BT Brands Files Notice of Exempt Solicitation to Update Noble Roman’s Shareholders Not to Vote in Current Proxy

About this update from Bt Brands, Inc.

[{"type":"text","content":" WEST FARGO, N.D.--(BUSINESS WIRE)--\nBT Brands, Inc., West Fargo, North Dakota-BT Brands (NASDAQ: BTBD) today responded to the inquires of many Noble Roman shareholders (NROM) regarding BT Brands role in the upcoming shareholders’ meeting with the following update setting forth the continued efforts of Noble Roman Directors to prevent an open shareholder vote thereby disenfranchising current Noble Roman’s shareholders, including BT Brands, from exercising their shareholders' rights under Indiana law.\n\n\nSECURITIES & EXCHANGE COMMISSION\nWASHINGTON, D.C. 20549\n\n\nNOTICE OF EXEMPT SOLICITATION\n\n\nNAME OF REGISTRANT: Noble Roman’s, Inc.\nNAME OF PERSON RELYING ON EXEMPTION: BT Brands, Inc., Kenneth W. Brimmer, Gary Copperud\nADDRESS OF PERSON RELYING ON EXEMPTION: 405 Main Avenue West, Suite 2D, West Fargo, North Dakota 58078\nWritten materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934:\n\n\nBT Brands, Inc., Kenneth W. Brimmer (Chairman and Chief Financial Officer) and Gary Copperud (Chief Executive Officer and Director) today released the following open letter to shareholders of Noble Roman’s, Inc. Between them they own approximately 1.56 million shares of Noble Roman’s common stock.\n\n\nDear Fellow Noble Roman’s Shareholder:\n\n\nWe urge you to WITHHOLD your support for director candidates when you vote in connection with the upcoming annual shareholder meeting, scheduled for August 27, 2024.\n\n\nWe communicated our intention to nominate a competing slate of three directors for this meeting but were stymied in that effort by the Noble Roman’s Board of Directors. We believe that shareholders should be aware of this fact as they consider the Company’s proposal to re-elect three incumbents.\n\n\nAs you may recall, BT Brands nominated Gary Copperud for director at last year’s meeting. We solicited proxies in support of his nomination with support from an adequate number of shareholder votes to defeat incumbent CEO A. Scott Mobley, the only candidate seeking election.\n\n\nTen days before the scheduled meeting date, however, Noble Roman’s announced that it had “recently determined” that BT Brands was not a stockholder “of record” at the time of the nomination and that Mr. Copperud’s nomination was therefore “disqualified” under the bylaws.\n\n\nThe Company postponed the m...

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