Common Stock and 1,600,000 shares of Class B Common Stock, and (ii) reclassified the Company’s outstanding
shares of Common Stock as Class A Common Stock as of such date. A description of the key provisions of the Amended Certificate
is included in the Company’s Information Statement on Schedule 14C filed with the Securities
and Exchange Commission on July 20, 2021. The foregoing is qualified in its entirety by reference to the full text of the Amended Certificate,
which is filed as Exhibit 3.1 hereto and incorporated by reference herein.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
104
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Cover
Page Interactive Data File (embedded within the Inline XBRL document)
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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.
Date:
August 19, 2021
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FAT
Brands Inc.
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|
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By:
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/s/
Kenneth J. Kuick
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Kenneth
J. Kuick
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Chief
Financial Officer
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Grafico Azioni FAT Brands (NASDAQ:FATBP)
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