SEC Form 4 · accession 0000921895-15-000858
NATHANS FAMOUS, INC. · NATH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert J Eide
Director
Period of report
Apr 2, 2015
Accepted (ET)
Apr 3, 2015 · 11:16 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000069733
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 24,325 | D | ||
| Common StockF1 | holding | — | — | — | 75,000 | I | By Lorber Alpha II LP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2010 Stock Incentive Plan (Right to Buy)F2 | $17.75 | Apr 2, 2015 | D | 2,500 | D | — | Jun 5, 2016 | Common Stock | 2,500 | 0 | D |
| 2010 Stock Incentive Plan (Right to Buy)F2 | $11.72 | Apr 2, 2015 | A | 3,787 | A | — | Jun 5, 2016 | Common Stock | 3,787 | 3,787 | D |
| 2010 Stock Incentive Plan (Right to Buy)F3 | $53.89 | Apr 2, 2015 | D | 10,000 | D | — | Aug 5, 2019 | Common Stock | 10,000 | 0 | D |
| 2010 Stock Incentive Plan (Right to Buy)F3 | $35.576 | Apr 2, 2015 | A | 15,149 | A | — | Aug 5, 2019 | Common Stock | 15,149 | 15,149 | D |
Explanation of responses
- F1These shares are held indirectly through Lorber Alpha II LP, for which Robert Eide is an officer and director of its general partner and a trustee of the controlling shareholders of such entity.
- F2In connection with the recent special cash dividend of the Issuer, the Issuer's Compensation Committee approved the exchange of options to purchase 2,500 shares at an exercise price of $17.75 for options to purchase 3,787 shares at an exercise price of $11.72. Pursuant to Article IV(e) of the Issuer's 2010 Stock Incentive Plan, the Compensation Committee has the authority to make appropriate provisions upon the Issuer's declaration of a special cash dividend. The original options vested 25% each on the first through fourth anniversaries of June 6, 2011, the grant date, and the new options will have the same vesting terms and expiration date as the original grant.
- F3In connection with the recent special cash dividend of the Issuer, the Issuer's Compensation Committee approved the exchange of options to purchase 10,000 shares at an exercise price of $53.89 for options to purchase 15,149 shares at an exercise price of $35.576. Pursuant to Article IV(e) of the Issuer's 2010 Stock Incentive Plan, the Compensation Committee has the authority to make appropriate provisions upon the Issuer's declaration of a special cash dividend. The original options were granted on August 6, 2014, and the new options will have the same vesting terms and expiration date as the original grant.