Proxy Results (Form 8-K)

As previously disclosed, on January 20, 2026, Nathan's Famous, Inc., a Delaware corporation (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Smithfield Foods, Inc., a Virginia corporation ("Buyer") and Boardwalk Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Buyer ("Merger Sub").

Pursuant to the Merger Agreement, and upon the terms and subject to the conditions thereof and in accordance with the General Corporation Law of the State of Delaware, Merger Sub will merge with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly-owned subsidiary of Buyer.

The Company held a special meeting of stockholders on Friday, October 23, 2026, at 9:00 A.M., Eastern Time (the "Special Meeting"), called for the purpose of approving proposals relating to the Merger Agreement.

At the close of business on September 22, 2026, the record date for the Special Meeting, there were 4,097,661 shares of common stock entitled to vote at the Special Meeting. Present at the Special Meeting or by proxy were holders of 3,276,011 shares, representing approximately 79.94% of the outstanding shares of common stock entitled to vote at the Special Meeting, and constituting a quorum.

The final results, by proposal, are set forth below:

1. Merger Proposal: To adopt the Agreement and Plan of Merger, dated as of January 20, 2026 (as it may be amended from time to time, the "Merger Agreement"), by and among Buyer, Merger Sub, and the Company, providing for, among other things, the merger of Merger Sub with and into the Company, with the Company surviving the Merger as a wholly-owned subsidiary of Buyer (the "Merger Proposal").

2. Compensation Advisory Proposal: To approve, on a non-binding, advisory basis, certain compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger (the "Compensation Advisory Proposal").

3. Adjournment Proposal: To approve one or more adjournments of the Special Meeting to a later date or time, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting (the "Adjournment Proposal").

Each of the Merger Proposal and the Compensation Advisory Proposal was approved by the required vote of the Company's stockholders. Sufficient votes were received to approve the Adjournment Proposal, but an adjournment was not necessary in light of the approval of the Merger Proposal.