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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): November 22, 2024

 

FAT Brands Inc.

(Exact name of Registrant as Specified in Its Charter)

 

Delaware   001-38250   82-1302696

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

9720 Wilshire Blvd., Suite 500

Beverly Hills, CA

   90212
(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))
   
☐ 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
Class A Common Stock   FAT   The Nasdaq Stock Market LLC
Class B Common Stock   FATBB   The Nasdaq Stock Market LLC
Series B Cumulative Preferred Stock   FATBP   The Nasdaq Stock Market LLC
Warrants to purchase Class A Common Stock   FATBW   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 5.08. Shareholder Director Nominations.

 

(a) To the extent applicable, the information in Item 8.01 of this Form 8-K is incorporated by reference into this Item 5.08.

 

Item 8.01. Other Events.

 

The 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of FAT Brands Inc. (the “Company”) has been scheduled for December 24, 2024. The time and location of the Annual Meeting will be set forth in the Company’s definitive proxy statement for the Annual Meeting to be filed with the Securities and Exchange Commission (“SEC”). Since the date of the Annual Meeting will be more than 30 days from the anniversary of the Company’s 2023 Annual Meeting of Stockholders, stockholders of the Company who wish to have a proposal considered for inclusion in the Company’s proxy materials for the Annual Meeting pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), must provide written notice to the Company at its corporate offices at FAT Brands Inc., 9720 Wilshire Blvd., Suite 500, Beverly Hills, CA 90212, Attention: Corporate Secretary, on or before November 27, 2024, which the Company has determined to be a reasonable time before it expects to begin to print and mail its proxy materials for the Annual Meeting. Stockholder proposals intended to be considered for inclusion in the Company’s proxy materials for the Annual Meeting must comply with the deadline set forth above as well as all the applicable rules and regulations promulgated by the SEC under the Exchange Act.

 

Pursuant to the Company’s Bylaws, stockholders seeking to bring business before the Annual Meeting or to nominate candidates for election as directors at the Annual Meeting were required to deliver such proposals or nominations to the principal executive offices of the Company between August 16, 2024 and September 15, 2024, and also comply with the requirements of Delaware law, the rules and regulations promulgated by the SEC and the Company’ Bylaws, as applicable. No such proposals or nominations were received.

 

 
 

 

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: November 22, 2024

 

  FAT Brands Inc.
     
  By: /s/ Kenneth J. Kuick
    Kenneth J. Kuick
    Chief Financial Officer

 

 

 

 

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Nov. 22, 2024
Document Type 8-K
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Entity File Number 001-38250
Entity Registrant Name FAT Brands Inc.
Entity Central Index Key 0001705012
Entity Tax Identification Number 82-1302696
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 9720 Wilshire Blvd.
Entity Address, Address Line Two Suite 500
Entity Address, City or Town Beverly Hills
Entity Address, State or Province CA
Entity Address, Postal Zip Code 90212
City Area Code (310)
Local Phone Number 319-1850
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Class A Common Stock  
Title of 12(b) Security Class A Common Stock
Trading Symbol FAT
Security Exchange Name NASDAQ
Class B Common Stock  
Title of 12(b) Security Class B Common Stock
Trading Symbol FATBB
Security Exchange Name NASDAQ
Series B Cumulative Preferred Stock  
Title of 12(b) Security Series B Cumulative Preferred Stock
Trading Symbol FATBP
Security Exchange Name NASDAQ
Warrants to purchase Class A Common Stock  
Title of 12(b) Security Warrants to purchase Class A Common Stock
Trading Symbol FATBW
Security Exchange Name NASDAQ
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