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    GEN Restaurant Group Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    6/20/25 9:12:19 AM ET
    $GENK
    Restaurants
    Consumer Discretionary
    Get the next $GENK alert in real time by email
    8-K
    false000189185600018918562025-06-182025-06-18

     

     

    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): June 18, 2025

    GEN Restaurant Group, Inc.

    (Exact name of Registrant as Specified in Its Charter)

    Delaware

    001-41727

    87-3424935

    (State or Other Jurisdiction

    of Incorporation)

    (Commission File Number)

    (IRS Employer

    Identification No.)

     

     

     

    11480 South Street, Suite 205
    Cerritos, CA

    90703

    (Address of Principal Executive Offices)

    (Zip Code)

    Registrant’s Telephone Number, Including Area Code: (562) 356-9929

    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:

     

    ☐

    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

    Class A Common stock, par value $0.001 per share

     

    GENK

     

    The Nasdaq Stock Market LLC

    (The Nasdaq Global Market)

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

    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 5.07 Submission of Matters to a Vote of Security Holders

    The 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of GEN Restaurant Group, Inc. (the “Company”) was held virtually on June 18, 2025, at 10:00 a.m. Pacific Time. Stockholders considered two proposals at the meeting, which are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2025.

    At the beginning of the Annual Meeting, there were 5,038,461 shares of Class A common stock and 27,761,515 shares of Class B common stock present at the Annual Meeting in person or by proxy, which represented 99% of the combined voting power of the shares of Class A common stock and Class B common stock entitled to vote at the Annual Meeting (voting together as a single class), and which constituted a quorum for the transaction of business. Holders of the Company’s Class A common stock were entitled to one vote for each share held as of the close of business on April 21, 2025 (the “Record Date”), and holders of the Company’s Class B common stock were entitled to ten votes for each share held as of the Record Date.

    The final voting results are reported below.

    Proposal One: Election of one Class III director, David Kim, to serve until the Company’s 2028 Annual Meeting of Stockholders.

     

    Name

     

    For

     

    Abstain

     

    Broker Non-Votes

    David Kim

     

    277,653,664

     

    201,799

     

    1,670,039

     

    Proposal Two: Ratification of the appointment of CBIZ CPAs P.C. to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.

     

    For

     

    Against

     

    Abstain

    278,837,899

     

    282,372

     

    405,231

     

    1


     

    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.

     

    GEN RESTAURANT GROUP, INC.

    Date: June 20, 2025

    By:

    /s/ Thomas V. Croal

    Thomas V. Croal

    Chief Financial Officer

     

    2


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