Current Report Filing (8-k)

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)

February 13, 2020

(Exact name of registrant as specified in its charter)

Nevada

000-18590

84-1133368

(State or other jurisdiction of

incorporation)

(Commission File Number)

(IRS Employer Identification No.)

141 Union Boulevard, #400, Lakewood, CO 80228

(Address of principal executive offices including zip code)

Registrant’s telephone number, including area code: (303) 384-1400

Not applicable

(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.):

☐	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		GTIM		Nasdaq Stock Exchange

Item 5.07

Submission of Matters to a Vote of Security Holders

On February13, 2020, Good Times Restaurants Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders (the “2020 Annual Meeting”). The Company’s Stockholders voted on three proposals: (1) to elect the nominated directors of the Company to serve until the next annual meeting or until the appointment or election and qualification of their successors; (2) To submit an advisory vote on the compensation of the Company’s named executive officers; and (3) To ratify the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 29, 2020. These matters are more fully described in the Company’s Proxy Statement for the 2020 Annual Meeting.

The certified results of the matters voted on at the 2020 Annual Meeting are as follows:

Proposal 1: Election of Directors

	For		Against		Abstain		Broker Non-Votes
Geoffrey R. Bailey		5,390,534		312,473		44,816		4,766,926
Charles Jobson		5,455,643		289,114		3,066		4,766,926
Jason S. Maceda		5,520,541		224,216		3,066		4,766,926
Robert J. Stetson		5,388,121		357,386		2,316		4,766,926

Proposal 2: Approve, on an advisory basis, the compensation of the Company’s named executive officers

				For				Against				Abstain				Broker Non-Votes
					5,591,128				91,922				64,773				4,766,926

Proposal 3: To ratify the appointment of Moss Adams, LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 29, 2020

				For				Against				Abstain				Broker Non-Votes
					10,372,091				119,633				23,025				0

Item 8.01

Other Events

Following the 2020 Annual Meeting, the Company’s Board of Directors elected the Chairman of the Board and Board of Director Committee Members set forth below. Biography information is more fully described the Company’s Proxy Statement for the 2020 Annual Meeting.

Mr. Geoffrey R. Bailey will serve as Chairman of the Board.

Audit Committee		Compensation Committee
Jason S. Maceda, Committee Chairman		Geoffrey R. Bailey, Committee Chairman
Charles Jobson		Charles Jobson
Robert J. Stetson		Robert J. Stetson

SIGNATURES

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.