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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

Good Times Restaurants Inc.

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(Name of Issuer)

 

Common stock, par value $0.001 per share

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(Title of Class of Securities)

 

382140879

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(CUSIP Number)

 

August 16, 2013

 

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(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

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CUSIP No.: 382140879

* As more fully described in Item 4, the A Warrants and B Warrants may not be exercised to the extent that the holder and its affiliates would own more than 9.99% of the outstanding common stock after exercise.  The securities reported in rows (6), (8) and (9) show the number of shares of common stock that would be issuable upon full exercise of such A Warrants and B Warrants and do not give effect to the exercise limitation.  Therefore, the actual number of shares of common stock beneficially owned by the reporting person, after giving effect to the exercise limitation, is less than the number of securities reported in rows (6), (8) and (9).

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CUSIP No.: 382140879

 

1	NAME OF REPORTING PERSON Wolverine Asset Management, LLC   I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois

	5	SOLE VOTING POWER
NUMBER OF SHARES BENEFICIALLY OWNED	6	SHARED VOTING POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
BY EACH REPORTING PERSON WITH	7	SOLE DISPOSITIVE POWER
	8	SHARED DISPOSITIVE POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%* (see Item 4)
12	TYPE OF REPORTING PERSON IA

* As more fully described in Item 4, the A Warrants and B Warrants may not be exercised to the extent that the holder and its affiliates would own more than 9.99% of the outstanding common stock after exercise.  The securities reported in rows (6), (8) and (9) show the number of shares of common stock that would be issuable upon full exercise of such A Warrants and B Warrants and do not give effect to the exercise limitation.  Therefore, the actual number of shares of common stock beneficially owned by the reporting person, after giving effect to the exercise limitation, is less than the number of securities reported in rows (6), (8) and (9).

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CUSIP No.: 382140879

 

1	NAME OF REPORTING PERSON Wolverine Holdings, L.P.   I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  ¨ (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois

	5	SOLE VOTING POWER
NUMBER OF SHARES BENEFICIALLY OWNED	6	SHARED VOTING POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
BY EACH REPORTING PERSON WITH	7	SOLE DISPOSITIVE POWER
	8	SHARED DISPOSITIVE POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%* (see Item 4)
12	TYPE OF REPORTING PERSON HC

* As more fully described in Item 4, the A Warrants and B Warrants may not be exercised to the extent that the holder and its affiliates would own more than 9.99% of the outstanding common stock after exercise.  The securities reported in rows (6), (8) and (9) show the number of shares of common stock that would be issuable upon full exercise of such A Warrants and B Warrants and do not give effect to the exercise limitation.  Therefore, the actual number of shares of common stock beneficially owned by the reporting person, after giving effect to the exercise limitation, is less than the number of securities reported in rows (6), (8) and (9).

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CUSIP No.: 382140879

 

1	NAME OF REPORTING PERSON Wolverine Trading Partners, Inc.   I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  ¨ (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois

	5	SOLE VOTING POWER
NUMBER OF SHARES BENEFICIALLY OWNED	6	SHARED VOTING POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
BY EACH REPORTING PERSON WITH	7	SOLE DISPOSITIVE POWER
	8	SHARED DISPOSITIVE POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%* (see Item 4)
12	TYPE OF REPORTING PERSON CO/HC

* As more fully described in Item 4, the A Warrants and B Warrants may not be exercised to the extent that the holder and its affiliates would own more than 9.99% of the outstanding common stock after exercise.  The securities reported in rows (6), (8) and (9) show the number of shares of common stock that would be issuable upon full exercise of such A Warrants and B Warrants and do not give effect to the exercise limitation.  Therefore, the actual number of shares of common stock beneficially owned by the reporting person, after giving effect to the exercise limitation, is less than the number of securities reported in rows (6), (8) and (9).

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CUSIP No.: 382140879

 

1	NAME OF REPORTING PERSON Christopher L. Gust   I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  ¨ (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION US Citizen

	5	SOLE VOTING POWER
NUMBER OF SHARES BENEFICIALLY OWNED	6	SHARED VOTING POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
BY EACH REPORTING PERSON WITH	7	SOLE DISPOSITIVE POWER
	8	SHARED DISPOSITIVE POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%* (see Item 4)
12	TYPE OF REPORTING PERSON IN

* As more fully described in Item 4, the A Warrants and B Warrants may not be exercised to the extent that the holder and its affiliates would own more than 9.99% of the outstanding common stock after exercise.  The securities reported in rows (6), (8) and (9) show the number of shares of common stock that would be issuable upon full exercise of such A Warrants and B Warrants and do not give effect to the exercise limitation.  Therefore, the actual number of shares of common stock beneficially owned by the reporting person, after giving effect to the exercise limitation, is less than the number of securities reported in rows (6), (8) and (9).

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CUSIP No.: 382140879

 

1	NAME OF REPORTING PERSON Robert R. Bellick   I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  ¨ (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION US Citizen

	5	SOLE VOTING POWER
NUMBER OF SHARES BENEFICIALLY OWNED	6	SHARED VOTING POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
BY EACH REPORTING PERSON WITH	7	SOLE DISPOSITIVE POWER
	8	SHARED DISPOSITIVE POWER 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 430,579 shares of common stock   A Warrants to purchase up to 400,000 shares of common stock*   B Warrants to purchase up to 200,000 shares of common stock*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%* (see Item 4)
12	TYPE OF REPORTING PERSON IN

* As more fully described in Item 4, the A Warrants and B Warrants may not be exercised to the extent that the holder and its affiliates would own more than 9.99% of the outstanding common stock after exercise.  The securities reported in rows (6), (8) and (9) show the number of shares of common stock that would be issuable upon full exercise of such A Warrants and B Warrants and do not give effect to the exercise limitation.  Therefore, the actual number of shares of common stock beneficially owned by the reporting person, after giving effect to the exercise limitation, is less than the number of securities reported in rows (6), (8) and (9).

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CUSIP No.: 382140879

ITEM 1(a).

NAME OF ISSUER:

Good Times Restaurants Inc.

ITEM 1(b).

ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

601 Corporate Circle

Golden, Colorado 80401

ITEM 2(a).

NAME OF PERSON FILING:

Wolverine Flagship Fund Trading Limited

Wolverine Asset Management, LLC

Wolverine Holdings, L.P.

Wolverine Trading Partners, Inc.

Christopher L. Gust

Robert R. Bellick

ITEM 2(b).

ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

c/o Wolverine Asset Management, LLC

175 West Jackson Blvd., Suite 340

Chicago, IL 60604

ITEM 2(c).

CITIZENSHIP:

Wolverine Flagship Fund Trading Limited – Cayman Islands

Wolverine Asset Management, LLC – Illinois

Wolverine Holdings, L.P. – Illinois

Wolverine Trading Partners, Inc. – Illinois

Christopher L. Gust – US Citizen

Robert R. Bellick – US Citizen

ITEM 2(d).

TITLE OF CLASS OF SECURITIES:

Common stock, par value $0.001 per share

 

ITEM 2(e).

CUSIP NUMBER:

382140879

ITEM 3.

IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b), or 13d-2(b) or (c) CHECK WHETHER THE PERSON FILING IS A:

(a)

¨  Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78c);

(b)

¨  Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

¨  Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

¨  Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);

(e)

¨  An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);

(f)

¨  An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);

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(g)

¨  A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);

(h)

¨  A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

¨  A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

¨  A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);

(k)

¨  Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution:

ITEM 4.

OWNERSHIP:

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:

 

Wolverine Flagship Fund Trading Limited (the "Fund") beneficially owns 430,579 shares of the common stock of Good Times Restaurants Inc. (the "Issuer"), A Warrants to purchase up to 400,000 shares of the common stock of the Issuer, and B Warrants to purchase up to 200,000 shares of the common stock of the Issuer.  The terms of both the A Warrants and the B Warrants provide that a holder of such warrants may not exercise any portion of a warrant to the extent that the holder and its affiliates would own more than 9.99% of the outstanding common stock of the Issuer after exercise, except that upon at least 61 days' prior notice to the Issuer, a holder has the right to waive such limitation.  The Fund has irrevocably waived its ability to exercise such right.

Wolverine Asset Management, LLC ("WAM") is the investment manager of the Fund and has voting and dispositive power over the securities described above. The sole member and manager of WAM is Wolverine Holdings, L.P. ("Wolverine Holdings"). Robert R. Bellick and Christopher L. Gust may be deemed to control Wolverine Trading Partners, Inc. ("WTP"), the general partner of Wolverine Holdings. Each of Mr. Bellick, Mr. Gust, WTP, Wolverine Holdings and WAM disclaims beneficial ownership of the shares covered by this Schedule 13G.

 

(b)

Percent of class:

 

9.99%

 

(c)

Number of shares as to which the person has:

 

(i)

Sole power to vote or to direct the vote:

 

0

 

(ii)

Shared power to vote or to direct the vote:

 

Each of the Fund, WAM, Wolverine Holdings, WTP, Mr. Bellick, and Mr. Gust have shared power to vote or direct the vote of 430,579 shares of the common stock of the Issuer.  The Fund, WAM, Wolverine Holdings, WTP, Mr. Bellick, and Mr. Gust will also have shared power to vote or direct the vote of up to 400,000 shares of the common stock of the Issuer underlying the A Warrants upon exercise of the A Warrants and up to 200,000 shares of the common stock of the Issuer underlying the B Warrants upon exercise of the B Warrants, subject to the limitations set forth in Item 4(a) above.

 

(iii)

Sole power to dispose or to direct the disposition of:

 

0

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(iv)

Shared power to dispose or to direct the disposition of:

 

Each of the Fund, WAM, Wolverine Holdings, WTP, Mr. Bellick, and Mr. Gust have shared power to dispose or to direct the disposition of 430,579 shares of the common stock of the Issuer, A Warrants to purchase up to 400,000 shares of the common stock of the Issuer, and B Warrants to purchase up to 200,000 shares of the common stock of the Issuer, subject to the limitations set forth in Item 4(a) above.

ITEM 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

ITEM 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:

Not applicable.

ITEM 7.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:

Not applicable.

ITEM 8.

IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:

Not applicable.

ITEM 9.

NOTICE OF DISSOLUTION OF GROUP:

Not applicable.

ITEM 10.

CERTIFICATION:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).

 

 

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