Christopher Emlyn Jones - 10 Apr 2024 Form 4 Insider Report for BurgerFi International, Inc.

Signature
/s/ Christopher Emlyn Jones
Issuer symbol
N/A
Transactions as of
10 Apr 2024
Net transactions value
$0
Form type
4
Filing time
11 Apr 2024, 16:15:12 UTC
Previous filing
12 Jul 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BFI Common Stock Options Exercise $0 +67,000 $0.000000 67,000 10 Apr 2024 Direct F1, F2, F3

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 Options Exercise $0 -40,000 -10% $0.000000 360,000 10 Apr 2024 Common Stock 40,000 Direct F1, F2, F3, F4
transaction BFI Restricted Stock Units Options Exercise $0 -27,000 -7.8% $0.000000 320,000 10 Apr 2024 Common Stock 27,000 Direct F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On July 10, 2023, the Reporting Person was granted 200,000 restricted stock units outside of the issuer's 2020 Omnibus Equity Incentive Plan as a material inducement to the Reporting Person's acceptance of employment with the issuer in accordance with Nasdaq Listing Rule 5635(c)(4). The restricted stock units shall vest in five annual installments of 40,000 restricted stock units each, beginning March 29, 2024, subject to the Reporting Person remaining continuously employed by the issuer at the time of vesting and earlier vesting due to a change of control or certain termination events. On April 10, 2024, the effective date of the issuer's Registration Statement on Form S-8 registering the shares of common stock underlying the restricted stock units (the "Form S-8 Effective Date"), 40,000 of the restricted stock units vested.
F2 On July 10, 2023, the Reporting Person was granted 200,000 restricted stock units outside of the issuer's 2020 Omnibus Equity Incentive Plan as a material inducement to the Reporting Person's acceptance of employment with the issuer in accordance with Nasdaq Listing Rule 5635(c)(4). The restricted stock units shall vest in five annual installments of 40,000 restricted stock units each, beginning March 29, 2024, subject to achievement of certain key performance criteria, the Reporting Person remaining continuously employed by the issuer at the time of vesting and earlier vesting due to a change of control or certain termination events. Based on the extent of achievement of the Reporting Person's key performance criteria, the Compensation Committee of the Board of Directors of the issuer approved of the vesting of (a) 42% of the 50% portion eligible to vest on March 29, 2024 based on achievement of adjusted EBITDA (the "2024 Adjusted EBITDA Portion"),
F3 (contiued from footnote 2) with the remainder of the 2024 Adjusted EBITDA Portion being forfeited and (b) 93% of the 50% portion eligible to vest on March 29, 2024 based on achievement of revenue (the "2024 Revenue Portion"), with the remainder of the 2024 Revenue Portion being forfeited. Such vesting occurred on the Form S-8 Effective Date.
F4 Each restricted stock unit represents a contingent right to receive one share of BurgerFi International, Inc. common stock.