Sec Form 4 Filing - EIDE ROBERT J @ NATHANS FAMOUS INC - 2017-09-19

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
EIDE ROBERT J
2. Issuer Name and Ticker or Trading Symbol
NATHANS FAMOUS INC [ NATH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
810 7TH AVENUE, 18TH FLOOR, C/O AEGIS CAPITAL
3. Date of Earliest Transaction (MM/DD/YY)
09/19/2017
(Street)
NEW YORK, NY10019
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 09/19/2017 M 11,361 ( 1 ) A $ 35.576 19,473 ( 2 ) D
Common Stock 09/19/2017 F 5,862 ( 3 ) D $ 68.95 13,611 ( 2 ) D
Common Stock 7,500 I By: Isagen, LLC ( 4 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
2010 Stock Incentive Plan (Right to Buy) $ 35.576 09/19/2017 M 11,361 ( 5 ) 08/05/2019 Common Stock 11,361 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
EIDE ROBERT J
810 7TH AVENUE, 18TH FLOOR
C/O AEGIS CAPITAL
NEW YORK, NY10019
X
Signatures
/s/ Robert J. Eide 09/20/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were acquired through the exercise of stock options granted on August 6, 2014 pursuant to the Issuer's 2010 Stock Incentive Plan.
( 2 )Does not include 250,000 shares held by Lorber Alpha II LP, for which the Reporting Person is an officer and director of its general partner and a trustee of the controlling shareholders of such entity. Mr. Eide does not have a pecuniary interest in the shares held by Lorber Alpha II LP.
( 3 )Transaction represents withholding of shares based on net exercise to satisfy exercise cost.
( 4 )These shares are owned directly by Isagen, LLC, a limited liability company of which the Reporting Person is the sole member.
( 5 )These options to purchase shares replaced options to purchase 10,000 shares at an exercise price of $53.89, in connection with a special cash dividend of the Issuer,and pursuant to Article IV(e) of the Issuer's 2010 Stock Incentive Plan, under which the Issuer's Compensation Committee has the authority to make appropriate provisions upon the Issuer's declaration of a special cash dividend. The original options vested in four equal installments beginning on August 6, 2015, and these replacement options have the same vesting terms and expiration date as the original grant.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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