0000899243-22-014879.txt : 20220415 0000899243-22-014879.hdr.sgml : 20220415 20220415161531 ACCESSION NUMBER: 0000899243-22-014879 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220413 FILED AS OF DATE: 20220415 DATE AS OF CHANGE: 20220415 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sternberg Ophir CENTRAL INDEX KEY: 0001793414 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38417 FILM NUMBER: 22830188 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] IRS NUMBER: 822418815 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: INTERNATIONAL, INC. U.S. STREET 2: HIGHWAY 1 CITY: NORTH PALM BEACH STATE: FL ZIP: 33408 BUSINESS PHONE: (305) 573-3900 MAIL ADDRESS: STREET 1: INTERNATIONAL, INC. U.S. STREET 2: HIGHWAY 1 CITY: NORTH PALM BEACH STATE: FL ZIP: 33408 FORMER COMPANY: FORMER CONFORMED NAME: Opes Acquisition Corp. DATE OF NAME CHANGE: 20171122 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-04-13 0 0001723580 BurgerFi International, Inc. BFI 0001793414 Sternberg Ophir 4218 NE 2ND AVENUE MIAMI FL 33137 1 1 1 0 Executive Chairman Common Stock 2022-04-13 4 M 0 140000 A 593956 D Common Stock 720725 I Lionheart Equities, LLC Common Stock underlying Units 150000 I Lionheart Equities, LLC Restricted Stock Units 2022-04-13 4 M 0 140000 0.00 D Common Stock 140000 710000 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, is 10% or greater than $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 is 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 is 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 13, 2022, 140,000 of the restricted stock units vested based on achievement of Company Revenue for fiscal year 2021 that was 10% 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. EXHIBIT LIST: Exhibit 24 - Power of Attorney /s/ Stefan Schnopp, Attorney in Fact for Ophir Sternberg 2022-04-15