ONE Group Hospitality Inc
For the period ended Dec 31, 2023. Filed Mar 14, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 14, 2024
STKS$1.01-14.4%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 16. Form 10-K Summary
Item 16. 10-K Summary
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: March 14, 2024
| THE ONE GROUP HOSPITALITY, INC. | |
| By: | /s/ TYLER LOY |
| Tyler Loy | |
| Chief Financial Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
| | | |||
| Signature | Title | Date | ||
|---|---|---|---|---|
| | | |||
| /s/ EMANUEL HILARIO | | Chief Executive Officer and Director | | March 14, 2024 |
| Emanuel Hilario | | (Principal Executive Officer) | | |
| | | |||
| /s/ TYLER LOY | | Chief Financial Officer | | March 14, 2024 |
| Tyler Loy | | (Principal Financial Officer) | | |
| | | | | |
| /s/ CHRISTI HING | | Chief Accounting Officer | | March 14, 2024 |
| Christi Hing | | (Principal Accounting Officer) | | |
| | | | | |
| /s/ JONATHAN SEGAL | | Executive Chairman, Director | | March 14, 2024 |
| Jonathan Segal | | | | |
| | | | | |
| /s/ DIMITRIOS ANGELIS | | Director | | March 14, 2024 |
| Dimitrios Angelis | | | | |
| | | | | |
| /s/ EUGENE BULLIS | | Director | | March 14, 2024 |
| Eugene Bullis | | | | |
| | | | | |
| /s/ SUSAN LINTONSMITH | | Director | | March 14, 2024 |
| Susan Lintonsmith | | | | |
| | | | | |
| /s/ HAYDEE OLINGER | | Director | | March 14, 2024 |
| Haydee Olinger | | | | |
| | | | | |
| /s/ MICHAEL SERRUYA | | Director | | March 14, 2024 |
| Michael Serruya | | | |
Exhibit Index
| | ||
| ExhibitNumber | Exhibit Description | |
| 3.1 | | Amended and Restated Certificate of Incorporation (Incorporated by reference to Form 8-K filed on June 5, 2014). |
| 3.2 | | Amended and Restated Bylaws (Incorporated by reference to Form 8-K filed on October 25, 2011). |
| 4.1 | | Description of securities registered under Section 12 of the Securities Exchange Act of 1934 (Incorporated by reference to Exhibit 4.1 to Form 10-K filed on March 26, 2020). |
| 4.2 | | Form of Common Stock Purchase Warrant dated as of November 15, 2017 (Incorporated by reference to Form 8-K filed on November 16, 2017). |
| 10.1 | | Form of Indemnity Agreement (Incorporated by reference to Amendment No. 1 to Form S-1 filed on June 30, 2011). |
| 10. 2† | | Amended and Restated Employment Agreement, dated October 30, 2017, by and between The ONE Group Hospitality, Inc. and Jonathan Segal (Incorporated by reference to Form 8-K filed on November 3, 2017). |
| 10.3† | | The One Group Hospitality, Inc. 2019 Equity Incentive Plan (Incorporated by reference to Appendix A to the Proxy Statement filed on April 8, 2022). |
| 10.4† | | Amended and Restated Employment Agreement between Emanuel N. Hilario and The ONE Group Hospitality, Inc. dated September 2, 2022 (Incorporated by reference to Form 8-K filed on September 7, 2022). |
| 10.5† | | Notice of Grant of Restricted Stock Units dated September 24, 2021 between Emanuel N. Hilario and The ONE Group Hospitality, Inc. (Incorporated by reference to Form 8-K filed on September 28, 2021). |
| 10.6† | | Notice of Grant of Restricted Stock Units (Time-vesting) dated September 2, 2022 between Emanuel N. Hilario and The ONE Group Hospitality, Inc. (Incorporated by reference to Form 8-K filed on September 7, 2022). |
| 10.7† | | Notice of Grant of Restricted Stock Units (Performance-vesting) dated September 2, 2022 between Emanuel N. Hilario and The ONE Group Hospitality, Inc. (Incorporated by reference to Form 8-K filed on September 7, 2022). |
| 10.8† | | Employment Letter Agreement with Tyler Loy Effective April 1, 2019 (Incorporated by reference to Exhibit 10.7 to Form 10-K filed on March 26, 2020). |
| 10.9 | | Credit and Guaranty Agreement dated October 4, 2019 with Goldman Sachs Bank USA (Incorporated by reference to Form 8-K/A filed on October 8, 2019). |
| 10.10 | | Fourth Amendment to Credit and Guaranty Agreement dated December 13, 2022 between The ONE Group, LLC, certain other credit parties, and Goldman Sachs Bank USA, as administrative agent for the lenders (Incorporated by reference to Form 8-K filed on December 14, 2022) |
| 10.11 | | Third Amendment to Credit and Guaranty Agreement dated August 6, 2021 between The ONE Group, LLC, certain other credit parties, and Goldman Sachs Bank USA, as administrative agent for the lenders (Incorporated by reference to Form 10-Q filed on August 10, 2021) |
| 10.12 | | Second Amendment to Credit and Guaranty Agreement dated August 10, 2020 between The ONE Group, LLC, certain other credit parties, and Goldman Sachs Bank USA, as administrative agent for the lenders (Incorporated by reference to Form 8-K filed on August 12, 2020). |
| 10.13 | | First Amendment to Credit and Guaranty Agreement dated May 8, 2020 between The ONE Group, LLC, certain other credit parties, and Goldman Sachs Bank USA, as administrative agent for the lenders (Incorporated by reference to Form 8-K filed May 8, 2020). |
| 10.14† | | Form of Restricted Stock Unit Grant Notice and Agreement (Incorporated by reference to Exhibit 10.10 to Form 10-K filed on March 26, 2020). |
| 21.1* | | List of Subsidiaries. |
| 23.1* | | Consent of Deloitte & Touche LLP |
| 31.1* | | Certification of Emanuel Hilario, Chief Executive Officer, pursuant to Section 302 of the Sarbanes – Oxley Act of 2002. |
| 31.2* | | Certification of Tyler Loy, Chief Financial Officer, pursuant to Section 302 of the Sarbanes – Oxley Act of 2002. |
| 32.1** | | Certification of Emanuel Hilario, Chief Executive Officer, pursuant to Section 906 of the Sarbanes – Oxley Act of 2002, 18 U.S.C. Section 1350. |
| 32.2** | | Certification of Tyler Loy, Chief Financial Officer, pursuant to Section 906 of the Sarbanes – Oxley Act of 2002, 18 U.S.C. Section 1350. |
| 97.1 | | The ONE Group Hospitality, Inc. Clawback Policy. |
| 101.CAL* | | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF* | | Inline XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB* | | Inline XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE* | | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
| 101.INS* | | Inline XBRL Instance Document |
| 101.SCH*104 | | Inline XBRL Taxonomy Extension Schema DocumentCover Page Interactive Date File (formatted in iXBRL and contained in Exhibit 101) |
| | | |
- Filed herewith.
** Furnished herewith.
† Management contract or compensatory plan or arrangement.
INDEX TO FINANCIAL STATEMENTS
| Page | |
| Report of Independent Registered Public Accounting Firm (PCAOB ID: 34) | F-2 |
|---|---|
| | |
| Consolidated Balance Sheets | F-4 |
| | |
| Consolidated Statements of Operations and Comprehensive Income (Loss) | F-5 |
| | |
| Consolidated Statements of Changes in Stockholders’ Equity | F-6 |
| | |
| Consolidated Statements of Cash Flows | F-7 |
| | |
| Notes to Consolidated Financial Statements | F-8 |
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