Nathan’s Famous, Inc. has announced the completion of its merger with Smithfield Foods, Inc., as detailed in a Form 8-K filed on October 26, 2026. The transaction, originally agreed upon on January 20, 2026, involved Boardwalk Merger Sub Inc., a wholly-owned subsidiary of Smithfield Foods, merging with and into Nathan’s Famous.
Under the terms of the Merger Agreement, at the effective time of the merger, each share of Nathan’s Famous common stock issued and outstanding was canceled and converted into the right to receive $102.00 in cash, without interest and less any applicable withholding tax. This conversion applies to shares held by stockholders who did not exercise appraisal rights under Delaware law.
The filing also indicates that the company will terminate its registration of securities with the Securities and Exchange Commission. Nathan’s Famous notified the Nasdaq Stock Market of the merger and requested that the Common Stock be suspended from trading and removed from listing. The company intends to file a Form 15 with the SEC to terminate its reporting obligations under the Exchange Act.
Following the merger, the company’s certificate of incorporation and by-laws were amended and restated in their entirety. The surviving corporation became a wholly-owned subsidiary of Smithfield Foods, and the previous board of directors, including Robert J. Eide, Eric Gatoff, and others, ceased to serve on the company's board. C. Shane Smith became the sole director of the Surviving Corporation.
