RCI Hospitality Holdings Inc 2023年度报告

FORM 10-K xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 For the fiscal year ended September 30, 2024oTransition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 001-13992 RCI HOSPITALITY HOLDINGS, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) 10737 Cutten RoadHouston, Texas 77066(Address of principal executive offices) (Zip Code) (281) 397-6730(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on whichregisteredCommon stock, $0.01 par valueRICKThe Nasdaq Global Market Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of theSecurities Act. Yes o No x Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section15(d) of the Act. Yes o No x Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has been subject to such filing requirementsfor the past 90 days. Yes x No o Indicate by check mark whether the registrant has submitted electronically every Interactive Data Filerequired to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yesx No o Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of“large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company”in Rule 12b-2 of the Exchange Act. Large accelerated filer o Accelerated filer x Non-accelerated filer oSmaller reporting company o Emerging growth company o If an emerging growth company, indicate by check mark if the registrant has elected not to use theextended transition period for complying with any new or revised financial accounting standards providedpursuant to Section 13(a) of the Exchange Act. o Indicate by check mark whether the registrant has filed a report on and attestation to its management’sassessment of the effectiveness of its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issuedits audit report. x If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether thefinancial statements of the registrant included in the filing reflect the correction of an error to previouslyissued financial statements. o Indicate by check mark whether any of those error corrections are restatements that required a recoveryanalysis of incentive-based compensation received by any of the registrant's executive officers during therelevant recovery period pursuant to §240.10D-1(b). o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of theExchange Act.): Yes o No x The aggregate market value of the voting and non-voting common equity held by non-affiliates computedby reference to the price at which the common equity was last sold as of the last business day of theregistrant’s most recently completed second fiscal quarter was $498,887,736. As of December 13, 2024, there were approximately 8,900,000 shares of common stock outstanding. Table of Contents NOTE ABOUT FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements within the meaning of the PrivateSecurities Litigation Reform Act of 1995. These statements include, among other things, statementsregarding plans, objectives, goals, strategies, future events or performance and underlying assumptionsand other statements, which are other than statements of historical facts. Forward-looking statementsmay appear throughout this report, including without limitation, the following sections: Item 1 – “Business,”Item 1A – “Risk Factors,” and Item 7 – “Management’s Discussion and Analysis of Financial Conditionand Results of Operations.” Forward-looking statements generally can be identified by words such as“anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “projects,” “will be,” “willcontinue,” “will likely result,” and similar expressions. These forward-looking statements are based oncurrent expectations and assumptions that are subject to risks and uncertainties, which could cause ouractual results to differ materially from t