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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Rocky Mountain Chocolate Factory, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| September 3, 2025 |
Exhibit 10.1 CREDIT AGREEMENT THIS CREDIT AGREEMENT (this "Agreement") dated August 28, 2025, is by and between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Colorado corporation ("Borrower"), and RMCF2 Credit, LLC, a Wisconsin limited liability company ("Lender"). R E C I T A L S Borrower has requested that Lender extend credit to Borrower as described below, and Lender has agreed to provide such cre |
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| September 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| September 3, 2025 |
Exhibit 10.2 PROMISSORY NOTE $1,200,000.00 Durango, Colorado August 28, 2025 FOR VALUE RECEIVED, the undersigned ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Colorado corporation ("Borrower"), promises to pay to the order of RMCF2 Credit, LLC, a Wisconsin limited liability company ("Lender") at its office at [Redacted], or at such other place as the holder hereof may designate, including by wire tran |
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| September 3, 2025 |
Exhibit 10.3 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Rice Business Law 101 Falls Rd., Suite 601 Grafton, WI 53024 Attn: Shawn G. Rice DEED OF TRUST THIS DEED OF TRUST is dated August 28, 2025, by and among Rocky Mountain Chocolate Factory, Inc., a Colorado corporation, whose address is 265 Turner Drive, Durango, CO 81303, Attention: Chief Executive Officer ("Grantor); RMCF2 Credit, LLC, |
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| September 3, 2025 |
FIRST AMENDMENT TO PROMISSORY NOTE AND CREDIT AGREEMENT Exhibit 10.4 FIRST AMENDMENT TO PROMISSORY NOTE AND CREDIT AGREEMENT This First Amendment to Promissory Note and Credit Agreement (“First Amendment”) is made and entered into on this 28th day of August 2025 by and between Rocky Mountain Chocolate Factory, Inc. a Colorado corporation (“Borrower”), and RMC Credit Facility, LLC, a Colorado limited liability company (“Lender” and together with Borrowe |
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| August 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2025 OR TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36865 A. Full title of the plan and |
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| August 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| July 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2025 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| July 16, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2025 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| July 16, 2025 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY REPORTS FIRST QUARTER FISCAL 2026 FINANCIAL RESULTS Management to Host Conference Call Tomorrow at 9:00 a.m. Eastern Time DURANGO, Colo., July 15, 2025 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory, Inc. (Nasdaq: RMCF) (the “Company”, “we”, “RMC”, or “Rocky Mountain Chocolate”), America’s Chocolatier™ and a leading franchiser of a premium chocola |
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| July 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36865 Rocky Mountain Chocolate Factory, Inc. |
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| July 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 30, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| June 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2025 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| June 20, 2025 |
Covenant Breach Waiver, dated May 15, 2025, issued by RMC Credit Facility, LLC Exhibit 10.20 RMC Credit Facility LLC 4100 MacArthur Blvd, Suite 100 Newport Beach, CA 92660 May 15, 2025 Rocky Mountain Chocolate Factory, Inc. 265 Turner Drive Durango, CO 81303 Dear Jeff and Carrie: We have learned of the following breach of the terms as of February 25, 2025 of the Credit Agreement dated September 20, 2025 between Rocky Mountain Chocolate Factory, Inc. and RMC Credit Facility L |
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| June 20, 2025 |
SUBSIDIARIES OF THE REGISTRANT Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Subsidiary Jurisdiction of Incorporation Rocky Mountain Chocolate Factory, Inc. Colorado U-Swirl, Inc. Nevada |
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| June 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36 |
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| June 20, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2025 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| June 20, 2025 |
Rocky MOUNTain CHOCOLATE factory, inc. CLAWBACK POLICY Exhibit 97.1 Rocky MOUNTain CHOCOLATE factory, inc. CLAWBACK POLICY The Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Rocky Mountain Chocolate Factory, Inc. (the “Company”) has adopted the following Clawback Policy (the “Policy”) on November 9, 2023, effective as of October 2, 2023 (the “Effective Date”). 1. Purpose. The purpose of this Policy is |
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| June 20, 2025 |
Rocky Mountain Chocolate Factory, Inc. 2024 Omnibus Incentive Compensation Plan Exhibit 10.4 ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. 2024 OMNIBUS INCENTIVE COMPENSATION PLAN Article 1 Effective Date, Objectives and Duration 1.1 Adoption of the Plan. The Board of Directors of Rocky Mountain Chocolate Factory, Inc., a Delaware corporation (the “Company”), adopted the Rocky Mountain Chocolate Factory, Inc. 2024 Omnibus Incentive Compensation Plan (the “Plan”) on June 25, 2024 (th |
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| June 20, 2025 |
Rocky Mountain Chocolate Factory, Inc. - FQ4 2025 Earnings Call Transcript Exhibit 99.2 Rocky Mountain Chocolate Factory, Inc. - FQ4 2025 Earnings Call Transcript Call Participants Executives Carrie E. Cass Chief Financial Officer Jeffrey Richart Geygan Interim CEO & Director Attendees Sean Mansouri Elevate Ir Operator Good morning, ladies and gentlemen. Thank you for standing by. Welcome to today's conference call to discuss Rocky Mountain Chocolate Factory's financial |
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| June 20, 2025 |
Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK Rocky Mountain Chocolate Factory, Inc. (the “Company”) is incorporated in the State of Delaware and has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which is our common stock, $0.001 par value per share (“Common Stock”). The rights of stockholders of the Company are generally go |
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| June 20, 2025 |
Exhibit 99.1 June 17, 2025 Rocky Mountain Chocolate Factory Reports Fiscal Fourth Quarter and Fiscal Year 2025 Financial Results Management to Host Conference Call Tomorrow at 9:00 a.m. ET DURANGO, Colo., June 17, 2025 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, “RMC”, or “Rocky Mountain Chocolate”), America’s ChocolatierTM and a leading franchiser |
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| June 20, 2025 |
SEPARATION AGREEMENT AND GENERAL RELEASE Exhibit 10.21 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (hereinafter “Agreement”) is hereby entered into effective as of January 27, 2024 between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. (hereinafter “the Company”) and ROBERT J. SARLLS (hereinafter “Mr. Sarlls”), who are collectively referred to herein as the “Parties.” As set forth in more detail below, |
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| June 20, 2025 |
Rocky Mountain Chocolate Factory, Inc. Insider Trading Policy Exhibit 19.1 Adopted June 27, 2023 ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. INSIDER TRADING POLICY I. Purpose Rocky Mountain Chocolate Factory, Inc. (the “Company”) has adopted this Insider Trading Policy (this “Policy”) to satisfy the Company’s obligation to prevent insider trading and to help the Company’s personnel and its external advisors avoid violating insider trading laws. II. Persons Subjec |
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| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2025 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) |
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| May 27, 2025 |
SEC File Number: 001-36865 CUSIP Number: 77467X101 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 17, 2025 |
ROCKY MOUNTAIN CHOCOLATE FACTORY APPOINTS BRIAN QUINN TO ITS BOARD OF DIRECTORS Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY APPOINTS BRIAN QUINN TO ITS BOARD OF DIRECTORS DURANGO, Colo., March 13, 2025 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, or “RMCF”), America’s Chocolatier™ and a leading franchiser of a premium chocolate and confectionary retail store concept, today announced that Brian Quinn has been appointed to the |
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| March 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2025 rocky mountain chocolate factory, Inc (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| January 27, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2025 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| January 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36865 Rocky Mountain Chocolate Factory, Inc. |
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| January 15, 2025 |
SEC File Number: 001-36865 CUSIP Number: 77467X101 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 29, 2024 |
EX-12 2 ex12.htm EXHIBIT 12 Exhibit 12 Rocky Mountain Chocolate Factory, Inc. 265 Turner Drive Durango, Colorado 81303 November 26, 2024 Global Value Investment Corp. 1433 N. Water Street, Suite 400 Milwaukee, Wisconsin 53202 Attn: James P. Geygan Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between (a) Rocky Mountain Chocolate Factory, Inc. (“Company”) and (b) Gl |
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| November 29, 2024 |
SC 13D/A 1 e1128240sc13da16.htm AMENDMENT NO. 16 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 16)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Tit |
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| November 27, 2024 |
Exhibit 10.1 Rocky Mountain Chocolate Factory, Inc. 265 Turner Drive Durango, Colorado 81303 November 26, 2024 Global Value Investment Corp. 1433 N. Water Street, Suite 400 Milwaukee, Wisconsin 53202 Attn: James P. Geygan Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between (a) Rocky Mountain Chocolate Factory, Inc. (“Company”) and (b) Global Value Investment Corp |
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| November 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpora |
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| November 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpora |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| October 31, 2024 |
SC 13D/A 1 z1031241sc13da15.htm AMENDMENT NO. 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 15)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Tit |
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| October 25, 2024 |
SC 13D/A 1 sc13da130907604110252024.htm AMENDMENT NO. 13 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 13)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par |
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| October 25, 2024 |
SC 13D/A 1 v1025244sc13da14.htm AMENDMENT NO.14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 14)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Titl |
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| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 13)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 77467X101 (CUSIP Numbe |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36865 Rocky Mountain Chocolate Factory, Inc. |
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| October 15, 2024 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY REPORTS FISCAL SECOND QUARTER 2025 FINANCIAL RESULTS - Company to Host Conference Call Today at 5:00 p.m. ET - DURANGO, Colo., Oct. 15, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, or “RMCF”), an international franchisor and producer of premium chocolates and other confectionery products including g |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| October 9, 2024 |
1,250,000 Shares of Common Stock 424B3 1 rmcfd20241003424b3.htm FORM 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-281948 PROSPECTUS 1,250,000 Shares of Common Stock This prospectus relates to the resale from time to time, by the selling stockholders identified in this prospectus under the caption “Selling Stockholders,” of an aggregate of up to 1,250,000 shares of common stock, par value $0.001 per share (the “Comm |
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| October 8, 2024 |
SC 13D/A 1 sc13da120907604110082024.htm AMENDMENT NO. 12 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 12)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par |
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| October 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| October 7, 2024 |
Rocky Mountain Chocolate Factory, Inc. 265 Turner Drive Durango, Colorado 81303 Rocky Mountain Chocolate Factory, Inc. 265 Turner Drive Durango, Colorado 81303 October 7, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 3720 Attention: Erin Donahue Re: Rocky Mountain Chocolate Factory, Inc. Registration Statement on Form S-1 File No. 333-281948 Acceleration Request Requested Date: October 9, 2024 |
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| October 4, 2024 |
Exhibit 10.2 PROMISSORY NOTE $6,000,000.00 Denver, Colorado September 30, 2024 FOR VALUE RECEIVED, the undersigned ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Colorado corporation (“Borrower”) promises to pay to the order of RMC Credit Facility, LLC, a Colorado limited liability company (“Lender”) at its office at 5050 Factory Shops Blvd #437, Castle Rock, CO 80108, or at such other place as the hol |
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| October 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpor |
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| October 4, 2024 |
ROCKY MOUNTAIN CHOCOLATE FACTORY ENTERS INTO NEW $6 MILLION CREDIT FACILITY Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY ENTERS INTO NEW $6 MILLION CREDIT FACILITY DURANGO, CO, Oct. 4, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, or “RMCF”), an international franchisor and producer of premium chocolates and other confectionery products, including gourmet caramel apples, has entered into a new three-year $6 million cre |
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| October 4, 2024 |
Exhibit 10.3 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Davis Graham & Stubbs LLP 1550 17th Street, Suite 500 Denver, CO 80202 Attn: Adam Hirsch DEED OF TRUST THIS DEED OF TRUST is dated September 30, 2024, by and among Rocky Mountain Chocolate Factory, Inc., a Colorado corporation, whose address is 265 Turner Drive, Durango, CO 81303, Attention: Chief Executive Officer (“Grantor”); RMC Cre |
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| October 4, 2024 |
Exhibit 10.1 CREDIT AGREEMENT THIS CREDIT AGREEMENT (this “Agreement”) dated September 30, 2024, is by and between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Colorado corporation (“Borrower”), and RMC Credit Facility, LLC, a Colorado limited liability company (“Lender”). RECITALS Borrower has requested that Lender extend credit to Borrower as described below, and Lender has agreed to provide such c |
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| September 30, 2024 |
As filed with the Securities and Exchange Commission on September 30, 2024 As filed with the Securities and Exchange Commission on September 30, 2024 Registration No. |
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| September 25, 2024 |
As filed with the U.S. Securities and Exchange Commission on September 25, 2024 As filed with the U.S. Securities and Exchange Commission on September 25, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 47-1535633 (State or other jurisdiction of (I.R.S. Employer |
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| September 25, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Rocky Mountain Chocolate Factory, Inc. |
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| September 5, 2024 |
As filed with the Securities and Exchange Commission on September 5, 2024 As filed with the Securities and Exchange Commission on September 5, 2024 Registration No. |
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| September 5, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Rocky Mountain Chocolate Factory, Inc. |
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| August 28, 2024 |
RMCF / Rocky Mountain Chocolate Factory, Inc. / American Heritage Railways, Inc. Activist Investment SC 13D 1 z822240sc13d.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities |
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| August 27, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| August 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 29, 2024 OR TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36865 A. Full title of the plan and |
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| August 13, 2024 |
SC 13D/A 1 sc13da110907604108132024.htm AMENDMENT NO. 11 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 11)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par |
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| August 7, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of August 5, 2024, by and among Rocky Mountain Chocolate Factory, Inc., a Delaware corporation (the “Company”), and each purchaser identified on Exhibit A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). RECITALS A. The Company and each |
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| August 7, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is dated as of August 5, 2024, by and among Rocky Mountain Chocolate Factory, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). This Agreement is made pursuant to the |
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| August 7, 2024 |
ROCKY MOUNTAIN CHOCOLATE FACTORY ANNOUNCES $2.2 MILLION PRIVATE PLACEMENT Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY ANNOUNCES $2.2 MILLION PRIVATE PLACEMENT DURANGO, CO, August 6, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, or “RMCF”), an international franchisor and producer of premium chocolates and other confectionery products, including gourmet caramel apples, today announced that it has entered into a secur |
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| August 7, 2024 |
Exhibit 99.2 ROCKY MOUNTAIN CHOCOLATE FACTORY CLOSES $2.2 MILLION PRIVATE PLACEMENT, LED BY STRATEGIC INVESTMENT FROM AMERICAN HERITAGE RAILWAYS DURANGO, CO, August 6, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, or “RMCF”), an international franchisor and producer of premium chocolates and other confectionery products, including gourmet carame |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporatio |
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| July 31, 2024 |
Exhibit 10.1 PROMISSORY NOTE AND SECURITY ASSIGNMENT AND ASSUMPTION AGREEMENT THIS PROMISSORY NOTE AND SECURITY ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is entered into as of July 26, 2024, by and between Rocky Mountain Chocolate Factory Inc., a Delaware corporation with an address of 265 Turner Drive, Durango, CO 81303 (“Lender”) and ISAAC LEE COLLINS, LLC, a Kansas limited liabilit |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| July 25, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| July 24, 2024 |
ROCKY MOUNTAIN CHOCOLATE FACTORY APPOINTS CARRIE E. CASS AS CHIEF FINANCIAL OFFICER Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY APPOINTS CARRIE E. CASS AS CHIEF FINANCIAL OFFICER DURANGO, CO, July 23, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, or “RMCF”), an international franchisor and producer of premium chocolates and other confectionery products, including gourmet caramel apples, has appointed Carrie E. Cass as Chief F |
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| July 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| July 24, 2024 |
Exhibit 10.1 July 15, 2024 VIA E-MAIL Carrie Cass RE: Chief Financial Officer Employment Offer Dear Carrie, We are pleased to offer you the position of Chief Financial Officer of Rocky Mountain Chocolate Factory, Inc. (“Company”) with an anticipated start date on August 5, 2024 (“Start Date”). You will perform those duties and responsibilities as are customary for your position as Chief Financial |
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| July 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No.10 )1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 77467X101 (CUSIP Numbe |
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| July 23, 2024 |
EX-99.1 2 ex991to13da1009076041072324.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $0.001 par |
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| July 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36865 Rocky Mountain Chocolate Factory, Inc. |
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| July 15, 2024 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY REPORTS FISCAL FIRST QUARTER 2025 FINANCIAL RESULTS - Company to Host Conference Call Today at 5:00 p.m. ET - DURANGO, Colo., July 15, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, or “RMCF”), an international franchisor and producer of premium chocolates and other confectionery products including go |
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| July 15, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| July 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| July 3, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| June 28, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| June 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| June 28, 2024 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY APPOINTS CHARLES B. ARNOLD TO ITS BOARD OF DIRECTORS AND AUDIT COMMITTEE DURANGO, Colo., June 28, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, or “RMCF”), an international franchisor and producer of premium chocolates and other confectionery products, including gourmet caramel apples, today announce |
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| June 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 29, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36 |
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| June 13, 2024 |
Exhibit 10.21 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (hereinafter “Agreement”) is hereby entered into effective as of January 27, 2024 between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. (hereinafter “the Company”) and ROBERT J. SARLLS (hereinafter “Mr. Sarlls”), who are collectively referred to herein as the “Parties.” As set forth in more detail below, |
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| June 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 12)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 77467X101 (CUSIP Numbe |
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| June 13, 2024 |
Rocky Mountain Chocolate Factory, Inc. Clawback Policy Exhibit 97.1 Rocky MOUNTain CHOCOLATE factory, inc. CLAWBACK POLICY The Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Rocky Mountain Chocolate Factory, Inc. (the “Company”) has adopted the following Clawback Policy (the “Policy”) on November 9, 2023, effective as of October 2, 2023 (the “Effective Date”). 1. Purpose. The purpose of this Policy is |
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| June 13, 2024 |
Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK Rocky Mountain Chocolate Factory, Inc. (the “Company”) is incorporated in the State of Delaware and has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which is our common stock, $0.001 par value per share (“Common Stock”). The rights of stockholders of the Company are generally go |
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| June 13, 2024 |
Subsidiaries of the Registrant Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Subsidiary Jurisdiction of Incorporation Rocky Mountain Chocolate Factory, Inc. Colorado U-Swirl, Inc. Nevada |
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| June 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) |
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| June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) |
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| June 5, 2024 |
Exhibit 10.1 May 29, 2024 VIA E-MAIL Jeffrey R. Geygan Re: Service as Interim Chief Executive Officer Dear Jeff: We are pleased that you have agreed to serve as Interim Chief Executive Officer of Rocky Mountain Chocolate Factory, Inc. (the “Company”), effective as of May 16, 2024 (the “Start Date”). You will perform those duties and responsibilities as are customary for your position as Interim Ch |
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| June 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in is charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) |
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| May 30, 2024 |
SEC File Number: 001-36865 CUSIP Number: 77467X101 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporatio |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) |
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| March 28, 2024 |
Exhibit 10.1 March 25, 2024 VIA E-MAIL Starlette B. Johnson Re: Service as Interim Chief Executive Officer Dear Starlette: We are pleased that you have agreed to serve as Interim Chief Executive Officer of Rocky Mountain Chocolate Factory, Inc. (the “Company”), effective as of January 29, 2024 (the “Start Date”). You will perform those duties and responsibilities as are customary for your position |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in is charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| February 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 11)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 77467X101 (CUSIP Numbe |
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| February 8, 2024 |
RMCF / Rocky Mountain Chocolate Factory, Inc. / Wax Asset Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. )* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 77467X101 (CUSIP Number) December 31, 2023 (Date of Ev |
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| February 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 10)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 77467X101 (CUSIP Numbe |
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| January 29, 2024 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE APPOINTS INDUSTRY VETERAN AND BOARD DIRECTOR STARLETTE B. JOHNSON AS INTERIM CHIEF EXECUTIVE OFFICER DURANGO, Colo., January 29, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, “RMC”, or “Rocky Mountain Chocolate”), an international franchisor and producer of premium chocolates and other confectionery products |
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| January 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction (Commission ( |
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| January 26, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction (Commission ( |
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| January 26, 2024 |
Covenant Breach Waiver, dated January 22, 2024, issued by Wells Fargo Bank, N.A., Exhibit 10.1 Commercial Banking 1700 Lincoln Street 8th Floor Denver, CO 80203 January 22, 2024 Rocky Mountain Chocolate Factory, Inc. 265 Turner Dr. Durango, CO, 81303 Dear Allen: We have learned of the following breach of the terms of your Credit Agreement with WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank") dated as of October 13, 2021, as amended from time to time (the "Agreement"): 1. Section |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0 |
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| January 11, 2024 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE REPORTS FISCAL THIRD QUARTER 2024 FINANCIAL RESULTS - Third Consecutive Quarter of Margin Improvement and New Third-Party Co-Packer Set Stage for Improved Results for FY’25 - - Company to Host Conference Call Tomorrow at 8:30 a.m. ET - DURANGO, Colo., January 10, 2024 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, |
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| January 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2024 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| December 6, 2023 |
ROCKY MOUNTAIN CHOCOLATE APPOINTS STEVE CRAIG TO ITS BOARD OF DIRECTORS Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE APPOINTS STEVE CRAIG TO ITS BOARD OF DIRECTORS DURANGO, Colo., December 4, 2023 (GLOBE NEWSWIRE) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, “RMC”, or “Rocky Mountain Chocolate”), an international franchisor and producer of premium chocolates and other confectionery products, including gourmet caramel apples, today announced th |
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| December 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| November 16, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpora |
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| November 16, 2023 |
Investor presentation of Rocky Mountain Chocolate Factory, Inc. Exhibit 99.1 |
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| November 14, 2023 |
SC 13D/A 1 p1114234sc13da9.htm AMENDMENT NO. 9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 9)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title |
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| October 20, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| October 20, 2023 |
Letter from CohnReznick LLP, dated October 20, 2023 Exhibit 16.2 October 20, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated October 16, 2023 of Rocky Mounting Chocolate Factory, Inc. and are in agreement with the statements contained in part b) therein. We have no basis to agree or disagree with the statements in part a) therein. /s/ CohnReznick LLP |
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| October 20, 2023 |
Letter from Plante & Moran, PLLC, dated October 19, 2023 Exhibit 16.1 October 19, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read Item 4.01(a) of Form 8-K of Rocky Mountain Chocolate Factory, Inc. dated October 16, 2023, and agree with the statements concerning our firm contained therein. We have no basis to agree or disagree with other statements of the registrant contained therein. Very truly |
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| October 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001 |
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| October 12, 2023 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY REPORTS FISCAL SECOND QUARTER 2024 FINANCIAL RESULTS - Company Continues to Execute Across its Three Strategic Pillars, Reveals Transformational Brand Refresh, and Anticipates Acceleration of eCommerce and Specialty Retail Revenues for the Holidays - - Company to Host Conference Call Tomorrow at 8:30 a.m. ET - DURANGO, Colo., October 11, 2023 (GLOBE NE |
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| October 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| October 3, 2023 |
Exhibit 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT THIS AMENDMENT TO CREDIT AGREEMENT (this "Amendment") dated September 20, 2023, is entered into by and between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Colorado corporation ("Borrower"), and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank"). RECITALS WHEREAS, Borrower is currently indebted to Bank pursuant to the terms and conditions of that certain |
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| October 3, 2023 |
Exhibit 10.2 REVOLVING LINE OF CREDIT NOTE $4,000,000.00 Denver, Colorado September 20, 2023 FOR VALUE RECEIVED, the undersigned ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. ("Borrower") promises to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank") at its office at MAC: C7300-081, 1700 Lincoln Street, 8th Floor, Denver, CO 80203 or at such other place as the holder hereof may designate |
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| October 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction (Commission |
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| September 28, 2023 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY UNVEILS BRAND AND TRADE NAME REFRESH AT 2023 NATIONAL FRANCHISEE CONVENTION ICONIC CHOCOLATE FRANCHISOR PIVOTS TO DIFFERENTIATE ITSELF IN THE PREMIUM CHOCOLATE MARKET Durango, Colorado - September 27, 2023) - Rocky Mountain Chocolate Factory Inc. (Nasdaq: RMCF) (the “Company”, “we”, ”Rocky Mountain Chocolate”, or “RMCF”), an international franchisor an |
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| September 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpor |
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| September 12, 2023 |
Third Amended and Restated Bylaws of Rocky Mountain Chocolate Factory, Inc. Exhibit 3.1 THIRD AMENDED AND RESTATED BYLAWS OF ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. (a Delaware corporation) ARTICLE I: OFFICES 1.1. Registered Office. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. 1.2. Other Offices. The Corporation may also have offices in such other places, either within or without the State of De |
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| September 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpor |
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| August 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| August 21, 2023 |
Letter from Plante & Moran, PLLC Exhibit 16.1 August 18, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read Item 4.01 of Form 8-K of Rocky Mountain Chocolate Factory, Inc. dated August 15, 2023, and agree with the statements concerning our firm contained therein. We have no basis to agree or disagree with other statements of the registrant contained therein. Very truly your |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36865 A. Full t |
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| August 16, 2023 |
Investor presentation of Rocky Mountain Chocolate Factory, Inc. Exhibit 99.1 |
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| August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| August 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 8)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 77467X101 (CUSIP Number |
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| August 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporatio |
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| August 7, 2023 |
Waiver and Consent, dated August 3, 2023, to Settlement Agreement and Release Exhibit 10.1 August 3, 2023 Bradley L. Radoff 2727 Kirby Dr., Unit 29L Houston, Texas 77098 Email: [email protected] Re: Sale of Shares of Common Stock of Rocky Mountain Chocolate Factory, Inc. Dear Mr. Radoff: We understand you have proposed to sell up to 200,000 shares (the “Shares”) of common stock (“Company Common Stock”) of Rocky Mountain Chocolate Factory, Inc. (the “Company”) and that Glob |
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| August 4, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. |
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| July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 7)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 77467X101 (CUSIP Number |
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| July 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 6)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 77467X101 (CUSIP Number |
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| July 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36 |
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| July 13, 2023 |
EXHIBIT 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY REPORTS FISCAL FIRST QUARTER 2024 FINANCIAL RESULTS - Company Makes Progress on its Three Strategic Pillars, Including $700K in Executed Annual Cost Savings, Sale of Non-Core Frozen Yogurt Business and New Revenue Enhancing Logistics Partnership - - Company to Host Conference Call Today at 5:00 p.m. ET - DURANGO, Colo., July 13, 2023 - Rocky Mountain C |
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| July 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| June 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| June 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 1, 2023 |
Exhibit 99.1 |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2023 Rocky Mountain Chocolate Factory, Inc. |
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| May 30, 2023 |
Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK Rocky Mountain Chocolate Factory, Inc. (the “Company”) is incorporated in the State of Delaware and has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which is our common stock, $0.001 par value per share (“Common Stock”). The rights of stockholders of the Company are generally go |
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| May 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36 |
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| May 30, 2023 |
Subsidiaries of the Registrant Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Subsidiary Jurisdiction of Incorporation Rocky Mountain Chocolate Factory, Inc. Colorado U-Swirl International, Inc. Nevada |
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| May 24, 2023 |
EXHIBIT 99.1 Rocky Mountain Chocolate Factory Reports Fiscal Fourth Quarter and Full Year 2023 Financial Results - Unveils Strategic Transformation Plan to Accelerate Growth and Profitability - - New Investor Presentation Published on the Company’s Website - DURANGO, CO / May 24, 2023 / - Rocky Mountain Chocolate Factory, Inc. (Nasdaq: RMCF) (the "Company", “we” or "RMCF"), a leading manufacturer |
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| May 24, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) |
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| May 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in is charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) ( |
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| May 8, 2023 |
Exhibit 10.1 EXECUTION VERSION RETIREMENT AGREEMENT AND GENERAL RELEASE This Retirement Agreement and General Release (hereinafter “Agreement”) is hereby entered into effective as of May 3, 2023 by and between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. (hereinafter “the Company”) and GREGORY L. POPE (hereinafter “Mr. Pope”), who are collectively referred to herein as the “Parties.” As set forth in mor |
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| May 8, 2023 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY ANNOUNCES RETIREMENT OF GREGORY L. POPE, SENIOR VICE PRESIDENT – FRANCHISE DEVELOPMENT Durango, Colorado-(GLOBE NEWSWIRE) – May 8, 2023) - Rocky Mountain Chocolate Factory, Inc. (NASDAQ: RMCF) (the "Company," "we" or "RMCF"), an international franchiser and manufacturer of gourmet chocolates and other confectionary products, today announced the retirem |
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| May 4, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in is charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) ( |
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| May 4, 2023 |
Exhibit 10.1 SECURED PROMISSORY NOTE $1,000,000 May 1, 2023 THIS SECURED PROMISSORY NOTE IS SUBJECT TO A RIGHT OF OFFSET DESCRIBED WITHIN THAT CERTAIN ASSET PURCHASE AGREEMENT OF EVEN DATE HEREWITH BETWEEN MAKER AND HOLDER AND THE AMOUNT(S) PAYABLE HEREUNDER IS SUBJECT TO SUCH OFFSET RIGHT. FOR VALUE RECEIVED, U Swirl, LLC, a Delaware limited liability company (“Maker”) promises to pay to the orde |
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| May 4, 2023 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of May 1, 2023 (the “Closing Date”), by and among U-SWIRL INTERNATIONAL, INC., a Nevada corporation (“U-Swirl” or “Seller”), U SWIRL, LLC, a Delaware limited liability company (“Buyer”), and, solely for the purposes of Article VI and Sections 8.6 and 8.7 herein, ROCKY MOUNTAIN CHOCOLATE FACTORY |
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| May 4, 2023 |
Exhibit 10.2 SECURITY AGREEMENT THIS SECURITY AGREEMENT (this “Agreement”), dated as of May 1, 2023 (the “Effective Date”), is made by and among U-SWIRL INTERNATIONAL, INC., a Nevada corporation (“Creditor”), BOB PARTNERS X, LLC, a Delaware limited liability company (“Partners”), U SWIRL, LLC, a Delaware limited liability company (“U-Swirl”), U SWIRL FRANCHISING LLC, a Delaware limited liability c |
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| May 4, 2023 |
Exhibit 10.3 PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (this “Pledge Agreement”), dated as of May 1, 2023, is made and entered into by and between U-Swirl International, Inc., a Nevada corporation (the “Pledgee”), Bob Partners X, LLC, a Delaware limited liability company (the “Pledgor 1”), and Kishan Patel, Nimesh Dahya, Nealesh Dahya, Sanjay Patel, Ravi Patel and Mina Yu (collectively “Pledgor 2”), |
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| May 2, 2023 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY FURTHERS ITS STRATEGIC INITIATIVES WITH THE DIVESTITURE OF U-SWIRL YOGURT FRANCHISE BUSINESS Divestiture Reflects the Company’s Commitment to Manufacturing Premium Chocolate and Supporting its Confectionary Product Network Durango, Colorado-(Newsfile Corp. – May 2, 2023) - Rocky Mountain Chocolate Factory, Inc. (NASDAQ: RMCF) (the "Company," "we" or "R |
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| May 2, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in is charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) ( |
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| March 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2023 Rocky Mountain Chocolate Factory, Inc. |
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| March 8, 2023 |
Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”), made effective as of the 8th day of March, 2023, by and between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Delaware corporation (the “Corporation”), and Starlette B. Johnson (“Director”). W I T N E S S E T H: WHEREAS, it is essential to the Corporation to retain and attract as directors the most capable person |
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| March 8, 2023 |
ROCKY MOUNTAIN CHOCOLATE FACTORY APPOINTS STARLETTE JOHNSON TO ITS BOARD OF DIRECTORS Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY APPOINTS STARLETTE JOHNSON TO ITS BOARD OF DIRECTORS Durango, Colorado-(Newsfile Corp. – March 8, 2023) - Rocky Mountain Chocolate Factory, Inc. (NASDAQ: RMCF) (the "Company", "we" or "RMCF"), a leading manufacturer and international franchiser of gourmet chocolates and other confectionary products, today announced that Starlette Johnson has been appoi |
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| February 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 19)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 774678403 (CUSIP Numbe |
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| January 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0 |
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| January 13, 2023 |
Exhibit 10.2 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (hereinafter “Agreement”) is hereby entered into effective as of September 30, 2022 between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. (hereinafter “the Company”) and EDWARD L. DUDLEY (hereinafter “Mr. Dudley”), who are collectively referred to herein as the “Parties.” As set forth in more detail below, |
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| January 12, 2023 |
EXHIBIT 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY REPORTS FISCAL THIRD QUARTER 2023 FINANCIAL RESULTS Company to Hold Quarterly Conference Call Today at 5:00 p.m. ET DURANGO, CO / January 12, 2023 / Rocky Mountain Chocolate Factory, Inc. (Nasdaq:RMCF) (the "Company", “we” or "RMCF"), a leading manufacturer and international franchiser of gourmet chocolates and other confectionary products, today repor |
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| January 12, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 12, 2023 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| December 16, 2022 |
Exhibit 10.1 EXECUTION VERSION SETTLEMENT AGREEMENT AND RELEASE This Settlement Agreement and Release (this “Agreement”), dated December 14, 2022 (the “Effective Date”), is by and among Rocky Mountain Chocolate Factory, Inc. (“RMCF,” “Plaintiff,” or the “Company”), Bradley L. Radoff (“Radoff”), Andrew T. Berger (“Berger”), AB Value Partners, LP (“AB Value Partners”), AB Value Management LLC (“AB V |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 18)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 774678403 (CUSIP Numbe |
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| December 16, 2022 |
SETTLEMENT AGREEMENT AND RELEASE Exhibit 99.1 EXECUTION VERSION SETTLEMENT AGREEMENT AND RELEASE This Settlement Agreement and Release (this “Agreement”), dated December 14, 2022 (the “Effective Date”), is by and among Rocky Mountain Chocolate Factory, Inc. (“RMCF,” “Plaintiff,” or the “Company”), Bradley L. Radoff (“Radoff”), Andrew T. Berger (“Berger”), AB Value Partners, LP (“AB Value Partners”), AB Value Management LLC (“AB V |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 8)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 77467X101 (CUSIP Number |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpora |
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| December 14, 2022 |
Resignation Correspondence of Gabriel Arreaga, dated December 8, 2022. EXHIBIT 17.1 December 8, 2022 Mr. Jeff Geygan Chairman of the Board of Directors Rocky Mountain Chocolate Factory Dear Jeff, I am thankful for the opportunity to serve Rocky Mountain Chocolate Factory and its shareholders as a Board member and Chair of the Compensation committee. It is with shareholder interest in mind that I regret to inform you that I will be resigning from the Board of Director |
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| December 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| December 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| November 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)* Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 77467X101 (CUSIP Number |
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| November 3, 2022 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporat |
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| October 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001 |
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| October 12, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in is charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| October 12, 2022 |
EXHIBIT 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY REPORTS FISCAL SECOND QUARTER 2023 FINANCIAL RESULTS Company to Hold Quarterly Conference Call Today at 5:00 p.m. ET DURANGO, CO / October 12, 2022 / Rocky Mountain Chocolate Factory, Inc. (Nasdaq:RMCF) (the "Company" or "RMCF"), an international franchiser and manufacturer of gourmet chocolates and other confectionary products, today reported financia |
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| October 6, 2022 |
Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT THIS AMENDMENT TO CREDIT AGREEMENT (this "Amendment") dated September 26, 2022, is entered into by and between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Colorado corporation ("Borrower"), and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank"). RECITALS WHEREAS, Borrower is currently indebted to Bank pursuant to the terms and conditions of that certain |
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| October 6, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 6, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| October 6, 2022 |
Rocky Mountain Chocolate Factory Issues Board Update to Stockholders Exhibit 99.1 Rocky Mountain Chocolate Factory Issues Board Update to Stockholders ? New Board Director Selection Process Underway ? Executive Leadership Team Transition Nearly Complete ? Will Formally Introduce Strategic Development Plan By Fiscal Year-End Dear Stockholders: It has been one year since the stockholder vote on October 6th, 2021, refreshed the composition of the Rocky Mountain Chocol |
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| October 6, 2022 |
Exhibit 10.3 CREDIT AGREEMENT THIS CREDIT AGREEMENT (this "Agreement") dated October 13, 2021, is by and between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Colorado corporation ("Borrower"), and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank"). This Agreement amends, restates and supersedes in its entirety, and is given as a replacement for, and not in satisfaction of or as a novation with respect t |
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| October 6, 2022 |
Exhibit 10.2 REVOLVING LINE OF CREDIT NOTE $5,000,000.00 Denver, Colorado September 26, 2022 FOR VALUE RECEIVED, the undersigned ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. ("Borrower") promises to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank") at its office at MAC: C7300-081, 1700 Lincoln Street, 8th Floor, Suite 800, Denver, Colorado 80203 or at such other place as the holder her |
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| October 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpor |
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| September 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 7)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 77467X101 (CUSIP Number |
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| September 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpor |
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| September 30, 2022 |
Exhibit 99.1 Bradley L. Radoff Comments on the Costly, Desperate and Baseless Litigation Initiated by Rocky Mountain Chocolate Factory?s Toxic Board of Directors Finds it Alarming That Independent Directors Gabriel Arreaga, Mark Riegel, and Sandra Elizabeth Taylor Blindly Follow Self-Interested Chair Jeffrey R. Geygan ? Who Has an Irrelevant Background Running a Seemingly Lackluster Money Manageme |
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| September 28, 2022 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY SUES AB VALUE/RADOFF GROUP AND MARY BRADLEY FOR FRAUDULENT INDUCEMENT AND REPEATED MISREPRESENTATIONS IN CONNECTION WITH 2022 ANNUAL MEETING OF STOCKHOLDERS Lawsuit Seeks Reimbursement Of Over $1 Million in Expense Incurred By The Company ? Company alleges Bradley Radoff, Andrew T. Berger, and Mary Bradley conspired to fraudulently induce the Company i |
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| September 28, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorpor |
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| September 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 17)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 774678403 (CUSIP Numbe |
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| September 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 6)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 77467X101 (CUSIP Number |
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| September 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| September 1, 2022 |
ROCKY MOUNTAIN CHOCOLATE FACTORY ANNOUNCES RETIREMENT OF ED DUDLEY, COMPANY Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY ANNOUNCES RETIREMENT OF ED DUDLEY, COMPANY?S SENIOR VICE PRESIDENT ? SALES AND MARKETING Durango, Colorado-(September 1, 2022) - Rocky Mountain Chocolate Factory, Inc. (NASDAQ: RMCF) (the ?Company,? ?we? or ?RMCF?), an international franchiser and manufacturer of gourmet chocolates and other confectionary products ranked number one on Newsweek's list o |
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| August 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| August 24, 2022 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY SHAREHOLDERS ELECT COMPANY?S SLATE OF SIX DIRECTORS AT 2022 ANNUAL MEETING BOARD RECONFIRMS ITS COMMITMENT TO SEATING A SEVENTH DIRECTOR WITH FRANCHISE OPERATING EXPERIENCE Durango, Colorado-(August 24, 2022) - Rocky Mountain Chocolate Factory, Inc. (NASDAQ: RMCF) (the "Company," "we" or "RMCF"), an international franchiser and manufacturer of gourmet |
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| August 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2022 OR TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36865 A. Full title of the plan and |
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| August 18, 2022 |
Joint Filing and Solicitation Agreement, dated August 16, 2022. EX-99.2 3 ea164550ex99-2rocky.htm JOINT FILING AGREEMENT Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D, to be filed with the Securities Exchange Commission on August 17, 2022 (including amendments thereto) w |
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| August 18, 2022 |
Exhibit 99.1 EXECUTION VERSION COOPERATION AGREEMENT This Cooperation Agreement (this “Agreement”), dated August 13, 2022 (the “Effective Date”), is by and among AB Value Partners, LP (“AB Value Partners”), AB Value Management LLC (“AB Value Management” and, together with AB Value Partners, “AB Value”), Bradley L. Radoff, an individual (“Radoff” and together with AB Value, the “ABV/Radoff Group”) |
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| August 18, 2022 |
SC 13D/A 1 ea164550-13da16abvaluerocky.htm AMENDMENT NO. 16 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 16)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| August 16, 2022 |
Exhibit 99.1 EXECUTION VERSION COOPERATION AGREEMENT This Cooperation Agreement (this ?Agreement?), dated August 13, 2022 (the ?Effective Date?), is by and among AB Value Partners, LP (?AB Value Partners?), AB Value Management LLC (?AB Value Management? and, together with AB Value Partners, ?AB Value?), Bradley L. Radoff, an individual (?Radoff? and together with AB Value, the ?ABV/Radoff Group?) |
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| August 16, 2022 |
Exhibit 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY ANNOUNCES AB VALUE AND BRADLEY RADOFF HAVE NOTIFIED IT THAT MARY BRADLEY WILL NOT SERVE ON THE BOARD DURANGO, CO / Newsfile / August 16, 2022 / Rocky Mountain Chocolate Factory, Inc. (NASDAQ:RMCF) (the ?Company,? ?we? or ?RMCF?), an international franchiser and manufacturer of gourmet chocolates and other confectionary products, today announced that AB |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 774678403 (CUSIP Number |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| August 16, 2022 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporati |
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| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confid |
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| August 5, 2022 |
DFAN14A 1 dfan14a0907604108052022.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ |
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| August 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| August 5, 2022 |
Exhibit 1 |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| August 3, 2022 |
Exhibit 1 |
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| August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| August 3, 2022 |
DFAN14A 1 dfan14a0907604108032022.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ |
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| August 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| July 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| July 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| July 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| July 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| July 22, 2022 |
SC 13D/A 1 sc13da40907604107222022.htm AMENDMENT NO. 4 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par va |
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| July 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 15)1 Rocky Mountain Chocolate Factory, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 774678403 (CUSIP Numbe |
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| July 22, 2022 |
SECOND AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT Exhibit 99.1 SECOND AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT This Second Amendment (this ?Second Amendment?) is made and entered into as of July 20, 2022 to that certain Joint Filing and Solicitation Agreement, dated May 27, 2022, as amended on July 1, 2022 (the ?Agreement?), by and among Bradley L. Radoff, AB Value Partners, LP, AB Value Management LLC, Andrew T. Berger, Mary Bradley |
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| July 22, 2022 | ||
| July 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| July 22, 2022 |
Second Joint Filing and Solicitation Agreement Amendment, dated July 20, 2022. Exhibit 99.1 SECOND AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT This Second Amendment (this ?Second Amendment?) is made and entered into as of July 20, 2022 to that certain Joint Filing and Solicitation Agreement, dated May 27, 2022, as amended on July 1, 2022 (the ?Agreement?), by and among Bradley L. Radoff, AB Value Partners, LP, AB Value Management LLC, Andrew T. Berger, Mary Bradley |
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| July 21, 2022 |
Offer Letter, dated July 15, 2022, between Rocky Mountain Chocolate Factory, Inc. and Allen Arroyo Exhibit 10.1 ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. 265 Turner Drive Durango, Colorado 81303 July 15, 2022 VIA E-MAIL A. Allen Arroyo RE: Chief Financial Officer Employment Offer Dear Allen, We are pleased to offer you the position of Chief Financial Officer of Rocky Mountain Chocolate Factory, Inc. (the ?Company?) with an anticipated start date on August 1, 2022 (the ?Start Date?). You will perfo |
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| July 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation |
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| July 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| July 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| July 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| July 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| July 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| July 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36 |
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| July 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| July 13, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2022 Rocky Mountain Chocolate Factory, Inc. (Exact name of registrant as specified in is charter) Delaware 001-36865 47-1535633 (State or other jurisdiction of incorporation) |
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| July 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| July 13, 2022 |
EXHIBIT 99.1 ROCKY MOUNTAIN CHOCOLATE FACTORY REPORTS FISCAL 2023 FIRST QUARTER OPERATING RESULTS Company to Hold Quarterly Earnings Calls Beginning July 14, 2022 DURANGO, CO / July 13, 2022 / Rocky Mountain Chocolate Factory, Inc. (Nasdaq:RMCF) (the "Company" or "RMCF"), an international franchiser and manufacturer of gourmet chocolates and other confectionary products, today reported operating r |
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| July 11, 2022 |
O L S H A N 1325 AVENUE OF THE AMERICAS ● NEW YORK, NEW YORK 10019 TELEPHONE: 212. |
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| July 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confid |
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| July 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| July 6, 2022 |
Joint Filing and Solicitation Agreement Amendment, dated July 1, 2022. Exhibit 99.1 AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT This Amendment (this “Amendment”) is made and entered into as of July 1, 2022 to that certain Joint Filing and Solicitation Agreement, dated May 27, 2022 (the “Agreement”), by and among Bradley L. Radoff, AB Value Partners, LP, AB Value Management LLC, Andrew T. Berger, Mary Bradley, Richard Degnan, Correne Loeffler and Suchit Majmu |
