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): April 29, 2025
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 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective April 29, 2025, Robert Rosen stepped down from his position as Co-Chief Executive Officer of FAT Brands Inc. (the “Company”), and Taylor Wiederhorn was appointed Co-Chief Executive Officer of the Company. Mr. Rosen will continue to serve as an outside consultant and strategic advisor to the Company. Kenneth Kuick will continue to serve as the other Co-Chief Executive Officer and Chief Financial Officer of the Company.
Mr. Wiederhorn, age 36, has served as a director of the Company since March 2023, and has been the Chief Development Officer of the Company since October 2017. He graduated from the USC Marshall School of Business with a Bachelor of Science degree in Business Administration with a concentration in Corporate Finance. There was no change in Mr. Wiederhorn’s compensation in connection with his appointment as Co-Chief Executive Officer of the Company, and there are no transactions or proposed transactions to which the Company is a party or an intended party in which Mr. Wiederhorn has or will have a material interest subject to disclosure under Item 404(a) of Regulation S-K, other than in connection with his current employment relationship with the Company. Mr. Wiederhorn is the son of Andrew Wiederhorn, grandson of Donald Berchtold, nephew of Tyler Child and brother of Thayer Wiederhorn and Mason Wiederhorn, none of whom have a material interest in his employment or share a household with him.
Mr. Rosen agreed to serve as an outside consultant and strategic advisor to the Company following his departure as Co-Chief Executive Officer and Head of Debt Capital Markets. As a consultant, Mr. Rosen will receive monthly compensation of $45,833.33 and will advise the Company and its subsidiaries primarily in the areas of debt and equity capital markets activities and strategies. He will also continue to vest in his previously awarded equity grants under the Company’s 2017 Omnibus Equity Incentive Plan while he serves as a consultant.
Item 7.01 Regulation FD Disclosure.
On April 29, 2025, the Company issued a press release announcing the departure of Robert Rosen and appointment of Taylor Wiederhorn as Co-Chief Executive Officer of the Company. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference into this Item 7.01 in satisfaction of the public disclosure requirements of Regulation FD. The information in the attached press release is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
99.1 | Press Release, dated April 29, 2025 | |
104 | Cover Page Interactive Data File (embedded within the Inline 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 thereunto duly authorized.
Date: May 2, 2025
FAT Brands Inc. | ||
By: | /s/ Kenneth J. Kuick | |
Kenneth J. Kuick | ||
Chief Financial Officer |
Exhibit 99.1
FAT Brands Announces Appointment of Taylor Wiederhorn as Co-CEO
Rob Rosen Transitions to Consulting Role at Global Restaurant Franchising Company
LOS ANGELES, April 29, 2025 (GLOBE NEWSWIRE) — FAT (Fresh. Authentic. Tasty.) Brands Inc., parent company of Round Table Pizza, Fatburger, Johnny Rockets and 15 other restaurant concepts, announces the appointment of Taylor Wiederhorn as Co-Chief Executive Officer. Effective today, April 29, Rob Rosen will transition from his role as Co-CEO to a consulting position focused on debt/capital markets for the company. Ken Kuick will continue to serve as Co-Chief Executive Officer and Chief Financial Officer.
“For the last eight years, I have served as Chief Development Officer, overseeing the sale of thousands of new franchise locations across our portfolio of brands. Most recently, in 2023, I assumed the role of brand CEO for 15 of our concepts,” said Taylor Wiederhorn, Chief Development Officer of FAT Brands. “Stepping into the Co-CEO role will be a seamless transition as I am confident that my unique background and growth perspective will complement the financial acumen of Co-CEO, Ken Kuick.”
“It has been an incredible four years at FAT Brands—filled with numerous strategic acquisitions, assuming the role of Co-CEO in 2023, and most recently, the IPO of Twin Hospitality Group,” said Rob Rosen, Co-CEO of FAT Brands. “I look forward to continuing to help drive the company forward, maintaining a consulting role focused on debt/capital markets.”
For more information on FAT Brands, visit www.fatbrands.com.
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About FAT (Fresh. Authentic. Tasty.) Brands
FAT Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets and develops fast casual, quick-service, casual and polished casual dining restaurant concepts around the world. The Company currently owns 18 restaurant brands: Round Table Pizza, Fatburger, Marble Slab Creamery, Johnny Rockets, Fazoli’s, Twin Peaks, Great American Cookies, Smokey Bones, Hot Dog on a Stick, Buffalo’s Cafe & Express, Hurricane Grill & Wings, Pretzelmaker, Elevation Burger, Native Grill & Wings, Yalla Mediterranean and Ponderosa and Bonanza Steakhouses, and franchises and owns over 2,300 units worldwide. For more information on FAT Brands, please visit www.fatbrands.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect expectations of FAT Brands Inc. (“we” or “our”) concerning the future and are subject to significant business, economic and competitive risks, uncertainties and contingencies. These factors are difficult to predict and beyond our control, and could cause our actual results to differ materially from those expressed or implied in such forward-looking statements. We refer you to the documents that we file from time to time with the Securities and Exchange Commission, such as our reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other factors. We undertake no obligation to update any forward-looking statement to reflect events or circumstances occurring after the date of this press release.
MEDIA CONTACT:
Erin Mandzik, FAT Brands
emandzik@fatbrands.com
860-212-6509