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Equity
12 Months Ended
Jun. 03, 2023
Equity [Abstract]  
Equity
Note 11 - Equity
The Company has
two
 
classes of capital stock: Common Stock and Class
 
A Common Stock. Except as otherwise required by
 
law
or the Company's Second Restated Certificate of Incorporation
 
(“Restated Charter”), holders of shares of the Company’s
 
capital
stock vote as
 
a single class on
 
all matters submitted
 
to a vote of
 
the stockholders, with
 
each share of
 
Common Stock entitled to
one
 
vote and
 
each share
 
of Class A
 
Common Stock
 
entitled to
ten
 
votes. Holders
 
of capital
 
stock have
 
the right
 
of cumulative
voting in
 
the election of
 
directors. The Common
 
Stock and Class
 
A Common
 
Stock have equal
 
liquidation rights
 
and the same
dividend rights. In the
 
case of
 
any dividend payable
 
in stock,
 
holders of Common
 
Stock are entitled
 
to receive the
 
same percentage
dividend (payable only in shares of Common Stock) as the holders of Class A Common Stock receive (payable only
 
in shares of
Class A Common
 
Stock). Upon liquidation,
 
dissolution, or winding-up
 
of the Company, the
 
holders of Common
 
Stock are entitled
to share ratably
 
with the holders
 
of Class A
 
Common Stock in
 
all assets available
 
for distribution after payment
 
in full of
 
creditors.
The holders
 
of Common
 
Stock and
 
Class A
 
Common
 
Stock are
 
not entitled
 
to preemptive
 
or subscription
 
rights. No
 
class of
capital stock
 
may be
 
combined or
 
subdivided unless
 
the other
 
classes of
 
capital stock
 
are combined
 
or subdivided
 
in the
 
same
proportion. No dividend may be declared and paid on Class A Common
 
Stock unless the dividend is payable only to the holders
of Class A Common Stock and a dividend is declared and paid to Common Stock
 
concurrently.
Each share
 
of Class A
 
Common Stock
 
is convertible,
 
at the option
 
of its
 
holder,
 
into
one
 
share of
 
Common Stock
 
at any
 
time.
The Company’s
 
Restated Charter
 
identifies family
 
members of
 
Mr.
 
Adams (“Immediate
 
Family Members”)
 
and arrangements
and entities that are permitted to
 
receive and hold shares of Class
 
A Common Stock, with
ten
 
votes per share, without such shares
converting into shares of Common
 
Stock, with one vote per share (“Permitted
 
Transferees”). The Permitted
 
Transferees include
arrangements and entities such as revocable trusts and limited liability companies that could hold Class A Common Stock
 
for the
benefit of Immediate Family Members. Each Permitted
 
Transferee must have a relationship,
 
specifically defined in the Restated
Charter, with
 
another Permitted Transferee
 
or an Immediate Family
 
Member.
 
A share of Class A
 
Common Stock transferred
 
to
a person other
 
than a
 
Permitted Transferee would automatically
 
convert into Common
 
Stock with
 
one vote per
 
share. Additionally,
the
 
Restated
 
Charter
 
includes
 
a
 
sunset
 
provision
 
pursuant
 
to
 
which
 
all
 
of
 
the
 
outstanding
 
Class
 
A
 
Common
 
Stock
 
will
automatically
 
convert
 
to
 
Common
 
Stock
 
if:
 
(a)
 
less
 
than
4,300,000
 
shares
 
of
 
Class
 
A
 
Common
 
Stock,
 
in
 
the
 
aggregate,
 
are
beneficially owned by Immediate Family
 
Members and/or Permitted Transferees,
 
or (b) if less than
4,600,000
 
shares of Class A
Common Stock
 
and Common Stock,
 
in the aggregate,
 
are beneficially owned
 
by Immediate Family
 
Members and/or Permitted
Transferees.