SC 13G/A: RCI HOSPITALITY HOLDINGS, INC.

AI Summary

SC 13G/A filing by RCI HOSPITALITY HOLDINGS, INC..

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.01 — of Class of Securities: Common Stock, $0.01 par value ITEM 2(e): CUSIP Number:

Filing Documents

• adw-sc13ga_123123.htm (SC 13G/A) — 67KB
• ex1.htm (EX-1) — 5KB
• 0001999371-24-002363.txt ( ) — 74KB

(a): Name of Issuer

ITEM 1(a): Name of Issuer: RCI Hospitality Holdings, Inc. (the “Issuer”)

(b)

ITEM 1(b): Address of Issuer’s Principal Executive Offices: 10737 Cutten Road, Houston, Texas 77066

(a): Name of Person Filing

ITEM 2(a): Name of Person Filing: This statement is jointly filed by and on behalf of each of ADW Capital Partners, L.P., ADW Capital Management, LLC and Adam D. Wyden. ADW Capital Partners, L.P. is the record and direct beneficial owners of the securities covered by this statement. ADW Capital Management, LLC is the general partner and investment manager of, and may be deemed to beneficially own securities owned by, ADW Capital Partners, L.P. Mr. Wyden is the sole manager of, and may be deemed to beneficially own securities owned by, ADW Capital Management, LLC. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement. Each of the reporting persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for the purposes of Section 13(d) or 13(g) of the Act. Each of the reporting persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.

(b): Address

ITEM 2(b): Address of Principal Business Office or, if None, Residence: The address of the principal business office of each of the reporting persons is 6431 Allison Road, Miami Beach, Florida 33141

(c): Citizenship

ITEM 2(c): Citizenship: See Item 4 on the cover page(s) hereto.

(d): Title

ITEM 2(d): Title of Class of Securities: Common Stock, $0.01 par value

(e): CUSIP

ITEM 2(e): CUSIP Number: 74934Q108 PAGE 6 OF 9

: If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check

ITEM 3: If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a: (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); (k) Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Not applicable.

: Ownership

ITEM 4: Ownership. (a) Amount Beneficially Owned: See Item 9 on the cover page(s) hereto. (b) Percent of Class: See Item 11 on the cover page(s) hereto. (c) Number of Shares as to which such person has: (i) Sole power to vote or to direct the vote: See Item 5 on the cover page(s) hereto. (ii) Shared power to vote or to direct the vote: See Item 6 on the cover page(s) hereto. (iii) Sole power to dispose or to direct the disposition of: See

on the cover page(s) hereto

Item 7 on the cover page(s) hereto. (iv) Shared power to dispose or to direct the disposition of: See Item 8 on the cover page(s) hereto.

: Ownership of Five Percent or Less of a Class

ITEM 5: Ownership of Five Percent or Less of a Class: Not applicable.

: Ownership of More than Five Percent on Behalf of Another Person

ITEM 6: Ownership of More than Five Percent on Behalf of Another Person: Not applicable.

: Identification and Classification

ITEM 7: Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: Not applicable.

: Identification and Classification of Members of the Group

ITEM 8: Identification and Classification of Members of the Group: Not applicable.

: Notice of Dissolution of a Group

ITEM 9: Notice of Dissolution of a Group: Not applicable.

: Certification

ITEM 10: Certification . By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. PAGE 7 OF 9 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 14, 2024 ADW Capital Partners, L.P. By: ADW Capital Management, LLC Its: General Partner By: /s/ Adam D. Wyden Name: Adam D. Wyden Title: Sole Manager ADW Capital Management, LLC By: /s/ Adam D. Wyden Name: Adam D. Wyden Title: Sole Manager Adam D. Wyden /s/ Adam D. Wyden PAGE 8 OF 9 EXHIBIT INDEX EXHIBIT 1: Joint Acquisition Statement Pursuant to Section 240.13d-1(k) Members of Group

View Full Filing

View this SC 13G/A filing on SEC EDGAR