Page 18 of 28 – SEC Filing
This
Amendment No. 5 to Schedule 13D (this “Amendment”) amends and supplements the Schedule 13D filed with the Securities
and Exchange Commission (the “SEC”) on December 29, 2016 (as amended, the “Schedule 13D”), Delta Partners,
LP, a Delaware limited partnership, Delta Partners GP, LLC, a Delaware limited liability company, Prism Partners, L.P., a Delaware
limited partnership, Delta Growth Master Fund L.P., a Cayman Islands limited partnership, Delta Advisors, LLC, a Delaware limited
liability company, the Jobson Family Foundation, a Massachusetts trust, Charles Jobson, an individual, REIT Redux LP, a Delaware
limited partnership, REIT Redux GP, LLC, a Delaware limited liability company, Robert J. Stetson, an individual, Leanlien, L.L.C.,
a Texas limited liability company, SLKW Investments LLC, a Delaware limited liability company, David Martin West Asset Trust,
a Texas trust, David West, an individual, The Kropp 2010 Family Trust, a Texas trust, and James H. Kropp, an individual, relating
to the common stock, $0.001 par value per share (the “Common Stock”) of Good Times Restaurants Inc., a Delaware corporation
(the “Issuer”), as amended by the first amendment thereto filed by certain Jobson Reporting Persons (defined below)
on April 24, 2017, as amended by the second amendment thereto filed with the SEC on October 19, 2017, as amended by the third
amendment thereto filed with the SEC on November 14, 2017, and as further amended by the fourth amendment thereto filed with the
SEC on January 8, 2018. Information reported in the Schedule 13D remains in effect except to the extent that it is amended, restated
or superseded by information contained in this Amendment. Capitalized terms used but not defined in this Amendment have the same
meanings as are ascribed to them in the Schedule 13D.
This
Amendment is being filed to supplement Items 2, 3, 4, 6 and 7 of the Schedule 13D.
| Item 2. | Identity and Background |
Items
2(a)–(f) of the Schedule 13D are hereby amended and restated in their entirety as follows:
(a)
This Schedule 13D is being filed by and on behalf of (i) Delta Partners, LP; (ii) Delta Partners GP, LLC; (iii)
Prism Partners, L.P.; (iv) Delta Growth Master Fund L.P.; (v) Delta Advisors, LLC; (vi) Jobson Family Foundation; (vii)
Charles Jobson; (viii) REIT Redux LP; (ix) REIT Redux GP, LLC; (x) Robert J. Stetson; (xi) Leanlien, L.L.C.; (xii) SLKW
Investments LLC; (xiii) David Martin West Asset Trust; (xiv) David West; (xv) The Kropp 2010 Family Trust; and (xvi) James H.
Kropp (the persons in clauses (i)–(vii) each, a “Jobson Reporting Person” and collectively, the
“Jobson Reporting Persons”, the persons in clauses (viii)–(xvi) each, a “Stetson Reporting
Person” and collectively, the “Stetson Reporting Persons”, and all persons in clauses (i)–(xvi) each,
a “Reporting Person” and collectively, the “Reporting Persons”). As of March 8, 2018, Delta
Partners, LP ceased to a beneficial owner, and Delta Partners GP, LLC ceased to be an indirect beneficial owner, of the
Common Stock of the Issuer. The shares of Common Stock previously owned directly by Delta Partners, LP, and indirectly by
Delta Partners GP, LLC, were distributed to Charles Jobson. The Reporting Persons are making this single, joint filing
because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Act. However,
neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons
that such a group exists. The amended and restated agreement among the Reporting Persons to file jointly (the “A&R
Joint Filing Agreement”) is attached hereto as Exhibit F.
(b)
The principal business address of each Jobson Reporting Person other than Jobson Family Foundation is 265 Franklin Street, Suite
903, Boston, MA 02110. The principal business address of Jobson Family Foundation is 39 Livingston Road, Wellesley, MA 02482.
The principal business address of REIT Redux LP, REIT Redux GP, LLC, The Kropp 2010 Family Trust and James H. Kropp is 14901 Quorum
Drive, Suite 900, Dallas, Texas 75254. The principal business address of Robert Stetson, Leanlien, L.L.C., and SLKW Investments
LLC is 6125 Luther Lane #380, Dallas, Texas 75225. The principal business address of David Martin West Asset Trust and David West
is 16475 Dallas Parkway, Suite 155, Addison, Texas 75001.
(c)
Prism Partners, L.P. and Delta Growth Master Fund L.P. are private investment funds, the principal business of which is to make
investments. Delta Partners, LP is an investment manager. The principal business of Delta Partners GP, LLC is to act as the general
partner of Delta Partners, LP. The principal business of Delta Advisors, LLC is to act as the general partner of Prism Partners,
L.P. The principal business of Jobson Family Foundation is to serve as a charitable foundation. Charles Jobson serves as managing
member of Delta Partners GP, LLC and Delta Advisors, LLC. REIT Redux LP, REIT Redux GP, LLC, Robert J. Stetson, Leanlien, L.L.C.,
SLKW Investments LLC, The Kropp 2010 Family Trust, and James H. Kropp are principally engaged in the business of acquiring, holding,
managing, voting and disposing of various public and private investments. David Martin West Asset Trust and David West are principally
engaged in real estate and investments. Mr. Stetson also serves as Chief Executive Officer of USRP and as Chief Financial Officer
of Sholand, LLC. Mr. Kropp is the Chief Financial Officer of Microproperties, LLC.
