SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarter Ended October 8, 2000
or,
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File No. 0-26396
Benihana Inc.
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(Exact name of registrant as specified in its charter)
Delaware 65-0538630
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8685 Northwest 53rd Terrace, Miami, Florida 33166
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (305) 593-0770
None
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Former name, former address and former fiscal year, if changed since last report
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
Indicate by number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Common Stock $.10 par value, 3,579,116 shares outstanding at November 8, 2000
Class A Common Stock $.10 par value,
2,589,213 shares outstanding at November 8, 2000
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BENIHANA INC. AND SUBSIDIARIES
PART II - Other Information
Item 4. Results of Vote of Security Holders.
(a) The registrant held its annual meeting of stockholders on
August 3, 2000.
(b) The following directors were elected at the meeting:
John E. Abdo and Norman Becker
Other directors whose term of office continue after the
meeting are set forth below:
Joel A. Schwartz, Darwin C. Dornbush, Robert B.
Greenberg, Taka Yoshimoto and Kevin Aoki
(c) At the annual meeting, holders of the registrant's Common
Stock voted to elect a Class II director and holders of the
registrant's Class A Common Stock voted to elect a Class II
Director for a term of three years. In addition, holders of
the registrant's Common Stock and Class A Common Stock,
voting together as a single class, voted for the approval
of the adoption of the 2000 Employees Class A Common Stock
Option Plan; voted for the ratification of Deloitte &
Touche LLP to serve as the registrant's independent
certified public accountants for the fiscal year ending
April 1, 2001; and voted against a stockholder proposal
recommending that the two classes of Common Stock be
combined into a single class.
At the meeting, the following votes for and against, as
well as the number of abstentions and broker non-votes were
recorded for each matter as set forth below
<TABLE>
<S> <C> <C> <C> <C> <C>
WITHHOLD NON-
MATTER FOR AGAINST ABSTAIN AUTHORITY VOTES
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Election of Directors:
Class II
Norman Becker 3,455,787 42,000
Class II
John E. Abdo 2,067,200 158,090
Approval to adopt the
2000 Employees Class
A Common Stock
Option Plan: 3,000,042 528,857 6,644
Ratification of
Independent Public
Accountants: 3,717,007 1,970 1,339
Shareholder proposal
recommending that
the two classes of
Common Stock be
combined into a
single class: 518,690 3,005,957 10,896
</TABLE>
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Benihana Inc.
(Registrant)
Date December 28, 2000 /s/ Joel A. Schwartz
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Joel A. Schwartz
President
/s/ Michael R. Burris
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Michael R. Burris
Chief Financial Officer