FATBB FAT Brands Inc

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 4, 2023, FAT Brands Inc. (the “Company”) entered into written Employment Agreements (the “Employment Agreements”) with each of Kenneth Kuick and Robert Rosen, who began serving as Co-Chief Executive Officers (“Co-CEO’s”) of the Company on May 5, 2023. In addition to their new roles as Co-CEO’s, Mr. Kuick will continue to serve as Chief Financial Officer of the Company and Mr. Rosen will continue to serve as Head of Debt Capital Markets for the Company.

Pursuant to their respective Employment Agreements, Messrs. Kuick and Rosen will each receive an annual base salary of $550,000, subject to annual merit-based increases in the sole discretion of the Board of Directors, and will also be eligible for annual bonuses in the sole discretion of the Board, with a minimum bonus of not less than $270,000 per year. They will also be eligible to receive future awards of equity from time to time in the form of stock options, stock purchase rights and/or restricted stock awards. In the event of a “Change in Control” of the Company (as defined in the Employment Agreements), their respective employment is involuntarily terminated without “cause” (as defined in the Employment Agreements), or either of them resigns for “good reason” (as defined in the Employment Agreements), and in any case other than as a result of death or disability, then 100% of the equity awards that are then unvested will become fully vested. In addition, in the event that their respective employment is terminated by the Company without “cause” or they resign for “good reason”, they will be entitled to receive severance equal to six months (in the case of Mr. Kuick) or 12 months (in the case of Mr. Rosen) of base salary plus a pro-rated bonus for the year in which their employment terminates. The Employment Agreements also entitle Messrs. Kuick and Rosen to participate in the benefit plans or programs that the Company makes available to employees and their families from time to time and receive specified amounts of paid time off per 12-month period.

The foregoing description of the Employment Agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreements, which are filed herewith as Exhibits 10.1 and 10.2 and are incorporated herein by this reference.

As previously announced, Andrew Wiederhorn resigned as Chief Executive Officer of the Company with an effective date of May 5, 2023, and became an outside consultant and strategic advisor to the Company on such date. The Company intends to enter into a written consulting agreement and separation agreement with Mr. Wiederhorn, the terms of which will be announced once such agreements are completed.