Shareholder Vote

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) September 15, 2020   NATHAN’S FAMOUS, INC. (Exact name of registrant as specified in its charter)   Delaware 1-35962 11-3166443 (State or Other Jurisdiction of Incorporation) (Commission 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   N/A (Former Name or Former Address, If Changed Since Last Report)   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, par value $.01 per share NATH The NASDAQ Global Market   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   Indicate 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.   On September 15, 2020, Nathan's Famous, Inc. (the " Company ") held its annual meeting of stockholders. At the annual meeting, stockholders of the Company voted on the matters set forth below.   1. The proposal to elect nine directors was approved based upon the following vote:   Name For Withheld Broker Non-Votes Robert J. Eide 2,602,669 325,540 825,508 Eric Gatoff 2,867,606 60,603 825,508 Brian S. Genson 2,670,877 257,332 825,508 Barry Leistner 2,824,828 103,381 825,508 Andrew Levine 2,895,126 33,083 825,508 Howard M. Lorber 2,495,343 432,866 825,508 Wayne Norbitz 2,810,862 117,347 825,508 A.F. Petrocelli 2,140,753 787,456 825,508 Charles Raich 2,672,871 255,338 825,508   2. The proposal to adopt, on an advisory basis, a resolution approving the compensation of the Company's Named Executive Officers, as described in the Proxy Statement under "Executive Compensation" was approved based on the following vote:   For Against Abstain Broker Non-Votes 2,852,450 65,922 9,837 825,508     3. The proposal to ratify the appointment of Marcum LLP as the Company’s auditors for fiscal year 2021 was approved based on the following vote:   For Against Abstain Broker Non-Votes 3,666,841 7,230 73,034 6,612     4. The non-binding stockholder proposal to request that the board of directors of the Company initiate the appropriate processes to amend the Company’s certificate of incorporation and/or by-laws to require a majority vote in uncontested elections of directors of the Company was not approved based on the following vote:   For Against Abstain Broker Non-Votes 1,206,526 1,241,305 486,988 818,898         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.   Dated: September 17, 2020 NATHAN’S FAMOUS, INC.           By: /s/ Robert Steinberg     Name: Robert Steinberg     Title: Vice President Finance, Chief Financial Officer, Treasurer and Secretary (Principal Financial Officer and Accounting Officer)