Amendment: New insider Kim David Wook Jin claimed ownership of 10,731,318 units of Class B Common Stock (SEC Form 3)
$GENK
Restaurants
Consumer Discretionary
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/27/2023 |
3. Issuer Name and Ticker or Trading Symbol
GEN Restaurant Group, Inc. [ GENK ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) 06/27/2023 |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class B Common Stock | 8,972,667(1) | I | By DJK Trust, as Amended and Restated in 2007 |
| Class B Common Stock | 586,217(1) | I | By Kim Family Living Trust, Surviving Spouse's Trust, Trust for Andrea |
| Class B Common Stock | 586,217(1) | I | By Kim Family Living Trust, Surviving Spouse's Trusst, Trust for Solomon |
| Class B Common Stock | 586,217(1) | I | By Kim Family Living Trust, Surviving Spouse's Trust, Trust for Joy |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Class B Units | (2) | (2) | Class A Common Stock | 8,972,667(1) | (2) | I | By DJK Trust, as Amended and Restated in 2007 |
| Class B Units | (2) | (2) | Class A Common Stock | 586,217(1) | (2) | I | By Kim Family Living Trust, Surviving Spouse's Trust, Trust for Andrea |
| Class B Units | (2) | (2) | Class A Common Stock | 586,217(1) | (2) | I | By Kim Family Trust, Surviving Spouse's Trust, Tust for Solomon |
| Class B Units | (2) | (2) | Class A Common Stock | 586,217(1) | (2) | I | By Kim Family Trust, Surviving Spouse's Trust, Trust for Joy |
| Explanation of Responses: |
| 1. Includes shares of Class B common stock of GEN Restaurant Group, Inc. (the "Issuer") and Class B units of GEN Restaurant Companies, LLC ("OpCo") that were transferred to the reporting person for no consideration by Jae Chang and certain of his affiliates pursuant to a Reallocation Agreement, effective as of December 31, 2023, (the "Reallocation Agreement"). |
| 2. The Class B units of OpCo are exchangeable at the holder's option on a one-for one-basis into shares of Class A common stock upon exchange of a Class B unit, the corresponding share of BClass B common stock will be automatically cancelled. |
| Remarks: |
| This Form 3 amendment is being filed to update the holdings of Mr. Kim and certain of his affiliates to reflect the Reallocation Agreement. |
| /s/ Thomas S. Croal, attorney-in-fact for David Wook Jin Kim | 04/30/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||