0000950170-24-043713.txt : 20240411
0000950170-24-043713.hdr.sgml : 20240411
20240411161516
ACCESSION NUMBER: 0000950170-24-043713
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240409
FILED AS OF DATE: 20240411
DATE AS OF CHANGE: 20240411
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sternberg Ophir
CENTRAL INDEX KEY: 0001793414
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38417
FILM NUMBER: 24838698
MAIL ADDRESS:
STREET 1: C/O OPES ACQUISITION CORP.
STREET 2: JAVIER BARROS SIERRA 540, OF. 103
CITY: MEXICO CITY
STATE: O5
ZIP: 01210
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BurgerFi International, Inc.
CENTRAL INDEX KEY: 0001723580
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812]
ORGANIZATION NAME: 07 Trade & Services
IRS NUMBER: 822418815
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0102
BUSINESS ADDRESS:
STREET 1: 200 WEST CYPRESS CREEK ROAD
STREET 2: SUITE 220
CITY: FORT LAUDERDALE
STATE: FL
ZIP: 33309
BUSINESS PHONE: (954) 618-2000
MAIL ADDRESS:
STREET 1: 200 WEST CYPRESS CREEK ROAD
STREET 2: SUITE 220
CITY: FORT LAUDERDALE
STATE: FL
ZIP: 33309
FORMER COMPANY:
FORMER CONFORMED NAME: Opes Acquisition Corp.
DATE OF NAME CHANGE: 20171122
4
1
ownership.xml
4
X0508
4
2024-04-09
0001723580
BurgerFi International, Inc.
BFI
0001793414
Sternberg Ophir
4218 NE 2ND AVENUE
MIAMI
FL
33137
true
true
true
false
Executive Chairman
false
Common Stock
2024-04-09
4
M
false
140000
A
1695956
D
Common Stock
1878725
I
Lionheart Equities, LLC
Common Stock underlying Units
150000
I
Lionheart Equities, LLC
Restricted Stock Units
2024-04-09
4
M
false
140000
0
D
Common Stock
140000
330000
D
The shares are part of a grant of 700,000 restricted stock units made, for financial reporting purposes, on December 16, 2020, under the issuer's 2020 Omnibus Equity Incentive Plan (the "Plan"). The legal grant date of the restricted stock units was July 13, 2021, the date that applicable grant award agreements were
executed by the issuer and the Reporting Person; provided, however, that 73% (511,000 shares) of the total restricted stock units were not issued (deemed or otherwise) under the Plan until the aggregate number of shares reserved for awards under the Plan was increased on January 1, 2022 consistent with Section 5.1
of the Plan. The restricted stock units shall vest and be settled in shares of common stock as follows: (i) 20%, or 140,000 of the 700,000 restricted stock units if the issuer's revenue (the "Company Revenue") for fiscal year 2021,
(Continued from footnote 1) as calculated and presented in the issuer's audited financial statements included in the Form 10-K report for the relevant year, was 10% or greater than was $34,382,000 ("Base Year Revenue"); (ii) 20%, or 140,000 of the 700,000 restricted stock units, shall vest if the Company Revenue for fiscal year 2022 was 20% or greater than the Base Year Revenue; (iii) 20%, or 140,000 of the 700,000 restricted stock units, shall vest if the Company Revenue for fiscal year 2023 was 30% or greater than the Base Year Revenue, (iv) 20%, or 140,000 of the 700,000 restricted stock units,
(Continued from footnote 2) shall vest if the Company Revenue for fiscal year 2024 is 40% or greater than the Base Year Revenue and (v) 20%, or 140,000 of the 700,000 restricted stock units, shall vest if the Company Revenue for fiscal year 2025 is 50% or greater than the Base Year Revenue, subject to earlier vesting due to a change of control or certain termination or resignation events. On April 9, 2024, 140,000 of the restricted stock units vested based on achievement of Company Revenue for fiscal year 2023 that was 30% or greater than the Base Year Revenue.
Each restricted stock unit represents a contingent right to receive one share of BurgerFi International, Inc. common stock.
The Reporting Person, as manager and sole member of Lionheart Equities, LLC, has sole voting and dispositive control over the holdings.
Each Unit consists of one share of common stock and one warrant exercisable to purchase one share of common stock at an exercise price of $11.50 per share.
/s/ Ophir Sternberg
2024-04-11