10-K · June 9, 2026
Nathan’s Famous, Inc. reported a 9% increase in total revenues for fiscal 2026, reaching $162.1 million, largely driven by a strong performance in the Branded Product Program, which saw a 15% revenue increase. However,…
Earnings analysis · 10-K
NATH earnings analysis
Filed July 24, 2026 · Our reading of the company's report
The latest report
The amendment does not revise the fiscal 2026 financial statements or provide new operating guidance; it adds governance, compensation, ownership, and merger-related disclosures. The underlying fiscal-year revenue…
Read full summary
The amendment does not revise the fiscal 2026 financial statements or provide new operating guidance; it adds governance, compensation, ownership, and merger-related disclosures. The underlying fiscal-year revenue result was $162.1 million, up 9%, with management emphasizing the Branded Product and retail-licensing businesses as core to its evolved, less traditional restaurant-centric model. Near-term investment framing is dominated by the pending Smithfield acquisition rather than a standalone operating outlook, with closing still dependent on majority shareholder approval, CFIUS clearance, and other conditions.
Gross and operating margin
How much of each revenue dollar the business keeps.
One point per quarterly or annual filing. Both margins are shares of that report's revenue.
How we read each report
Our analysis across the last few reports.
Our model's reading of each filing, not the share price or the market's reaction. Annual and quarterly reports each occupy one position.
What stood out
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Revenue growth reflects branded-product model
Fiscal 2026 revenue was $162.1 million, up 9% year over year, according to the original Form 10-K results referenced by this amendment. The amended filing characterizes the business as no longer a traditional restaurant/franchise model, with a large portion of revenue and operating profit generated by Branded Product and retail-licensing programs.
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Merger has meaningful insider-holder support
Smithfield Foods agreed to acquire Nathan’s under the January 20, 2026 merger agreement. Directors and specified holders representing approximately 29.9% of outstanding shares entered a voting agreement to support the transaction; directors and officers as a group beneficially owned 31.0% as of July 20, 2026.
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Equity-plan capacity remains available
The company retained flexibility for future equity compensation: as of March 29, 2026, 38,584 shares remained available for option or stock-appreciation-right grants and 134,808 shares for restricted stock or RSUs under the 2019 plan.
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Retention incentives support transaction execution
Management-retention arrangements are substantial and directly tied to deal completion: CEO Eric Gatoff may receive $3.25 million and CFO Robert Steinberg $1.05 million if they remain employed through closing, or are terminated and the merger subsequently closes.
What to watch
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Merger remains subject to approval and CFIUS
The Smithfield transaction is not yet complete. Closing requires approval by holders of a majority of Nathan’s outstanding shares, CFIUS clearance, and other conditions; the voting agreement can terminate if the merger end date is extended beyond October 20, 2026.
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Deal-related retention and severance costs
The merger creates potentially material personnel-related cash obligations. Assuming closing and a change in control on March 29, 2026, estimated cash severance for Gatoff was $4.934 million, including his $3.25 million retention payment; Steinberg’s estimate was $1.302 million, including $1.05 million of retention pay.
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Concentrated ownership affects merger vote dynamics
Nathan’s principal executive group is closely associated with the merger support structure: holders party to the voting agreement control approximately 29.9% of shares, while all directors and executive officers as a group held 31.0%. This concentration may constrain the practical ability of unaffiliated holders to influence merger-vote outcomes.
Management's outlook
This Form 10-K/A solely adds the Part III governance and compensation disclosures and expressly does not otherwise update the original Form 10-K. It provides no quantitative fiscal 2027 revenue or EPS outlook.
Earlier filings 4
10-Q · February 5, 2026
Nathan's Famous, Inc. reported Q3 results for fiscal 2026 showing a 9% revenue increase to $34.3 million compared to $31.5 million in the prior year quarter. However, the company experienced a decline in diluted EPS to…
10-Q · November 6, 2025
Nathan's Famous, Inc. reported a second quarter revenue of $45.7 million, up 11% year-over-year from $41.1 million, driven by strong growth in its Branded Product Program. However, gross margin declined to 7% from 13%,…
10-Q · August 8, 2025
Nathan’s Famous reported a modest revenue growth of 5% year-over-year to $46.98 million for Q1 2026, while gross margin decreased slightly to 39.5%. Operating margin improved substantially to 27.2%, contributing to an…
This is our reading of a public filing, not the filing itself. Analysis can contain errors; check the source document for full context.