Director Robert J. Eide of Nathan's Famous, Inc. filed a Form 4 on October 26, 2026, reporting the cancellation of all directly and indirectly held shares of common stock and stock options upon the closing of a merger with Smithfield Foods, Inc.

Key Highlights

  • Merger closed October 26, 2026: Nathan's Famous, Inc. completed the transactions under an Agreement and Plan of Merger dated January 20, 2026, with Smithfield Foods, Inc. as parent and Boardwalk Merger Sub Inc. as merger subsidiary.
  • Share cancellation price: Each outstanding share of Nathan's Famous common stock (par value $0.01 per share) was cancelled and converted into the right to receive $102.00 in cash, without interest and less any applicable withholding tax.
  • Direct shares disposed: Eide reported the disposition of 15,987.1473 shares held directly, resulting in zero direct beneficial ownership following the transaction.
  • Indirect shares disposed: 138 shares held indirectly through Isagen, LLC, of which Eide is the sole member, were also disposed, leaving zero indirect holdings through that entity.
  • Stock options cancelled: 15,000 stock options with an exercise price of $74.47 per share were cancelled at closing in exchange for a cash payment of $412,950, representing the spread between the exercise price and $102.00 multiplied by 15,000 shares.
  • Resulting beneficial ownership: Following all reported transactions, Eide's beneficial ownership of Nathan's Famous common stock is zero shares, both directly and indirectly through Isagen, LLC.

Nathan's Famous Merger With Smithfield Foods Extinguishes Director Eide's Holdings

According to the filing, Nathan's Famous, Inc., a Delaware corporation operating in the branded restaurant and food licensing sector under the Nathan's Famous name, consummated the merger contemplated by the Agreement and Plan of Merger dated January 20, 2026. The counterparties were Smithfield Foods, Inc., a Virginia corporation identified as the parent, and Boardwalk Merger Sub Inc., a wholly-owned subsidiary of Smithfield Foods serving as the merger vehicle. The filing identifies NATHANS FAMOUS, INC. trading on NASDAQ:NATH as the issuer.

Upon closing, the filing states that each outstanding share of Nathan's Famous common stock was "cancelled and automatically converted into the right to receive $102.00 in cash, without interest and less any applicable withholding tax." Director Robert J. Eide's directly held position of 15,987.1473 shares and his 138 indirectly held shares through Isagen, LLC were both disposed of under transaction code D, with zero remaining beneficial ownership reported in each case following the transaction.

The filing also notes that Eide held stock options to purchase 15,000 shares of common stock at an exercise price of $74.47 per share. These options, exercisable through August 19, 2029, were cancelled at closing. In exchange, the filing states Eide received "a cash payment equal to $412,950, representing the difference between the exercise price of the Option and $102.00, multiplied by the aggregate number of shares of Common Stock that were issuable upon exercise of the Option." Separately, the filing notes that 250,000 shares owned by Lorber Alpha II LP, for which Eide serves as co-trustee of the beneficial owner, are excluded from his reported figures because he does not hold a pecuniary interest in those shares.

What Was Disclosed

Robert J. Eide, a director of Nathan's Famous, Inc., reported the cancellation of 15,987.1473 direct shares, 138 indirect shares via Isagen, LLC, and 15,000 stock options upon the October 26, 2026 closing of the company's merger with Smithfield Foods, Inc., leaving him with zero beneficial ownership.