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