Ophir Sternberg - Jul 13, 2021 Form 4 Insider Report for BurgerFi International, Inc. (BFI)

Role
Executive Chairman, Director, 10%+ Owner
Signature
/s/ Ophir Sternberg
Stock symbol
BFI
Transactions as of
Jul 13, 2021
Transactions value $
$0
Form type
4
Date filed
8/6/2021, 08:04 PM
Previous filing
Jul 7, 2021
Next filing
Nov 3, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BFI Common Stock Options Exercise +50K 50K Jul 13, 2021 Direct F1, F2
holding BFI Common Stock 721K Jul 13, 2021 Lionheart Equities, LLC F3
holding BFI Common Stock underlying Units 150K Jul 13, 2021 Lionheart Equities, LLC F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BFI Restricted Stock Units Award $0 +250K $0.00 250K Jul 13, 2021 Common Stock 250K Direct F1, F2
transaction BFI Restricted Stock Units Options Exercise $0 -50K -20% $0.00 200K Jul 13, 2021 Common Stock 50K Direct F1, F2
transaction BFI Restricted Stock Units Award $0 +189K +94.5% $0.00 389K Jul 13, 2021 Common Stock 189K Direct F2, F5, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents a grant of 250,000 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. The restricted stock units shall vest and be settled in shares of common stock as follows: 20%, or 50,000 restricted stock units, vested on the grant date for financial reporting purposes and an additional 20%, or 50,000 restricted stock units, shall vest on January 1 of each of the ensuing four years beginning on January 1, 2022, subject to the Reporting Person remaining employed by the issuer on such dates and earlier vesting due to a change of control or certain termination or resignation events.
F2 Each restricted stock unit represents a contingent right to receive one share of BurgerFi International, Inc. common stock.
F3 The Reporting Person, as manager and sole member of Lionheart Equities, LLC, has sole voting and dispositive control over the holdings.
F4 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.
F5 Represents a grant of 700,000 restricted stock units made, for financial reporting purposes, on December 16, 2020, under 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. The restricted stock units shall vest and be settled in shares of common stock as follows; provided, however, that 73% (511,000 shares) of the total restricted stock units will not be issued (deemed or otherwise) under the Plan until the aggregate number of shares reserved for awards under the Plan is increased consistent with Section 5.1 of the Plan: (i) 20%, or 140,000 of the full 700,000 restricted stock units or 37,800 of the 189,000 restricted stock units, shall vest if the issuer's revenue (the "Company Revenue") for fiscal year 2021,
F6 (Continued from footnote 5) as calculated and presented in the issuer's audited financial statements included in the form 10-K report for the relevant year, is 10% or greater than $34,382,000 ("Base Year Revenue"); (ii) 20%, or 140,000 of the full 700,000 restricted stock units or 37,800 of the 189,000 restricted stock units, shall vest if the Company Revenue for fiscal year 2022 is 20% or greater than the Base Year Revenue; (iii) 20%, or 140,000 of the full 700,000 restricted stock units or 37,800 of the 189,000 restricted stock units, shall vest if the Company Revenue for fiscal year 2023 is 30% or greater than the Base Year Revenue, (iv) 20%, or 140,000 of the full 700,000 restricted stock units or 37,800 of the 189,000 restricted stock units,
F7 (Continued from footnote 6) 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 full 700,000 restricted stock units or 37,800 of the 189,000 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.