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

Signature
/s/ Christopher Emlyn Jones
Stock symbol
BFI
Transactions as of
Apr 10, 2024
Transactions value $
$0
Form type
4
Date filed
4/11/2024, 04:15 PM
Previous filing
Jul 10, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BFI Common Stock Options Exercise $0 +67K $0.00 67K Apr 10, 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 -40K -10% $0.00 360K Apr 10, 2024 Common Stock 40K Direct F1, F2, F3, F4
transaction BFI Restricted Stock Units Options Exercise $0 -27K -7.78% $0.00 320K Apr 10, 2024 Common Stock 27K 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.