GEN Restaurant Group, Inc.

Our Board currently consists of five directors. In accordance with our Amended and Restated Certificate of Incorporation (“A&R Certificate”), and Amended and Restated Bylaws (“Bylaws”), the number of directors on our Board will be determined from time to time by the Board .

Each director is to hold office until the next election of the class for which such director shall have been chosen and until his or her successor is duly elected and qualified or until his or her earlier death, resignation or removal. Vacancies and newly created directorships on the Board may be filled at any time by the remaining directors, whether resulting from an increase in the number of directors or the death, removal or resignation of a director.

Our A&R Certificate provides that any director may only be removed for cause by the affirmative vote of at least 66 2/3% of the voting power of our outstanding shares of Common Stock.

Our A&R Certificate provides that the Board is divided into three classes of directors, with staggered three-year terms, with the classes to be as nearly equal in number as possible. As a result, approximately one-third of the Board will be elected each year. The classification of directors has the effect of making it more difficult for stockholders to change the composition of the Board.