Robert J. Eide
NATHANS FAMOUSAbout Robert J. Eide
Independent director of Nathan’s Famous, Inc.; age 72; director since 1987. Chairman and Chief Executive Officer of Aegis Capital Corp. (registered broker-dealer) since 1984, with prior board service at Vector Group Ltd., VGR Holding, Inc. (1993–2011) and Ladenburg Thalmann Financial Services, Inc. (2001–2011). In March 2018, he consented to an SEC Order (without admitting or denying) finding he was a cause, solely as CEO, of Aegis Capital Corp.’s violations of Exchange Act Section 17(a) and Rule 17a-8; the Board maintained his directorship citing financial literacy and managerial expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vector Group Ltd. | Director | Nov 1993 – Nov 2011 | Public company board experience contributing financial oversight perspective . |
| VGR Holding, Inc. | Director | Nov 1993 – Nov 2011 | Overlapping governance experience with Vector Group . |
| Ladenburg Thalmann Financial Services, Inc. | Director | 2001 – Sep 2011 | Brokerage/investment banking governance; capital markets expertise . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Aegis Capital Corp. (broker-dealer) | Chairman & CEO | 1984 – Present | Long-tenured securities industry leadership . |
Board Governance
- Committee assignments: Audit Committee Chair; Compensation Committee Chair; Nominating Committee member .
- Independence: Board determined Mr. Eide is independent under NASDAQ rules .
- Attendance and engagement:
- Board met 6 times in FY2025; all directors attended at least 75% .
- Audit Committee met 4 times; all members attended at least 75% .
- Compensation Committee held 1 meeting and 1 unanimous written consent; each member attended all meetings .
- Nominating Committee held 1 meeting and acted twice by unanimous written consent; each member attended the meeting .
- Board leadership: Executive Chairman (Howard M. Lorber) and CEO roles split; Lead Independent Director is A.F. Petrocelli; non-management executive sessions occur (formal at least annually) .
Fixed Compensation
| Component | Amount/Policy | Source |
|---|---|---|
| Annual director retainer (cash) | $40,000 per year | |
| Meeting fees | $1,000 per Board/Audit/Compensation Committee meeting (Nominating excluded) | |
| Committee membership fees | $2,000 annually for Audit or Compensation Committee membership | |
| 2025 cash fees earned (Eide) | $57,000 |
Performance Compensation
| Component | Detail | Amount |
|---|---|---|
| Option awards (grant-date fair value, 2025) | Non-employee director stock options; company disclosed aggregate grant program and fair value | $220,050 (Eide) |
| Outstanding stock options (as of 3/30/25) | Total options held (vested and unvested) | 15,000 (Eide) |
| Non-equity incentive plan compensation | Not applicable for directors (no amounts disclosed) | — (Eide) |
| Plan context (company-level) | Equity compensation plan weighted-average exercise price | $74.28 (plan-level) |
No director-specific performance metrics (e.g., TSR/EBITDA targets) are tied to director pay in the proxy; the 2025 director table shows no non-equity incentive amounts for Mr. Eide .
Other Directorships & Interlocks
| Company | Role | Years | Interlocks/Notes |
|---|---|---|---|
| Vector Group Ltd. | Director | 1993–2011 | Interlock with Howard M. Lorber (President & CEO and director at Vector; extensive leadership through 2024) . |
| VGR Holding, Inc. | Director | 1993–2011 | Affiliations overlapping with Vector Group . |
| Ladenburg Thalmann Financial Services, Inc. | Director | 2001–2011 | Interlock with Howard M. Lorber (Chairman 2001–2006; Vice Chairman 2006–2019) . |
Expertise & Qualifications
- Financial literacy and expertise recognized by the Board; long experience in securities brokerage and public company governance .
- Extensive committee leadership (Audit and Compensation Chair), indicating board confidence in his technical oversight .
Equity Ownership
| Item | Detail | Amount |
|---|---|---|
| Total beneficial ownership | Shares and percent of class | 271,529 shares; 6.6% of outstanding |
| Indirect interests | Lorber Alpha II LP (Eide is co-trustee of beneficial owner; Lorber exercises voting/dispositive power) | 250,000 shares included in Eide’s beneficial ownership |
| Direct entity holding | Isagen, LLC (Eide sole member) | 138 shares |
| Options (exercisable) | Vested stock options included in beneficial ownership | 3,750 options |
| Options (total outstanding, 3/30/25) | Vested + unvested | 15,000 options |
| Ownership policies | Stock Retention Plan requires retention of 33⅓% of option shares upon exercise and 33⅓% of shares owned at adoption (June 1, 2009) | Policy terms |
| Hedging | Insider trading policy prohibits hedging transactions by directors | Policy statement |
| Section 16 compliance | Company states all officers/directors filed timely in FY2025 | Compliance disclosure |
Governance Assessment
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Strengths:
- Independent status and multi-committee leadership (Audit and Compensation chairs) support board oversight capacity .
- High ownership alignment (6.6% beneficial stake), with options exposure and retention/anti-hedging policies reinforcing skin-in-the-game .
- Committee attendance and engagement metrics indicate active participation (Board and key committees met; members met attendance thresholds) .
-
Concerns and potential conflicts:
- RED FLAG: March 2018 SEC Order—Eide was a cause, in his CEO capacity, of Aegis Capital Corp. violations of Section 17(a) and Rule 17a-8; while the Board cites his expertise, this history can weigh on investor confidence in compliance culture .
- Interlocks with Executive Chairman Howard M. Lorber across prior boards (Vector Group, Ladenburg) suggest entrenched network ties; additionally, Eide’s beneficial ownership includes 250,000 shares via Lorber Alpha II LP over which Lorber holds voting/dispositive power, raising potential influence/alignment questions relative to independent oversight .
- Concentration of committee chair roles (Audit and Compensation) in a single director may reduce dispersion of oversight authority, though all members are independent .
-
Policy framework:
- Related Person Transaction Policy mandates Audit Committee review/approval with defined exemptions; audit oversight resides in the committee chaired by Eide, which can present perceptions of self-review if any related matters involve entities connected to him (no specific related-party transactions involving Eide are disclosed) .
-
Shareholder signals:
- Most recent Say-on-Pay (2023) approved with 76.0% support (context for compensation governance environment) .
Overall: Eide brings deep financial and governance experience with meaningful ownership alignment. Key watchpoints are his SEC history and intertwined ties with the Executive Chairman through historical interlocks and ownership structures, alongside concentrated committee leadership, which warrant investor monitoring for independence-in-fact and robust compliance oversight .