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Item 5. Market for Registrant’s Common Equity

2022-12-14 compared with 2021-12-14 · 41 added, 33 removed, 11 unchanged (87% of the section changed)

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

common stock is quoted on the NASDAQ Global Market under the symbol “RICK.”

December 10, 2021, the closing stock price for our common stock as reported by NASDAQ was $63.66, and there were 147

stockholders of record of our common stock (excluding broker held shares in “street name”).

Currently, we estimate that

there are approximately 9,300 stockholders having beneficial ownership in street name.

Agent and Registrar

transfer agent and registrar for our common stock is Colonial Stock Transfer Company, Inc., 66 Exchange Place, 1st Floor, Salt Lake City,

to 2016, we had not paid cash dividends on our common stock.

Starting in March 2016, in conjunction with our share buyback program (see

discussion below), our Board of Directors has declared regular quarterly cash dividends of $0.03 per share, except for the fourth quarter

of fiscal 2019, the second and fourth quarters of fiscal 2020, and all four quarters of fiscal 2021 when we paid $0.04 per share.

fiscal 2021, 2020, and 2019, we paid cash dividends totaling $1.4 million, $1.3 million, and $1.3 million, respectively.

In connection with the September 2021 Refinancing

Note (see Note 9 to our consolidated financial statements), we have agreed to not pay out any dividends or distributions;

provided that,

we are permitted to continue to pay our quarterly dividend in the amount of $0.04 per share per quarter ($0.16 per year) unless the debt

service coverage in connection with the loan falls below 1.4x for three consecutive quarters, in which event such quarterly dividend

must be suspended until such time as the 1.4x debt service coverage is achieved.

of Equity Securities by the Issuer

the three months ended September 30, 2021, we did not repurchase any shares of our common stock.

Compensation Plan Information

Performance Graph

following chart compares the 5-year cumulative total stock performance of our common stock;

Our common stock is quoted on the NASDAQ Global Market under the symbol “RICK.”

On December 9, 2022, the closing stock price for our common stock as reported by NASDAQ was $83.63, and there were 131 stockholders of record of our common stock (excluding broker held shares in “street name”).

Currently, we estimate that there are approximately 10,700 stockholders having beneficial ownership in street name.

Transfer Agent and Registrar

The transfer agent and registrar for our common stock is Colonial Stock Transfer Company, Inc., 66 Exchange Place, 1st Floor, Salt Lake City, Utah 84111.

Dividend Policy

Prior to 2016, we had not paid cash dividends on our common stock.

Starting in March 2016, in conjunction with our share buyback program (see discussion below), our Board of Directors declared regular quarterly cash dividends of $0.03 per share, except for the fourth quarter of fiscal 2019, the second and fourth quarters of fiscal 2020, and all four quarters of fiscal 2021 when we paid $0.04 per share.

In the second quarter of fiscal 2022, we increased our regular quarterly dividends to $0.05 per share.

During fiscal 2022, 2021, and 2020, we paid cash dividends totaling $1.8 million, $1.4 million, and $1.3 million, respectively.

Purchases of Equity Securities by the Issuer

Our share repurchase activity during the three months ended September 30, 2022 was as follows:

Period Total Number of Shares (or Units) Purchased Average Price Paid per Share (or Unit) (1)

Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs (2)

Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet be Purchased Under the Plans or Programs (3)

July 1-31, 2022 37,200 $ 52.66 37,200 $ 19,945,243

August 1-31, 2022 5,050 $ 58.46 5,050 $ 19,650,034

September 1-30, 2022 12,223 $ 64.28 12,223 $ 18,864,381

54,473 $ 55.80 54,473

(1) Prices include any commissions and transaction costs.

(2) All shares were purchased pursuant to the repurchase plans approved by the Board of Directors as disclosed in our most recent Annual Report on Form 10-K.

(3) On May 24, 2022, the Board of Directors approved a $25.0 million increase in the Company's share repurchase program.

Equity Compensation Plan Information

On February 7, 2022, our board of directors approved the 2022 Stock Option Plan (the “2022 Plan”).

The board’s adoption of the 2022 Plan was approved by the shareholders during the annual stockholders' meeting on August 23, 2022.

The 2022 Plan provides that the maximum aggregate number of shares of common stock underlying options that may be granted under the 2022 Plan is 300,000.

The options granted under the 2022 Plan may be either incentive stock options or non-qualified options.

The 2022 Plan is administered by the compensation committee of the board of directors.

compensation committee has the exclusive power to select individuals to receive grants, to establish the terms of the options granted to each participant, provided that all options granted shall be granted at an exercise price not less than the fair market value of the common stock covered by the option on the grant date, and to make all determinations necessary or advisable under the 2022 Plan.

On February 9, 2022, the board of directors approved a grant of 50,000 stock options each to six members of management subject to the approval of the 2022 Plan.

See Note 13 to our consolidated financial statements for details.

Stock Performance Graph

The following chart compares the five-year cumulative total stock performance of our common stock;

the NASDAQ Composite Index (IXIC);

2000 Index (RUT);

the Russell 2000 Index (RUT);

and the Dow Jones U.S.

Restaurant & Bar Index (DJUSRU), our peer index.

The graph assumes a hypothetical investment

of $100 on September 30, 2016 in each of our common stock and each of the indices, and that all dividends were reinvested.

The measurement

points utilized in the graph consist of the last trading day as of September 30 each year, representing the last day of our fiscal year.

The graph assumes a hypothetical investment of $100 on September 30, 2017 in each of our common stock and each of the indices, and that all dividends were reinvested.

The measurement points utilized in the graph consist of the last trading day as of September 30 each year, representing the last day of our fiscal year.

The calculations exclude trading commissions and taxes.

We have selected the Dow Jones U.S.

Restaurant & Bar Index as our peer index

since it represents a broader group of restaurant and bar operators that are more aligned to our core business operations.

component of the NASDAQ Composite Index and the Russell 2000 Index.

The historical stock performance presented below is not intended

to and may not be indicative of future stock performance.

Restaurant & Bar Index as our peer index since it represents a broader group of restaurant and bar operators that are more aligned to our core business operations.

RICK is a component of the NASDAQ Composite Index and the Russell 2000 Index.

The historical stock performance presented below is not intended to and may not be indicative of future stock performance.

9/30/2017 9/30/2018 9/30/2019 9/30/2020 9/30/2021 9/30/2022

RCI Hospitality Holdings, Inc.

$ 100.00 $ 118.98 $ 83.06 $ 82.13 $ 276.11 $ 262.01

NASDAQ Composite Index $ 100.00 $ 123.87 $ 123.14 $ 171.91 $ 222.42 $ 162.80

3 unchanged sentences

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.

What changed 10-K

Item 5. Market for Registrant’s Common Equity