| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Good Times Restaurants Inc. [ GTIM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/28/2018 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 09/28/2018 | J | 1,363,440 | D | $4.65 | 0 | I | Footnote(1)(2) | ||
| Common Stock | 09/28/2018 | J | 1,135,096 | A | $4.65 | 2,020,413 | I | Footnote(2) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Reporting person, Delta Partners, LP, is the investment manager for two private funds, Prism Partners, L.P. and Delta Growth Master Fund LP and is deemed to have beneficial ownership. The two entities are the actual owners of the issuer. One of these funds, Prism Partners, L.P. made a pro rata distribution for no consideration of an aggregate amount of 1,363,440 shares of Common Stock of the Issuer to its partners as of September 28, 2018. Each of Delta Partners, LP, Delta Advisors, LLC, Delta Partners GP, LLC and Charles Jobson disclaims Section 16 beneficial ownership except to the extent, if any, of their pecuniary interest. |
| 2. In connection with the distribution described in Footnote (1) above, Reporting Persons Charles Jobson and Delta Advisors, LLC received 1,132,246 and 2,850 shares of Common Stock of the Issuer, respectively. Of the shares of Common Stock of the Issuer reported herein as owned after the transaction, 1,803,030 are held directly by Reporting Person Charles Jobson, 2,850 of are held directly by Reporting Person Delta Advisors, LLC, 208,333 shares are held by the Jobson Family Foundation, an entity controlled by Charles Jobson and 6,200 of such shares by entity of which Reporting Person Delta Advisors, LLC is the general partner. Delta Partners GP, LLC is the general partner of Delta Partners, LP. Charles Jobson, a member of the Board of Directors of Good Times Restaurants, Inc., is the principal of Delta Partners, LP and managing member of Delta Partners GP, LLC, and Delta Advisors, LLC and can be deemed to have investment discretion. |
| Charles Jobson | 10/02/2018 | |
| ** 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 4 (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. | ||