Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934


Date of Report (Date of Earliest Event Reported): September 9, 2016


(Exact name of registrant as specified in its charter)
Delaware 1-3189 11-3166443
(State or Other Jurisdiction
of Incorporation)
File Number)
(IRS Employer
Identification No.)
One Jericho Plaza, Jericho, New York 11753
(Address of Principal Executive Offices) (Zip Code)


Registrant’s Telephone Number, Including Area Code: (516) 338-8500


(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 Instruction 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))





Item 1.01 Entry into a Material Definitive Agreement.

On September 9, 2016, Nathan’s Famous, Inc., a Delaware corporation (the “Company”) and Mutual Securities, Inc. (“MSI”) entered into an agreement (the “Agreement”) pursuant to which MSI has been authorized on the Company’s behalf to purchase shares of the Company’s common stock, $.01 par, which purchases may commence on September 19, 2016. The Agreement was adopted under the safe harbor provided by Rule 10b5-1 and Rule 10b-18 of the Securities Exchange Act of 1934, as amended, in order to assist the Company in implementing its stock purchase plans. The Company’s previous agreement with MSI expired in August 2016.

Item 9.01. Financial Statement and Financial Exhibits.

  Exhibit 99.1. 10b5-1 Issuer Repurchase Instructions.




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.

Dated:  September 13, 2016 NATHAN’S FAMOUS, INC.

/s/ Ronald DeVos

    Name: Ronald DeVos
    Title: Vice President Finance and Chief Financial Officer (Principal Financial Officer and Accounting Officer)