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Market Information
−Removed: Our common stock began trading on the Nasdaq under the symbol “BTBD” on November 12, 2021, and our warrants issued as part of the units we sold in the IPO commenced trading on the Nasdaq under the symbol “BTBDW” on November 12, 2021.
−Removed: As of March 1, 2024, approximately 38 stockholders of record had 6,246,118 shares of common stock issued and outstanding;
−Removed: one record holder had 4,041,957 common shares and warrants issued and outstanding.
−Removed: A substantial number of beneficial owners of our common stock and listed warrants hold their shares in street names.
+Added: Our common stock began trading on the Nasdaq Stock Market under the symbol “BTBD” on November 12, 2021, and our warrants issued as part of the units we sold in the IPO commenced trading on the Nasdaq Stock Market under the symbol “BTBDW” on November 12, 2021.
+Added: As of March 1, 2025, approximately 40 stockholders of record held 6,246,118 shares issued and outstanding shares of common stock.
+Added: The number of record holders is based on the actual number of holders registered on the books of our transfer agent and does not reflect holders of share held in “street name” or person, partnerships, associations, corporations, or other entities identified in security position listings maintained by depository trust companies.
We have never declared or paid cash dividends on our capital stock.
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Recent Sales of Unregistered Securities
−Removed: We did not sell any equity securities during the year that ended December 31, 2023.
+Added: We did not sell any equity securities during the year ended December 29, 2024.
Securities Authorized for Issuance under Equity Compensation Plans
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Awards that lapse or are forfeited become available again for grant.
−Removed: As of December 31, 2023, the Company has granted outstanding options to purchase 319,250 shares, including 194,250 common stock purchase options to employees, 110,000 to consultants, and 15,000 to non-employee directors.
−Removed: Non-employee director options were immediately vested, and grants to employees were subject to a four-year vesting requirement, with 20% vested upon grand and additional 20% vested annually in each of the succeeding four vesting each year.
−Removed: Included in the 110,000 options issued to consultants are warrants to purchase 100,000 shares.
−Removed: These warrants vest monthly over 60 months.
−Removed: 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”).
−Removed: The Grant Shares vest if our common stock trades for $8.50 per share for 20 consecutive trading days.
−Removed: This requirement triggers the Company’s right to redeem the common stock warrant issued in our November 2021 IPO.
−Removed: Plan Category
−Removed: Number of securities
−Removed: Number of securities remaining
−Removed: available for
+Added: As of December 29, 2024, the Company had granted options to purchase 340,000 shares of common stock, including 194,250 options granted to employees, 110,000 to consultants, and 35,000 to non-employee directors.
+Added: The initial grant of options to non-employee directors was immediately vested, and future grants to directors and grants to employees are subject to a four-year vesting requirement, with 20% vested upon the grant and an additional 20% vested annually in the succeeding four vesting years.
+Added: The 110,000 options for consultants include warrants to purchase 100,000 shares under a consulting agreement.
+Added: These consultant warrants vest monthly over 60 months.
+Added: Effective February 27, 2023, our board of directors approved a total grant of 250,000 shares of common stock to two officers (the “Grant Shares”).
+Added: The Grant Shares vest when our common stock trades for $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 IPO.
+Added: Number of Securities to be issued upon exercise of outstanding options
+Added: Weighted-average exercise price of outstanding options
+Added: Number of securities remaining available for issuance under equity compensation plans
Equity compensation plans approved by security holders
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Purchases of Equity Securities by the Issuer and Affiliated Purchasers.
−Removed: As disclosed in the table below, the Company purchased less than 150,000 shares of our common stock in a single open market purchase during the year ended December 31, 2023.
+Added: Share Repurchase Program
+Added: On June 6, 2024, we authorized a stock repurchase program, under which we may repurchase up to 625,000 shares, or approximately 10.0%, of our currently issued and outstanding common stock (the “2024 Share Repurchase Program”).
+Added: We have not established any maximum aggregate price to be paid for shares that we repurchase.
+Added: As of December 29, 2024, we repurchased an aggregate of 306,394 including 91,394 shares under the 2024 Share Repurchase Program.
+Added: We may purchase up to an additional 533,606 shares under the 2024 Share Repurchase Program.
+Added: We are purchasing the shares with available cash and may repurchase shares of our common stock from time to time, in amounts, at prices, and at such times as we deem appropriate, subject to market conditions, legal requirements and other considerations.
+Added: Our repurchases may be executed using open market purchases, unsolicited or solicited privately negotiated transactions or other transactions.
+Added: The 2024 Share Repurchase Program does not obligate us to repurchase any specific number of shares and may be suspended, modified or terminated at any time without prior notice.
+Added: The 2024 Share Repurchase Program does not contain a time limitation during which repurchases are permitted to occur.
+Added: The Company purchased 65,000 shares of its common stock in a single transaction in 2022, and in 2023, we initiated a share repurchase program.
+Added: Under the repurchase program, 150,000 shares were purchased in 2023 and 91,394 in 2024, as summarized below
Total number of shares purchased
Average price paid per share (1)
−Removed: number(or approximate
−Removed: dollar value)
+Added: as part of publicly
+Added: that may yet be
January 1 – December 31, 2023
+Added: January 1, 2024 – December 29, 2024
(1) Calculated inclusive of commissions.
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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.
−Removed: Including our three restaurant business acquisitions and our purchase of Bagger Dave’s shares 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.
−Removed: for an aggregate cost of $355,606 on December 31, 2023.
+Added: Including our three restaurant business acquisitions and our purchase of Bagger Dave’s shares for $1,260,000, we have invested the net proceeds in money market funds and equity securities, including the purchase from time to time of an aggregate of 1,398,110 shares of common stock of Noble Roman’s Inc.
+Added: for an aggregate cost of $333,256 as of December 29, 2024.
Noble Roman’s, Inc., is a public company based in Indianapolis, Indiana, operating pizza-focused food services, including nine full-service locations.
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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.