Good Times Restaurants Inc. (Form: 8-K, Received: 09/30/2022 16:06:27)

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 28, 2022

(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.)

651 Corporate Circle, Suite 200, Golden, CO 80401

(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))

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

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. ¨

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 28, 2022, Good Times Restaurants Inc. (the “Company”) entered into an amendment to the Second Amended and Restated Employment Agreement (the “First Amendment”) with Ryan Zink, the Company’s Chief Executive Officer. The First Amendment modifies certain terms of the Second Amended and Restated Employment Agreement executed by the Company and Mr. Zink on December 24, 2020.

The principal changes provided by the First Amendment provide that Mr. Zink’s annual salary is increased to $350,000 and severance payable in connection with Mr. Zink’s death or disability shall be paid in one lump sum. This description of the First Amendment is qualified in its entirety by the terms and conditions of the First Amendment to Second Amended and Restated Employment Agreement filed as Exhibit 10.1 to this Form 8-K, which is incorporated by reference herein.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits. The following exhibits are filed as part of this report:

Exhibit Number		Description

10.1		First Amendment to Second Amended and Restated Employment Agreement, dated September 28, 2022, between Ryan M. Zink and Good Times Restaurants Inc.

Exhibit 104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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.

	GOOD TIMES RESTAURANTS INC.

Date: September 30, 2022	By:
		Ryan M. Zink
		Chief Executive Officer

Exhibit 10.1

First Amendment to Second Amended and Restated Employment Agreement

THIS First Amendment to Second Amended and Restated Employment Agreement (the “First Amendment) between Ryan M. Zink (the “Executive”) and Good Times Restaurants Inc. (“Good Times” and together with the Executive, the “Parties” and each a “Party”) is made and entered into this 28^th day of September, 2022 (the “Effective Date”).

WHEREAS, the Parties entered into the Second Amended and Restated Employment Agreement on December 24, 2020 (the “Employment Agreement”);

WHEREAS, pursuant to Section 10 of the Employment Agreement, the Parties now desire to amend the Employment in respect of certain terms;

NOW, THEREFORE, for and in consideration of the mutual covenants set forth herein and for other good and valuable consideration, the adequacy, receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows:

Defined terms. Defined terms herein shall have the meaning set forth in the Employment Agreement, unless otherwise defined.

Base Compensation. Section 4(a) of the Employment Agreement is hereby amended to increase Executive’s Base Compensation to $350,000 (from $275,000).

Benefits, including Mileage Reimbursement. Section 6(a) of the Employment Agreement is hereby amended to delete the phrase “an annual discretionary allowance of $15,000 together with”. A second sentence of Section 6(a) shall be added as follows: “Executive shall be reimbursed at the standard IRS mileage allowance rate for each mile he drives his personal car in connection with the performance of his duties as an executive of Good Times.”

Vacation. The first sentence of Section 6(b) of the Employment Agreement shall be amended to replace “four weeks paid annual vacation” with “vacation in accordance with Good Times’ discretionary paid time off policy for senior leadership”. The second sentence of Section 6(b) shall be deleted (it being understood that the Executive shall receive a lump sum in respect of accrued unused vacation under the prior paid time off policy as of the Effective Date, substantially concurrently with the execution hereof or Good Times’ next payroll date thereafter).

Termination Upon Death or Disability. The lead-in to the last full paragraph of Section 7(f)(i) shall be amended to read as follows: “Notwithstanding anything to the contrary, except in the case of the death or disability of the Executive, Severance Compensation shall be paid in three (3) installments.” A final sentence to such paragraph shall be added as follows: “In the case of the death or disability of the Executive, Severance Compensation, less applicable deductions, shall be paid to Executive (or Executive’s estate) in one lump sum on Good Times’ first payroll date following the Release Date.”

Counterparts. This Amendment may be executed in one or more facsimile, electronic or original counterparts, each of which shall be deemed an original and both of which together shall constitute the same instrument.

Ratification; Effective Terms and Date. By the signature below of the Chairman of the Board of Good Times, Good Times represents that this Amendment has been ratified by the Board. All terms and provisions of the Employment Agreement not expressly amended herein shall remain in full force and effect. From and after the Effective Date, the Employment Agreement is subject to this Amendment, and all references to the term “Agreement” in the Employment Agreement shall be deemed to include this Amendment.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, this Amendment has been executed by Good Times and the Executive as of the date first above written.

	GOOD TIMES RESTAURANTS INC.

	By:
		Geoffrey R. Bailey, Chairman



	EXECUTIVE

	By:
		Ryan M. Zink