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): May 2, 2017
FAMOUS DAVE’S OF AMERICA, INC.
(Exact name of registrant as specified in its charter)
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| Minnesota | | 0-21625 | | 41-1782300 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
12701 Whitewater Drive, Suite 200, Minnetonka, MN 55343
(952) 294-1300
(Registrant’s telephone number, including area code)
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:
| ☐ | 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)) |
Indicated 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 5.07. | Submission of Matters to a Vote of Security Holders. |
An annual meeting of the shareholders of Famous Dave’s of America, Inc. (the “Company”) was held on May 2, 2017. At the meeting, the Company’s shareholders took the following actions:
(i) The shareholders elected six directors to serve as members of the Company’s Board of Directors until the next annual meeting of shareholders. The shareholders present in person or by proxy cast the following numbers of votes in connection with the election of directors, resulting in the election of all director nominees:
| | | | | | | | |
Nominee | | Votes For | | | Votes Withheld | |
Anand D. Gala | | | 4,311,484 | | | | 139,274 | |
Joseph M. Jacobs | | | 4,309,799 | | | | 140,959 | |
Charles W. Mooty | | | 4,310,852 | | | | 139,906 | |
Richard A. Shapiro | | | 4,310,785 | | | | 139,973 | |
Patrick D. Walsh | | | 3,853,666 | | | | 597,092 | |
Bryan L. Wolff | | | 4,309,618 | | | | 141,140 | |
(ii) The shareholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal year 2017. There were 6,178,312 votes cast for the proposal; 24,726 votes were cast against the proposal; 18,668 votes abstained; and there were no broker non-votes.
(iii) The shareholders approved the Company’s executive compensation, as described in the Company’s proxy statement. There were 4,326,701 votes cast for the proposal; 109,945 votes were cast against the proposal; 14,112 votes abstained; and there were 1,770,948 broker non-votes.
| Item 7.01. | Regulation FD Disclosure. |
On May 2, 2017, the Company issued a press release announcing the acceleration of its refranchising strategy.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. Such press release shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| | |
Exhibit No. | | Description |
| |
| 99.1 | | Press Release, dated May 2, 2017 |
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SIGNATURE
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 hereunto duly authorized.
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| | | | FAMOUS DAVE’S OF AMERICA, INC. |
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| Date: May 5, 2017 | | | | By: | | /s/ Dexter Newman |
| | | | | | Name: Dexter Newman |
| | | | | | Title: Chief Financial Officer and Secretary |
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