Samuel Weinstein
About Samuel Weinstein
Samuel Weinstein is Co-Chief Operating Officer of Ark Restaurants (ARKR); he has worked at the Company in varying capacities for the last 10 years and since May 2022 served as Vice President of Operations overseeing the Las Vegas management transition and renovations tied to lease extensions; he is age 30 and is the son of Michael Weinstein (Chairman & CEO) . Company performance context during his recent tenure: ARKR reported net losses in FY2023 and FY2024, and cumulative TSR declined in FY2024 from FY2023 levels; revenue was essentially flat to slightly down in FY2024 .
Company performance snapshot
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Net Income (Loss) ($USD Millions) | 10.2 | (5.4) | (3.7) |
| TSR — $100 Initial Value (Year-End) | 163.79 | 139.08 | 79.61 |
| Revenue ($USD Millions) | — | 184.8 | 183.5 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ark Restaurants | Vice President of Operations | 2022–2024 (since May 2022) | Oversaw Las Vegas management transition and renovations in connection with lease extensions |
| Ark Restaurants | Special Projects (M&A identification/integration) | 2019–2022 (since Jan 2019) | Worked with executive team on acquisitions and integrations |
| Ark Restaurants | Various roles | ~2015–2019 (worked for Company in varying capacities for last 10 years) | Company operations exposure across functions |
External Roles
No external directorships or outside roles were disclosed in his executive biography in the proxy .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % | Actual Bonus ($) | Notes |
|---|---|---|---|---|
| 2024 | 152,500 | — | 20,000 | Named Executive Officer (NEO) in 2024; no stock/option grant reported in SCT for 2024 |
Performance Compensation
| Incentive | Metric(s) | Weighting | Target | Actual | Payout ($) | Vesting |
|---|---|---|---|---|---|---|
| Annual Cash Bonus (FY2024) | Not specified in filing | — | — | — | 20,000 | Cash in FY2024 |
Note: The proxy does not enumerate specific performance metrics or weightings tied to Mr. Weinstein’s FY2024 cash bonus; only the payout amount is disclosed .
Equity Ownership & Alignment
Ownership, policy alignment, and in-the-money leverage indicators
| Item | Detail |
|---|---|
| Beneficial ownership (as of Jan 15, 2025) | 3,700 shares; includes 2,500 options exercisable within 60 days; less than 1% of shares outstanding |
| Shares outstanding (record date) | 3,604,157 (Jan 15, 2025) |
| Hedging and pledging policy | Hedging and pledging of Company stock by directors and executive officers is prohibited |
| Rule 10b5-1 plans (FY2024) | None adopted or terminated by directors or executive officers during FY2024 |
Outstanding options at FY-end (Sept 28, 2024)
| Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | Vesting Schedule |
|---|---|---|---|---|---|
| 02/03/2020 | 1,000 | — | 21.90 | 02/03/2030 | Not specified in table |
| 11/19/2020 | 250 | 250 | 10.65 | 11/19/2030 | 50% on 11/19/2022; 50% on 11/19/2024 |
| 09/02/2022 | 1,250 | 1,250 | 17.80 | 09/02/2032 | 25% annually beginning 09/02/2024 |
Vesting cadence and potential selling pressure windows:
- Sep 2 each year (2024–2027): 25% annual vesting for the 2022 grant; future vests on 09/02/2025, 09/02/2026, and 09/02/2027 may incrementally increase sellable supply absent trading restrictions .
- The 11/19/2020 grant completed vesting on 11/19/2024 per schedule; as of the FY-end table, half remained unexercisable but vested on 11/19/2024 per footnote .
Employment Terms
| Term | Disclosure |
|---|---|
| Role | Co-Chief Operating Officer |
| Tenure | Worked at Ark Restaurants for the last 10 years |
| Employment agreement | None disclosed for Samuel Weinstein in the proxy; a severance letter is disclosed for the CFO (not for Samuel) |
| Family relationship | Son of Michael Weinstein (Chairman & CEO) |
| Non-compete / Non-solicit / Garden leave | Not disclosed in proxy |
| Clawbacks / Ownership guidelines | Not disclosed in proxy |
Performance & Track Record
- Operating/renovation oversight: As VP of Operations, he spent the last 18 months overseeing the Las Vegas operations transition and renovations connected to lease extensions (New York-New York properties), indicating direct involvement with execution of multi-venue refresh obligations .
- Corporate performance context: Company revenues decreased 0.7% in FY2024 to $183.5M from $184.8M in FY2023, with net losses in FY2023 and FY2024; TSR fell in FY2024 vs FY2023, reflecting a more challenging environment as Bryant Park lease renewal risk and impairments weighed on results .
Company performance and incentive linkage (context)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Net Income (Loss) ($USD Millions) | 10.2 | (5.4) | (3.7) |
| TSR — $100 Initial Value (Year-End) | 163.79 | 139.08 | 79.61 |
| CEO/Non-PEO CAP disclosure coverage | CAP data presented for PEO and average Non-PEO NEOs, which included Samuel in 2024; Committee did not consider Pay vs Performance disclosure in pay decisions |
Related Party & Governance Considerations
- Family relationship: The proxy explicitly discloses that Samuel Weinstein is the son of CEO Michael Weinstein, a governance consideration for compensation and oversight .
- Related party transactions: Proxy states no related party transactions since the beginning of fiscal 2023 other than a consulting agreement with former COO Vincent Pascal; none indicated involving Samuel .
- Compensation Committee oversight: Compensation Committee members are independent directors; Committee held one meeting in fiscal 2024 .
Investment Implications
- Alignment and ownership: Beneficial ownership is small (<1%); while he holds options with meaningful runway (expirations 2030–2032), the disclosed beneficial stake (3,700 shares including 2,500 options exercisable within 60 days as of 01/15/2025) suggests limited direct equity alignment relative to total shares; hedging/pledging is prohibited, reducing misalignment risks from derivatives or collateralization .
- Vesting-driven supply: Annual vesting for the 2022 option grant each Sep 2 (through 2027) creates predictable potential selling pressure windows; the 2020 grants are fully vested by late 2024, expanding exercisable overhang; however, absence of Rule 10b5-1 adoption in FY2024 and the Company’s insider policy still govern trade windows .
- Pay-for-performance read-through: In FY2024, Samuel received a $20,000 cash bonus amid a company net loss of $3.7M and declining TSR versus FY2023; lack of disclosed metrics points to discretionary elements, limiting transparency on performance calibration at his level .
- Retention and progression: No disclosed employment agreement or severance/change-of-control protection for Samuel; combined with modest disclosed equity awards (no new SCT equity in 2024), this could indicate standard at-will retention dynamics; the familial relationship to the CEO both mitigates some transition risk and raises governance scrutiny .
- Operating execution risk: His remit included Las Vegas transitions and renovations amid significant Company lease refresh obligations; execution in these venues and the material Bryant Park lease uncertainty (≈17% of FY2024 revenues) frame the operational backdrop influencing management incentives and risk .
Data Appendix
Summary Compensation (Samuel Weinstein)
| Year | Salary ($) | Bonus ($) | Stock/Option Awards ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 152,500 | 20,000 | — | 172,500 |