Noble Romans Inc. ownership disclosure: Corbel Capital Partners, Corbel Capital Advisors and principals Jeffrey B. Schwartz and Jeffrey S. Serota report warrants to purchase 5,750,000 shares of Common Stock. The warrants are subject to a 9.9999% Warrant Blocker, and the filing reports a 9.9999% beneficial ownership calculation based on 22,215,512 shares outstanding as of November 25, 2025.
The Reporting Persons state they cannot currently exercise all Warrants because of the Warrant Blocker and therefore do not currently beneficially own all of the underlying shares under Rule 13d-3; shared voting and dispositive power of 5,750,000 shares is reported.
Positive
None.
Negative
None.
Insights
Disclosure shows substantial warrant position constrained by a contractual blocker.
The filing lists warrants for 5,750,000 shares and applies a 9.9999% Warrant Blocker tied to outstanding common of 22,215,512 as of November 25, 2025. This structure limits current exercise rights and caps potential immediate voting influence.
The arrangement gives the reporting group shared voting and dispositive power over the warrants but states they cannot presently exercise all warrants because of the blocker; future changes depend on the group's decision to adjust the blocker (subject to its 61‑day notice).
Key Figures
Warrants limit:5,750,000 sharesWarrant Blocker:9.9999%Shares outstanding:22,215,512 shares+2 more
5 metrics
Warrants limit5,750,000 sharesWarrants to purchase Common Stock reported in Item 4
Warrant Blocker9.9999%Exercise cap; cannot beneficially own more than this percent after exercise
Shares outstanding22,215,512 sharesOutstanding Common Stock as of <date>November 25, 2025</date>
Shared voting/dispositive power5,750,000 sharesShared voting and dispositive power reported for all Reporting Persons
Percent of class reported9.9999%Percent of class after giving effect to Warrant Blocker
Key Terms
Warrant Blocker, Warrants, Rule 13d-3, Shared dispositive power
4 terms
Warrant Blockerregulatory
"the Warrants are subject to a 9.9999% Warrant Blocker"
Warrantsfinancial
"holds warrants to purchase an aggregate of 5,750,000 shares of Common Stock"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
Rule 13d-3regulatory
"do not currently beneficially own all of the Shares within the meaning of Rule 13d-3"
Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.
Shared dispositive powerregulatory
"may be deemed to have shared power to dispose or to direct the disposition the Shares"
Corbel reports warrants to purchase 5,750,000 shares of Common Stock. The filing calculates a 9.9999% ownership figure based on 22,215,512 shares outstanding as of November 25, 2025 and after applying the Warrant Blocker.
What is the Warrant Blocker in the filing?
The Warrant Blocker prevents exercise if post-exercise holdings would exceed 9.9999% of outstanding common. The filing notes the blocker can be increased or decreased by Corbel upon 61 days' notice, limiting immediate full exercise of the warrants.
Do the Reporting Persons currently control the underlying shares?
No; the filing states they cannot currently exercise all Warrants due to the Warrant Blocker, and they disclaim that Messrs. Schwartz and Serota or Corbel Capital Advisors are necessarily beneficial owners for purposes of Sections 13(d)/13(g). Shared voting/dispositive power over 5,750,000 is reported.
What outstanding share count does the filing use to compute the percentage?
The percentage is based on 22,215,512 shares outstanding as of November 25, 2025, cited from the issuer's Form 10-Q filed December 29, 2025. That count is the basis for the reported 9.9999% figure after giving effect to the blocker.
Who are the Reporting Persons named in the amendment?
The statement is filed by Corbel Capital Partners, SBIC, L.P., its general partner Corbel Capital Advisors SBIC, LLC, and managing members Jeffrey B. Schwartz and Jeffrey S. Serota, with a shared principal office at 11777 San Vicente Blvd., Suite 777, Los Angeles, CA.
How much voting or dispositive power is reported?
Each Reporting Person lists 0 sole voting and dispositive power and 5,750,000 as shared voting power and shared dispositive power. The filing thus records shared control over the warrants underlying those shares.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
NOBLE ROMANS INC
(Name of Issuer)
Common Stock
(Title of Class of Securities)
655107100
(CUSIP Number)
03/31/2026
(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)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
655107100
1
Names of Reporting Persons
CORBEL CAPITAL PARTNERS SBIC, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,750,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,750,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,750,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
PN
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 2(a)), 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 reflect all of the shares of Common Stock issuable upon full exercise of the Warrants as the percentage in row (11) gives effect to the Warrant Blocker.
SCHEDULE 13G
CUSIP Number(s):
655107100
1
Names of Reporting Persons
Corbel Capital Advisors SBIC, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,750,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,750,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,750,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
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 reflect all of the shares of Common Stock issuable upon full exercise of the Warrants as the percentage in row (11) gives effect to the Warrant Blocker.
SCHEDULE 13G
CUSIP Number(s):
655107100
1
Names of Reporting Persons
Schwartz Jeffrey B
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,750,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,750,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,750,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
IN
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 reflect all of the shares of Common Stock issuable upon full exercise of the Warrants as the percentage in row (11) gives effect to the Warrant Blocker.
SCHEDULE 13G
CUSIP Number(s):
655107100
1
Names of Reporting Persons
Serota Jeffrey
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,750,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,750,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,750,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
IN
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 reflect all of the shares of Common Stock issuable upon full exercise of the Warrants as the percentage in row (11) gives effect to the Warrant Blocker.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
NOBLE ROMANS INC
(b)
Address of issuer's principal executive offices:
6612 E. 75th Street, Suite 450, Indianapolis, Indiana, 46250
Item 2.
(a)
Name of person filing:
This statement is filed by: (i) Corbel Capital Partners, SBIC, L.P. ("Corbel Capital Partners"); (ii) Corbel Capital Advisors SBIC, LLC ("Corbel Capital Advisors"); (iii) Jeffrey B. Schwartz; and (iv) Jeffrey S. Serota. The foregoing are collectively referred to herein as the "Reporting Persons."
Corbel Capital Advisors is the general partner of Corbel Capital Partners. Jeffrey B. Schwartz and Jeffrey S. Serota are the managing members of Corbel Capital Advisors.
(b)
Address or principal business office or, if none, residence:
The principal business office of each Reporting Person is 11777 San Vicente Blvd., Suite 777, Los Angeles, CA 90049.
(c)
Citizenship:
Corbel Capital Partners is a Delaware limited partnership. Corbel Capital Advisors is a Delaware limited liability company. Messrs. Schwartz and Serota are each a citizen of the United States.
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
655107100
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-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. 78o);
(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);
(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). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of the filing of this statement, Corbel Capital Partners holds warrants (the "Warrants") to purchase an aggregate of 5,750,000 shares of Common Stock (the "Shares") of the Issuer. Pursuant to the terms of the Warrants, the Reporting Persons cannot exercise the Warrants to the extent that Corbel Capital Partners, its affiliates, and any other persons acting as a group together with Corbel Capital Partners or its affiliates would beneficially own, after any such exercise, more than 9.9999% of the outstanding shares of Common Stock (the "Warrant Blocker"), and the percentage set forth in row (11) of the cover pages of the Reporting Persons gives effect to the Warrant Blocker, which may be increased or decreased by Corbel Capital Partners upon 61 days' notice. Consequently, as of the filing of this statement, the Reporting Persons are not able to currently exercise all of the Warrants due to the Warrant Blocker and do not currently beneficially own all of the Shares within the meaning of Rule 13d-3.
Corbel Capital Partners and Corbel Capital Advisors may be deemed to have shared power to vote or to direct the vote and to dispose or direct the disposition the Shares. The managing members of Corbel Capital Advisors are Jeffrey B. Schwartz and Jeffrey S. Serota, each of whom may be deemed to have shared power to vote or direct the vote and to dispose or to direct the disposition of the Shares. Neither the filing of this Amendment No. 4 to Schedule 13G nor any of its contents shall be deemed to constitute an admission that each of Messrs. Schwartz and Serota or Corbel Capital Advisors is the beneficial owner of the Common Stock referred to herein for purposes of Sections 13(d) or 13(g) of the Act or for any other purpose, and such beneficial ownership is expressly disclaimed.
(b)
Percent of class:
9.9999%; 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 after giving effect to the Warrant Blocker.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0 for all Reporting Persons
(ii) Shared power to vote or to direct the vote:
5,750,000 for all Reporting Persons
(iii) Sole power to dispose or to direct the disposition of:
0 for all Reporting Persons
(iv) Shared power to dispose or to direct the disposition of:
5,750,000 for all Reporting Persons
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 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 or Control Person.
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.
Certifications:
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, other than activities solely in connection with a nomination under ?? 240.14a-11.
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.
CORBEL CAPITAL PARTNERS SBIC, L.P.
Signature:
/s/ Corbel Capital Advisors SBIC, LLC, By: Corbel Capital Advisors SBIC, LLC, its General Partner
