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Corbel group discloses 9.9% Noble Romans (NROM) stake with blocker

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Noble Romans, Inc. received an updated ownership report from Corbel Capital entities and two individuals. Corbel Capital Partners holds warrants to buy 5,000,000 shares of common stock, but these are subject to a 9.9999% ownership blocker.

Because of this blocker, the group reports beneficial ownership of 9.9% of the common stock, based on 22,215,512 shares outstanding as of November 25, 2025. All reporting persons share voting and dispositive power over the warrant shares and certify they are not seeking to change or influence control of Noble Romans.

Positive

  • None.

Negative

  • None.





Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: (1) As more fully described in Item 4, the Warrants (as defined in Item 4) are subject to a 9.9999% Warrant Blocker (as defined in Item 4), and the percentage set forth in row (11) gives effect to such Warrant Blocker. However, as more fully described in Item 4, the securities reported in rows (6), (8), and (9) show the number of shares of common stock, no par value, of the Issuer (the "Common Stock") that would be issuable upon full exercise of the Warrants and do not give effect to the Warrant Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by the Reporting Persons (as defined in Item 4), after giving effect to such Warrant Blocker, is less than the number of securities reported in rows (6), (8), and (9). (2) The percentage in row (11) is based on 22,215,512 shares of Common Stock outstanding as of November 25, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 29, 2025, and does not give full effect of to the shares of Common Stock issuable upon full exercise of the Warrants.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) As more fully described in Item 4, the Warrants are subject to a 9.9999% Warrant Blocker, and the percentage set forth in row (11) gives effect to such Warrant Blocker. However, as more fully described in Item 4, 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 the Warrants and do not give effect to the Warrant Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by the Reporting Persons (as defined in Item 4), after giving effect to such Warrant Blocker, is less than the number of securities reported in rows (6), (8), and (9). (2) The percentage in row (11) is based on 22,215,512 shares of Common Stock outstanding as of November 25, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 29, 2025, and does not give full effect of to the shares of Common Stock issuable upon full exercise of the Warrants.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) As more fully described in Item 4, the Warrants are subject to a 9.9999% Warrant Blocker, and the percentage set forth in row (11) gives effect to such Warrant Blocker. However, as more fully described in Item 4, 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 the Warrants and do not give effect to the Warrant Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by the Reporting Persons, after giving effect to such Warrant Blocker, is less than the number of securities reported in rows (6), (8), and (9). (2) The percentage in row (11) is based on 22,215,512 shares of Common Stock outstanding as of November 25, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 29, 2025, and does not give full effect of to the shares of Common Stock issuable upon full exercise of the Warrants.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) As more fully described in Item 4, the Warrants are subject to a 9.9999% Warrant Blocker, and the percentage set forth in row (11) gives effect to such Warrant Blocker. However, as more fully described in Item 4, 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 the Warrants and do not give effect to the Warrant Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by the Reporting Persons, after giving effect to such Warrant Blocker, is less than the number of securities reported in rows (6), (8), and (9). (2) The percentage in row (11) is based on 22,215,512 shares of Common Stock outstanding as of November 25, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 29, 2025, and does not give full effect of to the shares of Common Stock issuable upon full exercise of the Warrants.


SCHEDULE 13G



CORBEL CAPITAL PARTNERS SBIC, L.P.
Signature:/s/ Corbel Capital Advisors SBIC, LLC
Name/Title:General Partner
Date:02/09/2026
Signature:/s/ Jeffrey B. Schwartz
Name/Title:Jeffrey B. Schwartz, Managing Member
Date:02/09/2026
Corbel Capital Advisors SBIC, LLC
Signature:/s/ Jeffrey B. Schwartz
Name/Title:Jeffrey B. Schwartz, Managing Member
Date:02/09/2026
Schwartz Jeffrey B
Signature:/s/ Jeffrey B. Schwartz
Name/Title:Jeffrey B. Schwartz
Date:02/09/2026
Serota Jeffrey
Signature:/s/ Jeffrey S. Serota
Name/Title:Jeffrey S. Serota
Date:02/09/2026

FAQ

What ownership stake in Noble Romans (NROM) does Corbel report?

Corbel Capital and related reporting persons disclose beneficial ownership of about 9.9% of Noble Romans’ common stock. This percentage is calculated against 22,215,512 shares outstanding as of November 25, 2025, and reflects the limits of a 9.9999% warrant blocker.

How many Noble Romans (NROM) shares are covered by Corbel’s warrants?

Corbel Capital Partners holds warrants to purchase 5,000,000 shares of Noble Romans common stock. These represent potential future shares, but current exercisability is restricted by a 9.9999% ownership blocker, which prevents full exercise if it would push ownership above that threshold.

Who are the reporting persons in this Noble Romans (NROM) Schedule 13G/A?

The filing lists four reporting persons: Corbel Capital Partners SBIC, L.P., Corbel Capital Advisors SBIC, LLC, and individuals Jeffrey B. Schwartz and Jeffrey S. Serota. Corbel Capital Advisors is the general partner of Corbel Capital Partners, with Schwartz and Serota as managing members.

What is the 9.9999% warrant blocker mentioned in the Noble Romans (NROM) filing?

The 9.9999% warrant blocker limits Corbel’s ability to exercise warrants if, after exercise, Corbel and affiliates would own more than 9.9999% of outstanding shares. This cap shapes the reported 9.9% beneficial ownership and means not all warrants can currently be exercised.

On what share count is Corbel’s Noble Romans (NROM) ownership percentage based?

The reported 9.9% beneficial ownership is calculated using 22,215,512 Noble Romans shares outstanding as of November 25, 2025. That figure comes from the company’s Form 10-Q filed on December 29, 2025, and does not fully reflect all shares issuable upon warrant exercise.

Does Corbel seek control of Noble Romans (NROM) according to this filing?

The reporting persons certify the securities were not acquired and are not held for changing or influencing control of Noble Romans. They state the holdings are not connected with any transaction intended to affect control, other than activities solely tied to a specified nomination provision.
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