UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 26, 2018

CHANTICLEER HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

7621 Little Avenue, Suite 414, Charlotte, NC 28226

(Address of principal executive office) (zip code)

(Former address of principal executive offices) (zip code)

(704) 366-5122

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

ITEM 8.01 Other Events

On April 23, 2018, Chanticleer Holdings, Inc., a Delaware corporation (“Chanticleer” or the “Company”) executed a non-binding letter of intent for the sale of its Hooters Nottingham store. Completion of transaction is subject to satisfactory due diligence and execution of definitive agreements. The parties anticipate exchanging definitive agreements by the end of May 2018. Obligations under the letter of intent terminate July 31, 2018. There can be no assurance the transaction will be completed. If completed, proceeds from the transaction will be applied towards payment of debt secured by the location.

Forward-Looking Statements

This Current Report on Form 8-K (“Form 8-K”) contains forward-looking statements. These statements include projections, predictions, expectations or statements as to beliefs or future events or results or refer to other matters that are not historical facts. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from those contemplated by these statements. The forward-looking statements contained in this Form 8-K are based on various factors and were derived using numerous assumptions. In some cases, you can identify these forward-looking statements by the words “anticipate”, “estimate”, “plan”, “project”, “continuing”, “ongoing”, “target”, “aim”, “expect”, “believe”, “intend”, “may”, “will”, “should”, “could”, or the negative of those words and other comparable words.

Forward-looking statements are only current predictions and are subject to known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from those anticipated by such statements. Although we believe that the expectations reflected in the forward-looking statements contained in this Form 8-K are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements.

The statements in this Form 8-K are made as of the date of this Form 8-K, even if subsequently made available by the Company on its website or otherwise. The Company does not assume any obligations to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.