Fat Brands, Inc 8-K

What Happened

• Fat Brands, Inc. (FAT) filed an 8-K reporting the results of its 2025 Annual Meeting of Stockholders held on December 23, 2025. Stockholders elected 13 nominees to the Board of Directors to serve until the 2026 annual meeting. James Ellis resigned from the Board prior to the meeting and his re‑nomination was withdrawn; any votes cast for him were disregarded.
• Holders of Class A and Class B common stock voted together as a single class. The aggregate voting power represented at the meeting was 2,558,278,520 votes.

Key Details

• Directors elected: 13 nominees each received approximately 1,573,0XX,XXX votes in favor (individual "for" tallies ranged around 1,573,025,885 to 1,573,180,268) with roughly 867,000–1,021,536 withheld votes and 2,928,572 broker non‑votes recorded for each director.
• Advisory vote on executive compensation (say‑on‑pay): Approved — For: 1,573,136,163; Against: 887,096; Abstained: 24,162; Broker non‑votes: 2,928,572.
• Ratification of independent auditor: Approved — Macias Gini & O’Connell, LLP ratified for fiscal year ending December 28, 2025; For: 1,576,854,597; Against: 106,263; Abstained: 15,134.

Why It Matters

• Board continuity: Election of the 13 nominees maintains management and governance continuity through the next annual meeting (2026). The prior resignation and withdrawn nomination of James Ellis is noted but did not alter the approved slate.
• Shareholder approval signals: The non‑binding approval of executive compensation indicates shareholder support for the company’s pay practices as presented, while ratification of the auditor finalizes the firm responsible for FAT’s upcoming audit work — both governance items investors watch for oversight and transparency.
• Voting context: The presence of several million broker non‑votes reflects shares held in brokerage accounts without voting instructions; these do not count for or against proposals but are reported for transparency.