2 unchanged sentences
Our common stock began trading on Nasdaq under the symbol “BTBD” on November 12, 2021.
−Removed: Our warrants issued as part of the units we sold in the initial public offering began trading on Nasdaq under the symbol “BTBDW” on November 12, 2021.
−Removed: As of March 15, 2022, there were approximately 54 stockholders of record of 6,461,118 shares of common stock issued and outstanding and one holder of record of 2,746,388 warrants issued and outstanding.
−Removed: A significant number of beneficial owners of our common stock and listed warrants hold their securities in street name.
+Added: Our warrants issued as part of the units we sold in the IPO commenced trading on Nasdaq under the symbol “BTBDW” on November 12, 2021.
+Added: As of April 9, 2023, there were approximately 41 stockholders of record of 6,396,118 shares of common stock issued and outstanding and one holder of record of 2,746,838 warrants issued and outstanding.
+Added: A significant number of beneficial owners of our common stock and listed warrants hold their shares in street names.
We have never declared or paid cash dividends on our capital stock.
We do not anticipate paying cash dividends on our common stock in the foreseeable future.
−Removed: We currently intend to retain all available funds and any future earnings to support our operations and finance the growth and development of our business.
+Added: We intend to retain all available funds and any future earnings to support our operations and finance the growth and development of our business.
Any future determination related to our dividend policy will be made at the discretion of our board of directors and will depend upon, among other factors, our results of operations, financial condition, capital requirements, contractual restrictions, business prospects, the requirements of current or then-existing debt instruments and other factors our board of directors may deem relevant.
Recent Sales of Unregistered Securities
−Removed: During the year ended January 2, 2022, we issued options to purchase 15,000 shares of common stock under the 2019 BT Brands, Inc.
−Removed: Incentive Plan (the “2019 Incentive Plan”) as stock awards to three directors of the Company in connection with their joining the board of directors.
−Removed: The options are exercisable at $5 per share at any time through 2031.
−Removed: The issuances of the securities under the 2019 Incentive Plan were exempt from registration under the Securities Act under Rule 701 promulgated under Section 3(b) of the Securities Act of 1933, as amended (the “Securities Act”) in that the transactions were under a compensatory benefit plan as provided under Rule 701.
+Added: During the year that ended January 1, 2023, we did not sell any equity securities.
Securities Authorized for Issuance under Equity Compensation Plans
−Removed: The following information is as of January 2, 2022.
+Added: In October 2019, our board of directors and stockholders adopted the 2019 Incentive Stock Plan (the “Plan”).
+Added: At the Annual Stockholders Meeting held in December 2022, the stockholders authorized the increase of shares available for grant under the Plan from 250,000 shares to 1,000,000 shares.
+Added: The Plan is a comprehensive incentive compensation plan under which we can grant equity-based and other incentive awards to officers, employees and directors of, and consultants and advisers to, BT Brands and its subsidiaries.
+Added: The plan aims to help attract, motivate and retain qualified personnel and enhance stockholder value.
+Added: Awards that lapse or are forfeited become available again for grant.
+Added: As of January 1, 2023, the Company has granted outstanding options to purchase 220,250 shares, including 213,700 common stock purchase options to employees, 10,000 to a consultant, and 15,000 to non-employee directors.
+Added: Non-employee director options were immediately vested and grants to employees were subject to a four-year vesting requirement, with one-fourth of the options vesting each year.
+Added: Effective February 27, 2023, our board of directors approved a total grant of 250,000 shares of its common stock to two officers (the “Grant Shares”).
+Added: The Grant Shares vest if our common stock trades at a price of $8.50 per share for 20 consecutive trading days.
+Added: This requirement triggers the Company’s right to redeem the common stock warrant issued in our November 2021 IPO.
Plan Category
−Removed: securities to be
−Removed: issued upon exercise of outstanding
−Removed: restricted stock units
−Removed: Weighted-average
−Removed: exercise price of
−Removed: securities remaining
−Removed: available for
−Removed: future issuance
+Added: Number of securities to be
+Added: outstanding options
+Added: Weighted-average exercise price of
+Added: Number of securities remaining available for
+Added: future issuance under equity
compensation plans
1 unchanged sentence
Equity compensation plans not approved by security holders
−Removed: Selected Financial Data.
−Removed: As a “smaller reporting company” as defined by Rule 12b-2 of the Exchange Act and Item 10 (f)(1) of Regulation S-K, the Company has elected to comply with certain scaled disclosure reporting obligations and is not required to provide the information required by this item.
+Added: Purchases of Equity Securities by the Issuer and Affiliated Purchasers.
+Added: During the quarter ended January 1, 2023, the Company purchased less than 0.1 million shares of our common stock in open market purchases, as disclosed in the table below.
+Added: Total number of shares purchased
+Added: Average price paid per share (1)
+Added: Total number of shares purchased as part of publicly announced plans or programs
+Added: Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs
+Added: December 1 – December 31, 2022
+Added: (1) Calculated inclusive of commissions.
+Added: Report of Offering of Securities and Use of Proceeds Therefrom.
+Added: On November 12, 2021, we completed our IPO of 2,400,000 units with a public offering price of $5.00 per unit, each containing one share of common stock and one warrant to purchase one share of Common Stock at an exercise price of $5.50 per share pursuant to our Registration Statement on Form S-1 (as amended) (File No.
+Added: Maxim Group LLC and Joseph Gunnar & Co., LLC served as the representatives of several underwriters in the underwritten public offering.
+Added: The net proceeds from the offering were approximately $10.68 million after deducting underwriting discounts, commissions, and offering expenses.
+Added: There has been no material change in the planned use of proceeds from our IPO as described in our final prospectus, dated November 16, 2021, which was filed with the SEC on November 16, 2021, pursuant to Rule 424(b) under the Securities Act.
+Added: No payments were made by us to directors, officers or persons owning ten percent or more of our common stock or to their associates or our affiliates other than payments in the ordinary course of business to officers for salaries.
+Added: Including our three restaurant business acquisitions and our purchase of 41.2% of Bagger Dave’s for $1,260,000, we have invested the net proceeds in money market funds and equity securities including the purchase of 1,098,690 shares of Noble Roman’s Inc.
+Added: for an aggregate cost of $231,115 at January 1, 2023.
+Added: Noble Roman’s, Inc., is a public company, based in Indianapolis, Indiana operating pizza-focused food services including nine full-service locations.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.