Business Context and Reporting Period
This Form 8-K was filed by Muscle Maker, Inc. (not Sadot Group Inc.) on September 3, 2019. The company is incorporated in California and identifies as an emerging growth company. The report details corporate governance changes effective September 3, 2019.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on the appointment of a new director and associated compensation terms.
Material Changes
Director Appointment: Jeff Carl was appointed as a director of the Company on September 3, 2019.
Compensation Arrangement: A letter agreement was executed outlining Mr. Carl's compensation:
- Cash Fee: $9,000 annually.
- Equity Compensation:
- 10,000 shares of common stock per year for director service.
- 1,300 shares of common stock per year for service on each committee (limited to two committees).
- 1,000 shares of common stock per year for service as chair of a committee.
Related Party Transactions: No transactions exceeding $120,000 involving Mr. Carl have occurred since the beginning of the last fiscal year, and no such proposed transactions exist.
Outlook, Risks, and Management Commentary
The filing contains no financial guidance, outlook, or discussion of risks and contingencies. Management commentary is limited to the background of the new director, Mr. Carl, who has served as Executive Director of Nice & Company since 2017 and previously held Chief Marketing Officer roles at Taco Bueno Restaurants and Tavistock Restaurants LLC.
Investor Verification Checklist
- Verify the correct issuer name is Muscle Maker, Inc., not Sadot Group Inc.
- Confirm the total annual equity grant value based on the current stock price for the 10,000 base shares plus potential committee shares.
- Review the Company's recent financial statements (10-K or 10-Q) as this 8-K contains no financial performance data.
- Check for any subsequent filings regarding the actual issuance of the promised shares.