10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2023

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____ to ____

Commission file number 001-38477

BIGLARI HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Indiana	82-3784946
(State or other jurisdiction of incorporation)	(I.R.S. Employer Identification No.)

19100 Ridgewood Parkway,	Suite 1200
San Antonio,	Texas	78259
(Address of principal executive offices)		(Zip Code)

(210) 344-3400

Registrant’s telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbols	Name of each exchange on which registered
Class A Common Stock, no par value	BH.A	New York Stock Exchange
Class B Common Stock, no par value	BH	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:

NONE

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨  No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  ¨ Accelerated filer  x Non-accelerated filer  ¨ Smaller reporting company  x Emerging growth company  ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. x

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ¨

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of June 30, 2023, was approximately $201,503,586.

.

Number of shares of common stock outstanding as of February 20, 2024:

Class A common stock –	206,864
Class B common stock –	2,068,640

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant’s definitive Proxy Statement to be filed for its 2024 Annual Meeting of Shareholders are incorporated by reference into Part III of this Form 10-K.

Table of Contents

		Page No.
	Part I
Item 1.	Business	1
Item 1A.	Risk Factors	4
Item 1B.	Unresolved Staff Comments	8
Item 1C.	Cybersecurity	8
Item 2.	Properties	9
Item 3.	Legal Proceedings	10
Item 4.	Mine Safety Disclosures	10
	Part II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	11
Item 6.	[Reserved]	11
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 7A.	Quantitative and Qualitative Disclosures about Market Risk	23
Item 8.	Financial Statements and Supplementary Data	24
	Consolidated Balance Sheets	27
	Consolidated Statements of Earnings	28
	Consolidated Statements of Comprehensive Income	29
	Consolidated Statements of Cash Flows	30
	Consolidated Statements of Changes in Shareholders’ Equity	31
	Notes to Consolidated Financial Statements	32
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	57
Item 9A.	Controls and Procedures	57
Item 9B.	Other Information	57
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	57
	Part III
Item 10.	Directors, Executive Officers and Corporate Governance	58
Item 11.	Executive Compensation	58
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	58
Item 13.	Certain Relationships and Related Transactions, and Director Independence	58
Item 14.	Principal Accountant Fees and Services	58
	Part IV
Item 15.	Exhibits and Financial Statement Schedules	59
Item 16.	Form 10-K Summary	61
Signatures		62

Part I

Item 1.    Business

Biglari Holdings Inc. is a holding company owning subsidiaries engaged in a number of diverse business activities, including property and casualty insurance, licensing and media, restaurants, and oil and gas. The Company’s largest operating subsidiaries are involved in the franchising and operating of restaurants. Biglari Holdings is founded and led by Sardar Biglari, Chairman and Chief Executive Officer of the Company.

Biglari Holdings’ management system combines decentralized operations with centralized financial decision-making. Operating decisions for the various business units are made by their respective managers. All major investment and capital allocation decisions are made for the Company and its subsidiaries by Mr. Biglari.

As of December 31, 2023, Mr. Biglari beneficially owns shares of the Company that represent approximately 66.8% of the economic interest and approximately 71.0% of the voting interest.

Restaurant Operations

The Company’s restaurant operations are conducted through two subsidiaries: Steak n Shake Inc. (“Steak n Shake”) and Western Sizzlin Corporation (“Western Sizzlin”) for a combined 492 units. As of December 31, 2023, Steak n Shake had 148 company-operated restaurants, 181 franchise partner units, and 128 traditional franchise units. Western Sizzlin had 3 company-operated restaurants and 32 franchise units.

Founded in 1934 in Normal, Illinois, on Route 66, Steak n Shake is a classic American brand serving premium burgers and milkshakes. Steak n Shake is headquartered in Indianapolis, Indiana.

Founded in 1962 in Augusta, Georgia, Western Sizzlin is a steak and buffet concept serving signature steak dishes as well as other classic American menu items. Western Sizzlin also operates two other concepts: Great American Steak & Buffet, and Wood Grill Buffet. Western Sizzlin is headquartered in Roanoke, Virginia.

Company-Operated Restaurants

A typical company-operated restaurant management team consists of a general manager, a restaurant manager, and other managers, depending on the sales volume of the restaurant. Each restaurant’s general manager has primary responsibility for the day-to-day operations of his or her unit. Restaurant operations obtain food products and supplies from independent national distributors. Purchases are centrally negotiated to ensure uniformity in product quality.

Franchise Partner Restaurants

Steak n Shake offers a franchise partner program to transition company-operated restaurants to franchise partnerships. The franchise agreement stipulates that the franchisee make an upfront investment totaling ten thousand dollars. Steak n Shake, as the franchisor, assesses a fee of up to 15% of sales as well as 50% of profits. Potential franchise partners are screened based on entrepreneurial attitude and ability, but they become franchise partners based on achievement. Each must meet the gold standard in service. Franchise partners are single-unit owner-operators.

Traditional Franchise Restaurants

Restaurant operations’ traditional franchising program extends the brands to areas in which there are no current development plans for company stores. The expansion plans include seeking qualified new franchisees and expanding relationships with current franchisees. Restaurant operations typically seek franchisees with both the financial resources necessary to fund successful development and significant experience in the restaurant/retail business. Both restaurant chains assist franchisees with the development and ongoing operation of their restaurants. In addition, personnel assist franchisees with site selection, approve restaurant sites, and provide prototype plans, construction support, and specifications. Restaurant operations staff provides both on-site and off-site instruction to franchise restaurant management and associates.

International

We have a corporate office in Monaco and an international organization with personnel in various functions to support our international business. Similar to our traditional domestic franchise agreements, a typical international franchise development agreement includes development and franchise fees in addition to subsequent royalty fees based on the gross sales of each restaurant.

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Competition

The restaurant business is one of the most intensely competitive industries. As there are virtually no barriers to entry into the restaurant business, competitors may include national, regional, and local establishments. Restaurant businesses compete on the basis of price, convenience, service, experience, menu variety, and product quality. The restaurant business is often affected by changes in consumer tastes and by national, regional, and local economic conditions. The performance of individual restaurants may be impacted by factors such as traffic patterns, demographic trends, weather conditions, and competing restaurants.

Government Regulations

The Company is subject to various global, federal, state, and local laws affecting its restaurant operations. Each of the restaurants must comply with licensing and regulation by a number of governmental authorities, i.e., health, sanitation, safety, and fire agencies in the jurisdiction in which the restaurant is located.

Various federal and state labor laws govern our relationship with our employees, e.g., minimum wage, overtime pay, unemployment tax, health insurance, and workers’ compensation. Federal, state, and local government agencies have established regulations requiring that we disclose nutritional information.

Trademark and Licenses

The name and reputation of Steak n Shake is a material asset, and management protects it and other service marks through appropriate registrations.

Insurance Business

Biglari Holdings’ insurance activities are conducted through two insurance entities, First Guard Insurance Company and its affiliated agency, 1st Guard Corporation (collectively “First Guard”), and Southern Pioneer Property & Casualty Insurance Company and its affiliated agency, Southern Pioneer Insurance Agency, Inc. (collectively “Southern Pioneer”). Our insurance businesses provide insurance of property and casualty.

The insurance business is stringently regulated by state insurance departments. Insurers based in the United States are subject to regulation by their states of domicile and by those states in which they are licensed to write policies on an admitted basis. First Guard and Southern Pioneer operate under licenses issued by various state insurance authorities. The primary focus of regulation is to ensure that insurers are financially solvent and that policyholder interests are otherwise protected. States establish minimum capital levels for insurance companies and establish guidelines for permissible business and investment activities. States have the authority to suspend or revoke a company’s authority to do business as conditions warrant. States regulate the payment of dividends by insurance companies to their shareholders and other transactions with affiliates. Dividends, capital distributions, and other transactions of extraordinary amounts are subject to prior regulatory approval. Insurers may market, sell, and service insurance policies in the states where they are licensed. These insurers are referred to as admitted insurers. Admitted insurers are generally required to obtain regulatory approval of their policy forms and premium rates. Except for regulatory considerations, there are virtually no barriers to entry into the insurance industry.

First Guard is a direct underwriter of commercial truck insurance, primarily selling physical damage and nontrucking liability insurance to truckers. The commercial truck insurance business is highly competitive in the areas of price and service. Vigorous competition is provided by large, well-capitalized companies and by small regional insurers. First Guard’s insurance products are marketed primarily through direct response methods via the Internet or by telephone. First Guard’s cost-efficient direct response marketing methods enable it to be a low-cost insurer. First Guard uses its own claim staff to manage claims. Seasonal variations in First Guard’s insurance business are not significant. However, extraordinary weather conditions or other factors may have a significant effect upon the frequency or severity of claims. First Guard is headquartered in Venice, Florida.

Southern Pioneer underwrites garage liability and commercial property as well as homeowners and dwelling fire insurance on an admitted basis. Insurance coverages are offered nationwide, primarily through insurance agents. Southern Pioneer competes with large companies and local insurers. Southern Pioneer is headquartered in Jonesboro, Arkansas.

Biglari Holdings’ insurance operations may be affected by extraordinary weather conditions or other factors, any of which may have a significant effect upon the frequency or severity of claims.

Oil and Gas Business

The Company's oil and gas operations are conducted through two entities, Southern Oil Company (“Southern Oil”) and Abraxas Petroleum Corporation (“Abraxas Petroleum”). Southern Oil primarily operates oil and natural gas properties offshore in the shallow waters of the Gulf of Mexico. Abraxas Petroleum operates oil and natural gas wells in the Permian Basin.

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On September 14, 2022, the Company purchased Preferred Shares of Abraxas Petroleum for $80.0 million. On October 26, 2022, the Company exchanged the Preferred Shares for 90% of the outstanding common stock of Abraxas Petroleum. On June 14, 2023, the remaining 10% of the outstanding common stock of Abraxas Petroleum was acquired for $5.4 million.

The oil and gas industry is fundamentally a commodity business. Southern Oil’s and Abraxas Petroleum’s operations and earnings, therefore, may be significantly affected by changes in oil and natural gas prices. Biglari Holdings’ oil and gas operations compete with fully integrated, major global petroleum companies, as well as independent and national petroleum companies. In addition, our companies are subject to a variety of risks inherent in the oil and gas business, including a wide range of local, state, and federal regulations.

Southern Oil is headquartered in Madisonville, Louisiana, and Abraxas Petroleum is headquartered in San Antonio, Texas.

Brand Licensing Business

Maxim’s business lies principally in brand licensing. Maxim is headquartered in New York, New York.

Maxim competes for licensing business with other companies. The nature of the licensing business is predicated on projects that materialize with irregularity. In addition, publishing is a highly competitive business.

Maxim products are marketed under various registered brand names, including, but not limited to, “MAXIM®” and “Maxim®.”

Investments

The Company and its subsidiaries have invested in The Lion Fund, L.P., and The Lion Fund II, L.P. (collectively, “the investment partnerships”). The investment partnerships operate as private investment funds. As of December 31, 2023, the fair value of the investment partnerships was $472.8 million. In addition, the Company held marketable securities (outside the investment partnerships) of $91.9 million at fair value.

Employees

As of December 31, 2023, the Company employed 2,466 persons. When hiring personnel, we do not consider circumstances of birth, race, gender, ethnicity, religion, or any other factor unrelated to talent. The factor of prime importance to us, talent, is invariably found across a wide spectrum of humanity. We seek to associate with people of high character and competence.

Additional information with respect to Biglari Holdings’ businesses

Information related to our reportable segments may be found in Part II, Item 8 of this Form 10-K.

Biglari Holdings maintains a website (biglariholdings.com) where its annual reports, press releases, interim shareholder reports, and links to its subsidiaries’ websites can be found. Biglari Holdings’ periodic reports filed with the Securities and Exchange Commission (the “SEC”), which include Form 10-K, Form 10-Q, Form 8-K, and amendments thereto, may be accessed by the public free of charge from the SEC and through Biglari Holdings’ website. In addition, corporate governance documents such as Corporate Governance Guidelines, Code of Conduct, Compensation Committee Charter, and Audit Committee Charter are posted on the Company’s website. The documents are also available without charge upon written request. The Company’s website and the information contained therein or connected thereto are not intended to be incorporated into this report on Form 10-K.

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Item 1A.     Risk Factors

Biglari Holdings and its subsidiaries (referred to herein as “we,” “us,” “our,” or similar expressions) are subject to certain risks and uncertainties in their business operations, which are described below. The risks and uncertainties described below are not the only risks we face. Additional risks and uncertainties not presently known or that are currently deemed immaterial may also impair our business operations.

Risks relating to Biglari Holdings

We are dependent on our Chairman and CEO.

Our success depends on the services of Sardar Biglari, Chairman and Chief Executive Officer. All major investment and capital allocation decisions are made for the Company and its subsidiaries by Mr. Biglari. If for any reason the services of Mr. Biglari were to become unavailable, a material adverse effect on our business could occur.

Sardar Biglari, Chairman and CEO, beneficially owns over 50% of our outstanding shares of common stock, enabling Mr. Biglari to exert control over matters requiring shareholder approval.

Mr. Biglari has the ability to control the outcome of matters submitted to our shareholders for approval, including the election or removal of directors, the amendment of our articles of incorporation or bylaws, and other significant transactions. In addition, Mr. Biglari has the ability to control the management and affairs of the Company. This control position may conflict with the interests of some or all of the Company’s passive shareholders, and reduce the possibility of a merger proposal, tender offer, or proxy contest for the removal of directors.

We are a “controlled company” within the meaning of the New York Stock Exchange rules and thus can rely on exemptions from certain corporate governance requirements.

Because Mr. Biglari beneficially owns more than 50% of the Company’s outstanding voting stock, we are considered a “controlled company” pursuant to New York Stock Exchange rules. As a result, we are not required to comply with certain director independence and board committee requirements. The Company does not have a governance and nominating committee.

Biglari Holdings’ access to capital is subject to restrictions that may adversely affect its ability to satisfy its cash requirements.

We are a holding company and are largely dependent upon dividends and other sources of funds from our subsidiaries in order to meet our needs. The ability of our insurance subsidiaries to pay dividends to Biglari Holdings is regulated by state insurance laws, which limit the amount of, and in certain circumstances may prohibit the payment of, cash dividends. Furthermore, as a result of our substantial investments in The Lion Fund, L.P., and The Lion Fund II, L.P., investment partnerships controlled by Mr. Biglari, our access to capital is restricted by the terms of their respective partnership agreements. There is also a high likelihood that we will make additional investments in these investment partnerships.

Competition and technology may result in lower earnings.

Our operating businesses face intense competition within their markets, and many factors, including technological changes, may erode or prevent the strengthening of their competitive advantages. Accordingly, our future operating results will depend to some degree on our operating units successfully enhancing their competitive advantages. If our operating businesses are unsuccessful in these efforts, our periodic operating results may decline in the future. We also highlight certain competitive risks in the sections below.

Deterioration of general economic conditions may significantly reduce our operating earnings.

Our operating businesses are subject to normal economic cycles, which affect the general economy or the specific industries in which they operate. Significant deterioration of economic conditions over a prolonged period could produce a material adverse effect on one or more of our significant operations.

Epidemics, pandemics, or other outbreaks could hurt our operating businesses and investments.

Epidemics, pandemics, or outbreaks may adversely affect our operations and investments. This is or may be due to closures or restrictions requested or mandated by governmental authorities, disruption to supply chains and workforce, reduction of demand for our products and services, credit losses when customers and other counterparties fail to satisfy their obligations to us, and volatility in global equity securities markets, among other factors.

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Potential changes in laws or regulations may have a negative impact on our Class A common stock and Class B common stock.

In prior years, bills have been introduced in Congress that, if enacted, would have prohibited the listing of common stock on a national securities exchange if such common stock were part of a class of securities that has no voting rights or carries disproportionate voting rights. Although these bills have not been acted upon by Congress, there can be no assurance that such a bill (or a modified version thereof) will not be introduced in Congress in the future. Legislation or other regulatory developments could make the shares of Class A common stock and Class B common stock ineligible for trading on the NYSE or other national securities exchanges.

Litigation could have a material adverse effect on our financial position, cash flows, and results of operations.

We are or may be from time to time a party to various legal actions, investigations, and other proceedings brought by employees, consumers, policyholders, suppliers, shareholders, government agencies, or other third parties in connection with matters pertaining to our business, including those related to our investment activities. The outcome of such matters is often difficult to assess or quantify, and the cost to defend future proceedings may be significant. Even if a claim is unsuccessful or is not fully pursued, the negative publicity surrounding any allegation regarding the Company, our business, or our products could adversely affect our reputation. While we believe that the ultimate outcome of routine legal proceedings, individually and in the aggregate, will not have a material impact on our financial position, we cannot assure that an adverse outcome on, or reputational damage from, any of these matters would not, in fact, materially impact our business and results of operations for the period after these matters are completed or otherwise resolved.

Risks Relating to Our Restaurant Operations

Our restaurant operations face intense competition from a wide range of industry participants.

The restaurant business is one of the most intensely competitive industries. As there are virtually no barriers to entry into the restaurant business, competitors may include national, regional, and local establishments. Restaurant businesses compete on the basis of price, convenience, service, experience, menu variety, and product quality. The restaurant business is often affected by changes in consumer tastes and by national, regional, and local economic conditions. The performance of individual restaurants may be impacted by factors such as traffic patterns, demographic trends, weather conditions, and competing restaurants. Additional factors that may adversely affect the restaurant industry include, but are not limited to, food and wage inflation, safety, and food-borne illness.

Changes in economic conditions may have an adverse impact on our restaurant operations.

Our restaurant operations are subject to normal economic cycles affecting the economy in general or the restaurant industry in particular. The restaurant industry has been affected by economic factors, including the deterioration of global, national, regional, and local economic conditions, declines in employment levels, and shifts in consumer spending patterns. Declines in consumer restaurant spending could be harmful to our financial position and results of operations. As a result, decreased cash flow generated from our business may adversely affect our financial position and our ability to fund our operations. In addition, macroeconomic disruptions could adversely impact the availability of financing for our franchisees’ expansions and operations.

Fluctuations in commodity and energy prices and the availability of commodities, including beef and dairy, could affect our restaurant business.

The cost, availability, and quality of ingredients restaurant operations use to prepare their food are subject to a range of factors, many of which are beyond their control. A significant component of our restaurant business costs is related to food commodities, including beef and dairy products, which can be subject to significant price fluctuations due to seasonal shifts, climate conditions, industry demand, changes in commodity markets, inflation, and other factors. If there is a substantial increase in prices for these food commodities, our results of operations may be negatively affected. In addition, our restaurants are dependent upon frequent deliveries of perishable food products that meet certain specifications. Shortages or interruptions in the supply of perishable food products caused by unanticipated demand, problems in production or distribution, disease or food-borne illnesses, inclement weather, or other conditions could adversely affect the availability, quality, and cost of ingredients, which would likely lower revenues, damage our reputation, or otherwise harm our business. We cannot predict whether we will continue to be able to anticipate and react to changing food costs by adjusting our purchasing practices, menu offerings, and menu prices, and a failure to do so could adversely affect our operating results.

5

Adverse weather conditions or losses due to casualties could negatively impact our operating performance.

Property damage caused by casualties and natural disasters, instances of inclement weather, flooding, hurricanes, fire, and other acts of nature can adversely impact sales in several ways. Many of Steak n Shake’s and Western Sizzlin’s restaurants are located in the Midwest and Southeast portions of the United States. During the first and fourth quarters, restaurants in the Midwest may face harsh winter weather conditions. During the third and fourth quarters, restaurants in the Southeast may experience hurricanes or tropical storms. Our sales and operating results may be negatively affected by these harsh weather conditions, which could make it more difficult for guests to visit our restaurants, necessitate the closure of restaurants, cause physical damage, or lead to a shortage of employees.

Changes in the availability of and the cost of labor could adversely affect our restaurant business.

Our restaurant business depends substantially on our ability to recruit and retain high-quality staff. Maintaining adequate staffing in our restaurants requires workforce planning and knowledge of the relevant labor market. The market for the most qualified talent continues to be competitive, and we must provide competitive wages, benefits, and workplace conditions. We have experienced, and may continue to experience, challenges in recruiting and retaining associates in various locations. A shortage of qualified candidates, failure to recruit and retain new associates in a timely manner, or higher than expected turnover levels could all affect our ability to grow sales at existing restaurants or meet our labor cost objectives.

We are subject to health, employment, environmental, and other government regulations, and failure to comply with existing or future government regulations could expose us to litigation or penalties, damage our reputation, and lower profits.

We are subject to various global, federal, state, and local laws and regulations affecting our restaurant operations. Changes in existing laws, rules, and regulations applicable to us, or increased enforcement by governmental authorities, may require us to incur additional costs and expenses necessary for compliance. If we fail to comply with any of these laws, we may be subject to governmental action or litigation, and our reputation could be harmed accordingly. Injury to our reputation would, in turn, likely reduce revenues and profits.

The development and construction of restaurants is subject to compliance with applicable zoning, land use, and environmental regulations. Difficulties in obtaining, or failure to obtain, the required licenses or approvals could delay or prevent the development of a new restaurant in a particular area.

Restaurant operations are also subject to regulatory initiatives in the area of nutrition disclosure or advertising, such as requirements to provide information about the nutritional content of our food products. The operation of the Steak n Shake and Western Sizzlin franchise systems is also subject to franchise laws and regulations enacted by a number of states, and to rules promulgated by the U.S. Federal Trade Commission. Any future legislation regulating franchise relationships may negatively affect our operations, particularly our relationships with franchisees. Failure to comply with new or existing franchise laws and regulations in any jurisdiction, or to obtain required government approvals, could result in a ban or temporary suspension on future franchise sales. Further national, state, and local government initiatives, such as mandatory health insurance coverage or increases in minimum wage rates, could adversely affect our business.

Risks Relating to Our Investment Activities

The majority of our investment activities are conducted through outside investment partnerships, The Lion Fund, L.P., and The Lion Fund II, L.P., which are controlled by Mr. Biglari.

Our investment activities are conducted mainly through these outside investment partnerships. Under the terms of their partnership agreements, each contribution made by the Company to the investment partnerships is subject to a five-year lock-up period, and any distribution upon our withdrawal of funds will be paid out over a two-year period (and may be paid in-kind rather than in cash, thus increasing the difficulty of liquidating these investments). As a result of these provisions and our consequent inability to access this capital for a defined period, the capital we have invested in the investment partnerships may be subject to an increased risk of loss of all or a significant portion of its value, and we may become unable to meet our capital requirements. There is a high likelihood that we will make additional investments in these investment partnerships in the future.

We have a services agreement with Biglari Capital Corp., the general partner of the investment partnerships (“Biglari Capital”), and Biglari Enterprises LLC (collectively, the “Biglari Entities”), in which the Company pays a fixed fee to the Biglari Entities for business and administrative-related services. The Biglari Entities are owned by Mr. Biglari. There can be no assurance that the fees paid will be commensurate with the benefits received.

The incentive allocation to which Mr. Biglari, as Chairman and Chief Executive Officer of Biglari Capital, is entitled with respect to our investments under the terms of the respective partnership agreements is equal to 25% of the net profits allocated to the limited partners in excess of a 6% hurdle rate over the previous high-water mark.

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Our investments may be concentrated, and fair values are subject to a loss in value.

The majority of our investments are held through the investment partnerships, which generally invest in common stocks. These investments may be largely concentrated in the common stocks of a few investees. A significant decline in the values of these investments may produce a large decrease in our consolidated shareholders’ equity and can have a material adverse effect on our consolidated book value per share and earnings.

We are subject to the risk of possibly becoming an investment company under the Investment Company Act of 1940.

We run the risk of inadvertently becoming an investment company, which would require us to register under the Investment Company Act of 1940, as amended (the “Investment Company Act”). Registered investment companies are subject to extensive, restrictive, and potentially adverse regulations relating to, among other things, operating methods, management, capital structure, dividends, and transactions with affiliates. Registered investment companies are not permitted to operate their business in the manner in which we operate our business, nor are registered investment companies permitted to have many of the relationships that we have with our affiliated companies.

To avoid becoming and registering as an investment company under the Investment Company Act, we operate as an ongoing enterprise, with approximately 2,500 employees, along with an asset base from which to pursue acquisitions. Furthermore, Section 3(c)(3) of the Investment Company Act excludes insurance companies from the definition of “investment company.” Because we monitor the value of our investments and structure transactions accordingly, we may structure transactions in a less advantageous manner than if we did not have Investment Company Act concerns, or we may avoid otherwise economically desirable transactions due to those concerns. In addition, adverse developments with respect to our ownership of certain of our operating subsidiaries, including significant appreciation or depreciation in the market value of certain of our publicly traded holdings, could result in our inadvertently becoming an investment company. If it were established that we were an investment company, there would be a risk, among other material adverse consequences, that we could become subject to monetary penalties or injunctive relief, or both, in an action brought by the SEC, that we would be unable to enforce contracts with third parties, or that third parties could seek to obtain rescission of transactions with us undertaken during the period in which it was established that we were an unregistered investment company.

Risks Relating to Our Insurance Business

Our success depends on our ability to underwrite risks accurately and to charge adequate rates to policyholders.

Our results of operations depend on our ability to underwrite and set rates accurately for risks assumed. A primary role of the pricing function is to ensure that rates are adequate to generate sufficient premiums to pay losses, loss adjustment expenses, and underwriting expenses.

Our insurance business is vulnerable to significant catastrophic property loss, which could have an adverse effect on its financial condition and results of operations.

Our insurance business faces a significant risk of loss in the ordinary course of its business for property damage resulting from natural disasters, man-made catastrophes, and other catastrophic events. These events typically increase the frequency and severity of commercial property claims. Because catastrophic loss events are by their nature unpredictable, historical results of operations may not be indicative of future results of operations, and the occurrence of claims from catastrophic events may result in significant volatility in our insurance business’s financial condition and results of operations from period to period. We attempt to manage our exposure to these events through reinsurance programs, although there is no assurance we will be successful in doing so.

Our insurance business is subject to extensive existing state, local, and foreign governmental regulations that restrict its ability to do business and generate revenues.

Our insurance business is subject to regulation in the jurisdictions in which it operates. These regulations may relate to, among other things, the types of business that can be written, the rates that can be charged for coverage, the level of capital and reserves that must be maintained, and restrictions on the types and size of investments that can be held. Regulations may also restrict the timing and amount of dividend payments. Accordingly, existing or new regulations related to these or other matters, or regulatory actions imposing restrictions on our insurance business, may adversely impact its results of operations.

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Risks Relating to Our Brand Licensing Business

Licensing opportunities for the Maxim brand may be difficult to maintain.

Maxim’s success depends to a significant degree upon licensing agreements. These licensing agreements mature from time to time, and we may be unable to secure favorable terms for future licensing arrangements. Future licensing partners may also fail to honor their contractual obligations or take other actions that can diminish the value of the Maxim brand. Disputes could arise that prevent or delay our ability to collect licensing revenues under these arrangements. If any of these developments occur or our licensing efforts are otherwise not successful, the value and recognition of the Maxim brand, as well as the prospects of our media business, could be materially, adversely affected.

Risks Relating to Our Oil and Gas Business

Our oil and gas business is exposed to the effects of volatile commodity prices.

The single largest variable that affects our oil and gas results of operations is the price of crude oil and natural gas. The price we receive for our oil and natural gas production heavily influences our oil and gas business’s revenue and profitability. Extended periods of low prices for crude oil or natural gas can have a material adverse impact on our results of operations.

Our oil and gas business is subject to disruption by factors beyond its control.

Any disruption of the extractive business of either of our oil and gas subsidiaries would adversely affect our revenues and profitability. Our oil and gas operations are therefore subject to disruption from natural or human causes beyond their control, including physical risks from hurricanes, severe storms, and other forms of system failures, any of which could result in suspension of operations or harm to people or the natural environment.

Our oil and gas business can be adversely affected by political or regulatory developments affecting our operations.

Our oil and gas operations can be affected by changing economic, regulatory, and political environments. Litigation or changes in national, state, or local environmental regulations or laws, including those designed to stop or impede the development or production of oil and natural gas, could adversely affect our operations and profitability.

Item 1B.     Unresolved Staff Comments

None.

Item 1C.     Cybersecurity

Our enterprise (the holding company and its operating subsidiaries) is using technology in virtually all aspects of the business. Much like many other businesses, certain of our subsidiaries’ information systems have been subject to computer viruses, malicious codes, unauthorized access, and other cyberattacks. We expect to be subject to similar attacks in the future as such attacks become more sophisticated. A significant disruption or failure of our technology systems could result in service interruptions, safety failures, security events, regulatory compliance failures, an inability to protect information and assets against unauthorized users, and other operational difficulties. Attacks perpetrated against our systems could result in loss of assets and critical information and expose us to remediation costs and reputational damage.

Cyberattacks could compromise confidential customer and employee information. Cyberattacks may result in business interruptions, lost revenues, higher commodity prices, disruption in fuel supplies, lower energy consumption, unstable markets, increased security, repair or other costs, or may materially adversely affect us in ways that cannot be predicted at this time.

Our operating businesses are managed on an unusually decentralized basis. There are few centralized or integrated business functions. Consistent with our decentralized management philosophy, our operating businesses individually establish specific practices concerning cybersecurity risks. Although our subsidiaries have taken steps intended to mitigate these risks, including business continuity planning, disaster recovery planning, and business impact analysis, a significant disruption or cyber intrusion at one or more of our significant operations could adversely affect our results of operations, financial condition, and liquidity. Additionally, if we are unable to acquire, develop, implement, adopt, or protect rights around new technology, we may suffer a competitive disadvantage, which could also have an adverse effect on our results of operations and financial condition. Given the wide variations in the nature and size of business activities, specific practices may vary widely among our operating subsidiaries.

8

Item 2.     Properties

Restaurant Properties

As of December 31, 2023, restaurant operations included 492 company-operated and franchise locations. Restaurant operations own the land and building for 142 restaurants; they also own one other property. The following table lists the locations of the restaurants as of December 31, 2023.

	Steak n Shake			Western Sizzlin
	Company Operated	Franchise Partner	Traditional Franchise	Company Operated	Franchise	Total
Domestic:
Alabama	1	1	4	—	5	11
Arkansas	—	—	4	—	6	10
California	—	—	2	—	—	2
Colorado	1	—	—	—	—	1
Florida	16	60	5	—	—	81
Georgia	7	11	10	—	4	32
Illinois	37	17	8	—	—	62
Indiana	35	20	1	—	—	56
Iowa	2	1	1	—	—	4
Kansas	—	—	2	—	—	2
Kentucky	—	12	6	—	—	18
Louisiana	—	—	1	—	—	1
Maryland	—	—	—	—	1	1
Michigan	7	6	1	—	—	14
Mississippi	—	—	6	—	1	7
Missouri	6	14	20	—	—	40
Nebraska	—	—	1	—	—	1
Nevada	—	—	5	—	—	5
North Carolina	1	5	2	—	6	14
Ohio	27	19	1	—	1	48
Oklahoma	—	—	2	—	2	4
Pennsylvania	1	—	1	—	—	2
South Carolina	1	—	2	—	1	4
Tennessee	1	7	9	—	3	20
Texas	1	8	10	—	—	19
Virginia	—	—	4	2	2	8
Washington, D.C.	—	—	1	—	—	1
West Virginia	—	—	2	1	—	3
International:
France	2	—	17	—	—	19
Monaco	1	—	—	—	—	1
Spain	1	—	—	—	—	1
Total	148	181	128	3	32	492

As of December 31, 2023, 17 of the 148 Steak n Shake company-operated stores were closed. Steak n Shake plans to sell or lease 10 of the 17 locations and refranchise the balance.

9

Other Properties

Southern Oil primarily operates oil and natural gas wells in Louisiana. Its operations are primarily offshore in the shallow waters of the Gulf of Mexico.

Abraxas Petroleum operates oil and natural gas wells in the Permian Basin.

Through its subsidiaries, the Company owns Steak n Shake’s office building in Indianapolis, Indiana; First Guard’s office building in Venice, Florida; and Southern Pioneer’s office building in Jonesboro, Arkansas. In addition, the Company owns eight various locations that are being leased or are available to be leased by third parties, along with owning one undeveloped property in San Antonio, Texas.

Item 3.     Legal Proceedings

Refer to Commitments and Contingencies - Note 15 to the Consolidated Financial Statements included in Item 8 for a discussion of legal proceedings.

Item 4.     Mine Safety Disclosures

Not applicable.

10

Part II

Item 5.     Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity

Securities

Market Information

Biglari Holdings’ Class A common stock and Class B common stock are listed for trading on the NYSE, trading symbol: BH.A and BH, respectively.

Shareholders

Biglari Holdings had 1,551 beneficial shareholders of its Class A common stock and 4,374 beneficial shareholders of its Class B common stock as of February 1, 2024.

Dividends

Biglari Holdings has never declared a dividend.

Issuer Purchases of Equity Securities

From December 1, 2023 through December 31, 2023, The Lion Fund, L.P. purchased 1,100 shares of Class A common stock and 9,813 shares of Class B common stock. The Lion Fund, L.P. may be deemed an “affiliated purchaser” as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended. The purchases were made through open market transactions.

	Total Number of Class A Shares Purchased	Average Price Paid per Class A Share		Total Number of Class B Shares Purchased	Average Price Paid per Class B Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares That May Yet Be Purchased Under Plans or Programs
October 1, 2023 - October 31, 2023	—	$	—	—	$	—	—	—
November 1, 2023 - November 30, 2023	—	$	—	—	$	—	—	—
December 1, 2023 - December 31, 2023	1,100	$	828.69	9,813	$	164.99	—	—
Total	1,100			9,813			—

Item 6.     [Reserved]

11

Item 7.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

(dollars in thousands, except per-share data)

Biglari Holdings Inc. is a holding company owning subsidiaries engaged in a number of diverse business activities, including property and casualty insurance, licensing and media, restaurants, and oil and gas. The Company’s largest operating subsidiaries are involved in the franchising and operating of restaurants. Biglari Holdings is founded and led by Sardar Biglari, Chairman and Chief Executive Officer of the Company.

Biglari Holdings’ management system combines decentralized operations with centralized financial decision-making. Operating decisions for the various business units are made by their respective managers. All major investment and capital allocation decisions are made for the Company and its subsidiaries by Mr. Biglari.

As of December 31, 2023, Mr. Biglari beneficially owns shares of the Company that represent approximately 66.8% of the economic interest and approximately 71.0% of the voting interest.

Business Acquisitions

On September 14, 2022, the Company purchased Preferred Shares of Abraxas Petroleum Corporation (“Abraxas Petroleum”) for $80,000. On October 26, 2022, the Company converted the Preferred Shares to 90% of the outstanding common stock of Abraxas Petroleum. On June 14, 2023, the remaining 10% of the outstanding common stock of Abraxas Petroleum was acquired for $5,387. The Company used working capital including its line of credit to fund the purchase of the Preferred Shares. Abraxas Petroleum operates oil and natural gas properties in the Permian Basin. The purchase price allocation included $70,200 of oil and gas properties, cash of $21,726, and liabilities, net of other assets, of $11,926. The Company’s financial results include the results of Abraxas Petroleum from the initial acquisition date to the end of the calendar year.

Discussion of Operations

Net earnings attributable to Biglari Holdings Inc. shareholders are disaggregated in the table that follows.

	2023		2022		2021
Operating businesses:
Restaurant	$	21,831	$	9,383	$	11,235
Insurance	10,262		7,662		11,290
Oil and gas	25,406		19,091		7,528
Brand licensing	8		1,313		2,364
Interest expense	(531)		(305)		(841)
Corporate and other	(17,814)		(9,806)		(9,829)
Total operating businesses	39,162		27,338		21,747
Investment partnership gains (losses)	14,646		(56,961)		8,899
Investment gains (losses)	1,731		(2,682)		4,832
Net earnings (loss)	55,539		(32,305)		35,478
Earnings (loss) attributable to noncontrolling interest	591		(287)		—
Net earnings (loss) attributable to Biglari Holdings Inc. shareholders	$	54,948	$	(32,018)	$	35,478

The following discussion should be read in conjunction with Item 1, Business and our Consolidated Financial Statements and the notes thereto included in this Form 10-K. The following discussion should also be read in conjunction with the “Cautionary Note Regarding Forward-Looking Statements” and the risks and uncertainties described in Item 1A, Risk Factors, set forth above.

Our Management Discussion and Analysis generally discusses 2023 and 2022 items. Discussions of 2021 items can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 27, 2023.

Investment gains and losses in 2023 and 2022 were mainly derived from our investments in equity securities and included unrealized gains and losses from market price changes during the period. We believe that investment gains/losses are generally meaningless for analytical purposes in understanding our reported quarterly and annual results. These gains and losses have caused and will continue to cause significant volatility in our periodic earnings.

Through our subsidiaries, we engage in numerous diverse business activities. We operate on a decentralized management structure. The business segment data (Note 17 to the accompanying Consolidated Financial Statements) should be read in conjunction with this discussion.

Restaurants

Our restaurant businesses, which include Steak n Shake and Western Sizzlin, comprise 492 company-operated and franchise restaurants as of December 31, 2023.

	Steak n Shake			Western Sizzlin
	Company- operated	Franchise Partner	Traditional Franchise	Company- operated	Franchise	Total
Stores on December 31, 2020	276	86	194	3	39	598
Corporate stores transitioned	(73)	73	—	—	—	—
Net restaurants opened (closed)	(4)	—	(16)	—	(1)	(21)
Stores on December 31, 2021	199	159	178	3	38	577
Corporate stores transitioned	(16)	16	—	—	—	—
Net restaurants opened (closed)	(6)	—	(24)	—	(2)	(32)
Stores on December 31, 2022	177	175	154	3	36	545
Corporate stores transitioned	(6)	7	(1)	—	—	—
Net restaurants opened (closed)	(23)	(1)	(25)	—	(4)	(53)
Stores on December 31, 2023	148	181	128	3	32	492

As of December 31, 2023, 17 of the 148 company-operated Steak n Shake stores were closed. Steak n Shake plans to sell or lease 10 of the 17 locations and refranchise the balance.

12

Management’s Discussion and Analysis (continued)

Restaurant operations for 2023, 2022, and 2021 are summarized below.

	2023				2022				2021
Revenue
Net sales	$	152,545			$	149,184			$	187,913
Franchise partner fees	72,552				63,853				55,641
Franchise royalties and fees	16,443				19,678				21,736
Other revenue	9,317				8,853				6,000
Total revenue	250,857				241,568				271,290
Restaurant cost of sales
Cost of food	44,993		29.5	%	44,461		29.8	%	55,315		29.4	%
Labor costs	47,090		30.9	%	50,524		33.9	%	58,159		30.9	%
Occupancy and other	45,903		30.1	%	45,279		30.4	%	54,017		28.7	%
Total cost of sales	137,986				140,264				167,491
Selling, general and administrative
General and administrative	44,120		17.6	%	40,206		16.6	%	39,940		14.7	%
Marketing	12,631		5.0	%	13,921		5.8	%	13,923		5.1	%
Other expenses (income)	(7,935)		(3.2)	%	(2,294)		(0.9)	%	3,323		1.2	%
Total selling, general and administrative	48,816				51,833				57,186
Impairments	3,947		1.6	%	3,520		1.5	%	4,635		1.7	%
Depreciation and amortization	27,031		10.8	%	27,496		11.4	%	21,484		7.9	%
Interest on finance leases and obligations	5,114				5,493				6,039
Earnings before income taxes	27,963				12,962				14,455
Income tax expense	6,132				3,579				3,220
Contribution to net earnings	$	21,831			$	9,383			$	11,235

Cost of food, labor, and occupancy and other costs are expressed as a percentage of net sales.

General and administrative, marketing, other expenses, impairments, and depreciation and amortization are expressed as a percentage of total revenue.

Net sales during 2023 were $152,545 as compared to $149,184 during 2022. For company-operated units, sales to the end customer are recorded as revenue generated by the Company, but for franchise partner units, only our share of the restaurants’ profits, along with certain fees, are recorded as revenue. Because we derive most of our revenue from our share of the profits, revenue will decline as we transition from company-operated units to franchise partner units.

Fees generated by our franchise partners were $72,552 during 2023 as compared to $63,853 during 2022. As of December 31, 2023, there were 181 franchise partner units as compared to 175 franchise partner units as of December 31, 2022. Included in the franchise partner fees were $22,687 and $20,426 of rental income during 2023 and 2022, respectively. Franchise partners rent buildings and equipment from Steak n Shake.

13

Management’s Discussion and Analysis (continued)

The franchise royalties and fees generated by the traditional franchising business were $16,443 during 2023 as compared to $19,678 during 2022. The decrease in franchise royalties and fees was primarily due to the closing of certain traditional franchise stores. There were 160 traditional units open on December 31, 2023, as compared to 190 units open on December 31, 2022.

The cost of food at company-operated units in 2023 was $44,993, or 29.5% of net sales as compared to $44,461, or 29.8% of net sales in 2022. The cost of food expressed as a percentage of net sales in 2023 remained consistent with 2022.

The labor costs at company-operated restaurants during 2023 were $47,090, or 30.9% of net sales as compared to $50,524, or 33.9% of net sales in 2022. The 3-percentage-point decrease in costs was primarily attributable to a 2.7-percentage-point decrease in Steak n Shake’s labor costs as a result of a gain in productivity.

General and administrative expenses during 2023 were $44,120, or 17.6% of total revenue as compared to $40,206, or 16.6% of total revenue during 2022. General and administrative expenses increased during 2023 as compared to 2022 primarily because of higher salaries and wages. An increase in overall personnel and additional franchise partner training accounted for much of the increase in general and administrative expenses.

Other income increased during 2023 compared to 2022 primarily because of gains on the sale of real estate.

Interest on obligations under leases was $5,114 during 2023 versus $5,493 during 2022. The year-over-year decrease in interest expense was primarily attributable to the maturity and retirement of lease obligations.

To better convey the performance of the franchise partnership model, the table below shows the underlying sales, cost of food, labor costs, and other restaurant costs of the franchise partners. We believe the franchise partner information is useful to readers, as they have a direct effect on Steak n Shake’s profitability.

	2023				2022
Revenue
Net sales and other	$	324,281			$	296,045
Restaurant cost of sales
Cost of food	$	91,317	28.2	%	$	81,952	27.7	%
Labor costs	86,286		26.6	%	84,191		28.4	%
Occupancy and other	66,135		20.4	%	59,647		20.1	%
Total cost of sales	$	243,738			$	225,790

The Company’s consolidated financial statements do not include data in the table above. Figures are shown for information purposes only.

14

Management’s Discussion and Analysis (continued)

Insurance

We view our insurance businesses as possessing two activities: underwriting and investing. Underwriting decisions are the responsibility of the unit managers, whereas investing decisions are the responsibility of our Chairman and CEO, Sardar Biglari. Our business units are operated under separate local management. Biglari Holdings’ insurance operations consist of First Guard and Southern Pioneer.

Underwriting results of our insurance operations are summarized below.

	2023		2022		2021
Underwriting gain (loss) attributable to:
First Guard	$	9,492	$	6,578	$	10,573
Southern Pioneer	(1,038)		(1,277)		1,744
Pre-tax underwriting gain	8,454		5,301		12,317
Income tax expense	1,775		1,113		2,587
Net underwriting gain	$	6,679	$	4,188	$	9,730

Earnings of our insurance operations are summarized below.

	2023		2022		2021
Premiums earned	$	61,225	$	59,949	$	55,411
Insurance losses	35,668		37,187		27,649
Underwriting expenses	17,103		17,461		15,445
Pre-tax underwriting gain	8,454		5,301		12,317
Other income and expenses
Investment income	3,074		1,380		704
Other income	1,555		3,223		1,414
Total other income	4,629		4,603		2,118
Earnings before income taxes	13,083		9,904		14,435
Income tax expense	2,821		2,242		3,145
Contribution to net earnings	$	10,262	$	7,662	$	11,290

Insurance premiums and other on the consolidated statement of earnings includes premiums earned, investment income, other income, and commissions. Commissions are in other income in the above table.

15

Management’s Discussion and Analysis (continued)

First Guard

First Guard is a direct underwriter of commercial truck insurance, primarily selling physical damage and nontrucking liability insurance to truckers. First Guard’s insurance products are marketed primarily through direct response methods via the Internet or by telephone. First Guard’s cost-efficient direct response marketing methods enable it to be a low-cost insurer. A summary of First Guard’s underwriting results follows.

	2023				2022				2021
	Amount		%		Amount		%		Amount		%
Premiums earned	$	36,917	100.0	%	$	35,914	100.0	%	$	33,521	100.0	%
Insurance losses	20,861		56.5	%	22,299		62.1	%	16,338		48.7	%
Underwriting expenses	6,564		17.8	%	7,037		19.6	%	6,610		19.7	%
Total losses and expenses	27,425		74.3	%	29,336		81.7	%	22,948		68.4	%
Pre-tax underwriting gain	$	9,492			$	6,578			$	10,573

First Guard’s ratio of losses and loss adjustment expenses to premiums earned was 56.5% during 2023 as compared to 62.1% during 2022. First Guard’s underwriting results in 2023 were in line with its historical performance despite cost inflation in property and physical damage claims, which began to accelerate in 2022.

Southern Pioneer

Southern Pioneer underwrites garage liability and commercial property insurance, as well as homeowners and dwelling fire insurance. A summary of Southern Pioneer’s underwriting results follows.

	2023				2022				2021
	Amount		%		Amount		%		Amount		%
Premiums earned	$	24,308	100.0	%	$	24,035	100.0	%	$	21,890	100.0	%
Insurance losses	14,807		60.9	%	14,888		61.9	%	11,311		51.7	%
Underwriting expenses	10,539		43.4	%	10,424		43.4	%	8,835		40.4	%
Total losses and expenses	25,346		104.3	%	25,312		105.3	%	20,146		92.1	%
Pre-tax underwriting gain (loss)	$	(1,038)			$	(1,277)			$	1,744

Southern Pioneer’s ratio of losses and loss adjustment expenses to premiums earned was 60.9% during 2023 as compared to 61.9% during 2022. Southern Pioneer’s performance in both years was primarily attributable to weather-related losses.

16

Management’s Discussion and Analysis (continued)

Insurance – Investment Income

A summary of net investment income attributable to our insurance operations follows.

	2023		2022		2021
Interest, dividends, and other investment income:
First Guard	$	1,873	$	751	$	133
Southern Pioneer	1,201		629		571
Pre-tax investment income	3,074		1,380		704
Income tax expense	646		289		148
Net investment income	$	2,428	$	1,091	$	556

We consider investment income as a component of our aggregate insurance operating results. However, we consider investment gains and losses, whether realized or unrealized, as non-operating.

Oil and Gas

A summary of revenue and earnings of oil and gas operations follows.

	2023		2022		2021
Oil and gas revenue	$	45,071	$	57,546	$	33,004
Oil and gas production costs	17,365		17,842		10,470
Depreciation, depletion, and accretion	10,339		8,013		8,073
Gain on sale of properties	(13,563)		—		—
General and administrative expenses	5,164		6,500		4,748
Earnings before income taxes	25,766		25,191		9,713
Income tax expense (benefit)	360		6,100		2,185
Contribution to net earnings	$	25,406	$	19,091	$	7,528

Our oil and gas business is highly dependent on oil and natural gas prices. The average West Texas Intermediate price per barrel for the year ended December 31, 2023, was approximately $77.64 as compared to approximately $94.53 for the year ended December 31, 2022. It is expected that the prices of oil and gas commodities will remain volatile, which will be reflected in our financial results.

Oil and gas production costs have remained constant despite a decrease in revenue primarily because of the acquisition of Abraxas Petroleum and costs to repair nonperforming wells at Southern Oil. Depreciation, depletion, and accretion expense during 2023 increased $2,326 as compared to 2022, primarily due to the acquisition of Abraxas Petroleum in the third quarter of 2022, offset by temporarily shutting producing wells.

During the third quarter of 2023, Abraxas Petroleum entered into a royalty-based arrangement with an unaffiliated party to conduct development activities that will establish proved undeveloped reserves on its proportional share; however, Abraxas Petroleum will not be required to fund any exploration expenditures on its undeveloped properties. As a result of the transaction, a gain of $13,563 was recorded in 2023.

17

Management’s Discussion and Analysis (continued)

Abraxas Petroleum

Abraxas Petroleum operates oil and natural gas properties in the Permian Basin. Earnings for Abraxas Petroleum from the date of acquisition, September 14, 2022, are summarized below.

	2023		2022
Oil and gas revenue	$	27,576	$	11,455
Oil and gas production costs	9,605		4,487
Depreciation, depletion, and accretion	6,359		2,510
Gain on sale of properties	(13,563)		—
General and administrative expenses	2,765		3,806
Earnings before income taxes	22,410		652
Income tax expense (benefit)	(384)		154
Contribution to net earnings	$	22,794	$	498

Southern Oil

Southern Oil primarily operates oil and natural gas properties offshore in the shallow waters of the Gulf of Mexico. Earnings for Southern Oil are summarized below.

	2023		2022		2021
Oil and gas revenue	$	17,495	$	46,091	$	33,004
Oil and gas production costs	7,760		13,355		10,470
Depreciation, depletion, and accretion	3,980		5,503		8,073
General and administrative expenses	2,399		2,694		4,748
Earnings before income taxes	3,356		24,539		9,713
Income tax expense	744		5,946		2,185
Contribution to net earnings	$	2,612	$	18,593	$	7,528

18

Management’s Discussion and Analysis (continued)

Brand Licensing

Maxim’s business lies principally in licensing and media. Earnings of operations are summarized below.

	2023		2022		2021
Licensing and media revenue	$	2,118	$	4,577	$	3,203
Licensing and media cost	1,840		2,695		2,275
General and administrative expenses	267		122		114
Earnings before income taxes	11		1,760		814
Income tax expense	3		447		(1,550)
Contribution to net earnings	$	8	$	1,313	$	2,364

Licensing and media revenue decreased $2,459 in 2023 compared to 2022 primarily because an important licensing transaction shifted from 2023 to 2024.

We acquired Maxim with the idea of transforming its business model. The magazine developed the Maxim brand, a franchise we are utilizing to generate nonmagazine revenue, notably through licensing, a cash-generating business related to consumer products, services, and events.

Investment Gains and Investment Partnership Gains

Investment gains were $2,211 ($1,731 net of tax) in 2023 as compared to investment losses of $3,393 ($2,682 net of tax) in 2022. Dividends and interest earned on investments are reported as investment income by our insurance companies. We consider investment income as a component of our aggregate insurance operating results. However, we consider investment gains and losses, whether realized or unrealized, as non-operating.

Earnings from our investments in partnerships are summarized below.

	2023		2022		2021
Investment partnership gains (losses)	$	19,440	$	(75,953)	$	10,953
Tax expense (benefit)	4,794		(18,992)		2,054
Contribution to net earnings	$	14,646	$	(56,961)	$	8,899

Investment partnership gains include gains/losses from changes in the market values of underlying investments and dividends earned by the partnerships. Dividend income has a lower effective tax rate than income from capital gains. These gains and losses have caused and will continue to cause significant volatility in our periodic earnings.

The investment partnerships hold the Company’s common stock as investments. The Company’s pro-rata share of its common stock held by the investment partnerships is recorded as treasury stock even though these shares are legally outstanding. Gains and losses on Company common stock included in the earnings of the partnerships are eliminated in the Company’s consolidated financial results.

Investment gains and losses in 2023 and 2022 were mainly derived from our investments in equity securities and included unrealized gains and losses from market price changes during the period. We believe that investment gains/losses are generally meaningless for analytical purposes in understanding our reported quarterly or annual results. These gains and losses have caused and will continue to cause significant volatility in our periodic earnings.

19

Management’s Discussion and Analysis (continued)

Interest Expense

The Company’s interest expense is summarized below.

	2023		2022		2021
Interest expense on notes payable and other borrowings	$	(681)	$	(399)	$	(1,121)
Tax benefit	(150)		(94)		(280)
Interest expense net of tax	$	(531)	$	(305)	$	(841)

The Company paid Steak n Shake’s outstanding credit facility in full in February 2021. On September 13, 2022, Biglari Holdings entered into a line of credit in an aggregate principal amount of up to $30,000. There was no balance on the line of credit on December 31, 2023. The balance on the line of credit was $10,000 on December 31, 2022.

Income Taxes

The consolidated income tax expense was $9,308 in 2023 versus a benefit of $10,722 in 2022. During 2023, the Company recognized tax benefits of $5,660 associated with the tax attributes of Abraxas Petroleum’s oil and gas properties offset by an increase in tax expense of $23,786 for investment partnership gains in 2023.

Corporate and Other

Corporate expenses exclude the activities of the restaurant, insurance, brand licensing, and oil and gas businesses. Corporate and other net losses increased in 2023 compared to 2022 primarily due to an incentive fee of $7,271.

Financial Condition

Our consolidated shareholders’ equity on December 31, 2023, was $599,330, an increase of $52,364 as compared to the December 31, 2022 balance. The increase in shareholders’ equity was primarily due to net income of $54,948 and an increase in additional paid-in capital for purchases of noncontrolling interest of $3,806, offset by a change in treasury stock of $6,662.

Consolidated cash and investments are summarized below.

	December 31,
	2023		2022
Cash and cash equivalents	$	28,066	$	37,467
Investments	91,879		69,466
Fair value of interest in investment partnerships	472,772		383,004
Total cash and investments	592,717		489,937
Less: portion of Company stock held by investment partnerships	(273,669)		(227,210)
Carrying value of cash and investments on balance sheet	$	319,048	$	262,727

Unrealized gains/losses of Biglari Holdings’ stock held by the investment partnerships are eliminated in the Company’s consolidated financial results.

20

Management’s Discussion and Analysis (continued)

Liquidity

Our balance sheet continues to maintain significant liquidity. Consolidated cash flow activities are summarized below.

	2023		2022		2021
Net cash provided by operating activities	$	73,002	$	127,825	$	228,767
Net cash used in investing activities	(66,080)		(136,605)		(58,525)
Net cash provided by (used in) financing activities	(16,132)		3,860		(156,157)
Effect of exchange rate changes on cash	59		38		(64)
Increase (decrease) in cash, cash equivalents, and restricted cash	$	(9,151)	$	(4,882)	$	14,021

In 2023, cash from operating activities decreased by $54,823 as compared to 2022. The change was primarily attributable to distributions from investment partnerships of $14,500 in 2023 compared to $70,700 in 2022. The distributions during 2022 were primarily used to acquire Abraxas Petroleum.

Net cash used in investing activities was $70,525 lower during 2023 as compared to 2022. Capital expenditures were $6,341 higher in 2022 primarily due to Steak n Shake’s implementation of a self-service model. Proceeds from sales of property and equipment were $19,309 higher in 2023 primarily due to the sale of oil and gas properties for $13,563 and the sale of restaurant properties for $10,883. During 2022, the Company acquired 90% of Abraxas Petroleum for $58,274, net of cash acquired. In 2023, the Company acquired the remaining 10% of Abraxas Petroleum for $5,387.

Cash used by financing activities of $16,132 during 2023 was primarily due to net repayments on the Company’s line of credit. Cash provided by financing activities of $3,860 during 2022 was primarily due to net borrowings on the Company’s line of credit.

We intend to meet the working capital needs of our operating subsidiaries, principally through cash flows generated from operations and cash on hand. We continually review available financing alternatives.

Biglari Holdings Line of Credit

On September 13, 2022, Biglari Holdings entered into a line of credit in an aggregate principal amount of up to $30,000. The line of credit will be available on a revolving basis until September 13, 2024. The line of credit includes customary covenants, as well as financial maintenance covenants. As of December 31, 2023, we were in compliance with all covenants. There was no balance on the line of credit on December 31, 2023. The balance of the line of credit was $10,000 on December 31, 2022. Our interest rate is based on the 30-day Secured Overnight Financing Rate plus 2.73%.

Western Sizzlin Revolver

Western Sizzlin’s available line of credit is $500. As of December 31, 2023 and 2022, Western Sizzlin had no debt outstanding under its revolver.

Critical Accounting Policies

Certain accounting policies require us to make estimates and judgments in determining the amounts reflected in the consolidated financial statements. Such estimates and judgments necessarily involve varying, and possibly significant, degrees of uncertainty. Accordingly, certain amounts currently recorded in the financial statements will likely be adjusted in the future based on new available information and changes in other facts and circumstances. A discussion of our principal accounting policies that required the application of significant judgments as of December 31, 2023, follows.

Consolidation

The consolidated financial statements include the accounts of Biglari Holdings Inc. and the wholly owned subsidiaries of Biglari Holdings Inc. The analysis as to whether to consolidate an entity is subject to a significant amount of judgment. All intercompany accounts and transactions are eliminated in consolidation.

Our interests in the investment partnerships are accounted for as equity method investments because of our retained limited partner interest in the investment partnerships. The Company records gains from the investment partnerships (inclusive of the investment partnerships’ unrealized gains and losses on their securities) in the consolidated statement of earnings based on our proportional ownership interest in the investment partnerships.

21

Management’s Discussion and Analysis (continued)

Impairment of Restaurant Long-lived Assets

We review company-operated restaurants for impairment on a restaurant-by-restaurant basis when events or circumstances indicate a possible impairment. Assets included in the impairment assessment generally consist of property, equipment, and leasehold improvements directly associated with an individual restaurant as well as any related finance or operating lease assets. We test for impairment by comparing the carrying value of the asset to the undiscounted future cash flows expected to be generated by the asset. If the total estimated future cash flows are less than the carrying amount of the asset, the carrying value is written down to the estimated fair value, and a loss is recognized in earnings. Determining the future cash flows expected to be generated by an asset requires significant judgment regarding future performance of the asset, fair market value if the asset were to be sold, and other financial and economic assumptions.

Oil and Natural Gas Reserves

Crude oil and natural gas reserves are estimates of future production that impact certain asset and expense accounts. Proved reserves are the estimated quantities of oil and gas that geoscience and engineering data demonstrate with reasonable certainty to be economically producible in the future under existing economic conditions, operating methods, and government regulations. Proved reserves include both developed and undeveloped volumes. Proved developed reserves represent volumes expected to be recovered through existing wells with existing equipment and operating methods. Proved undeveloped reserves are volumes expected to be recovered from new wells on undrilled proved acreage, or from existing wells where expenditure is required for recompletion. We estimate our proved oil and natural gas reserves in accordance with the guidelines established by the SEC. Due to the inherent uncertainties and the limited nature of reservoir data, estimates of reserves are subject to change as additional information becomes available.

Income Taxes

We record deferred tax assets or liabilities, which are based on differences between financial reporting and the tax basis of assets and liabilities and are measured using the currently enacted rates and laws that will be in effect when the differences are expected to reverse. We record deferred tax assets to the extent we believe there will be sufficient future taxable income to utilize those assets prior to their expiration. To the extent deferred tax assets are unable to be utilized, we would record a valuation allowance against the unrealizable amount and record that amount as a charge against earnings. Due to changing tax laws and state income tax rates, significant judgment is required to estimate the effective tax rate applicable to tax differences arising from reversal in the future. We must also make estimates about the sufficiency of taxable income in future periods to offset any deductions related to deferred tax assets currently recorded.

Goodwill and Other Intangible Assets

We evaluate goodwill and any indefinite-lived intangible assets for impairment annually, or more frequently if circumstances indicate impairment may have occurred. Goodwill impairment occurs when the estimated fair value of goodwill is less than its carrying value. The valuation methodology and underlying financial information included in our determination of fair value require significant managerial judgment. Based on a review of the qualitative factors, if we determine it is not more likely than not that the fair value is less than the carrying value, we may bypass the quantitative impairment test. We may also elect not to perform the qualitative assessment for the reporting unit or intangible assets and perform a quantitative impairment test instead.

Leases

We determine whether a contract is or contains a lease at contract inception based on the presence of identified assets and our right to obtain substantially all of the economic benefit from, or to direct the use of, such assets. When we determine a lease exists, we record a right-of-use asset and corresponding lease liability on our consolidated balance sheets. Right-of-use assets represent our right to use an underlying asset for the lease term. Lease liabilities represent our obligation to make lease payments arising from the lease. Right-of-use assets are recognized at the commencement date at the value of the lease liability and are adjusted for any prepayments, lease incentives received, and initial direct costs incurred. Lease liabilities are recognized at the lease commencement date based on the present value of remaining lease payments over the lease term. As the discount rate implicit in the lease is not readily determinable in most of our leases, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Our lease terms include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. We do not record lease contracts with a term of 12 months or less on our consolidated balance sheets. We recognize fixed lease expense for operating leases on a straight-line basis over the lease term. For finance leases, we recognize amortization expense on the right-of-use asset and interest expense on the lease liability over the lease term.

22

Management’s Discussion and Analysis (continued)

Recently Issued Accounting Pronouncements

For detailed information regarding recently issued accounting pronouncements and the expected impact on our consolidated financial statements, see Note 1 “Summary of Significant Accounting Policies” in the accompanying notes to consolidated financial statements included in Part II, Item 8 of this report on Form 10-K.

Cautionary Note Regarding Forward-Looking Statements

This report includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements include estimates of future revenues, cash flows, capital expenditures, or other financial items, and assumptions underlying any of the foregoing. Forward-looking statements reflect management’s current expectations regarding future events and use words such as “anticipate,” “believe,” “expect,” “may,” and other similar terminology. A forward-looking statement is neither a prediction nor a guarantee of future events or circumstances, and those future events or circumstances may not occur. Investors should not place undue reliance on the forward-looking statements, which speak only as of the date of this report. These forward-looking statements are all based on currently available operating, financial, and competitive information and are subject to various risks and uncertainties. Our actual future results and trends may differ materially depending on a variety of factors, many beyond our control, including, but not limited to, the risks and uncertainties described in Item 1A, Risk Factors, set forth above. We undertake no obligation to publicly update or revise them, except as may be required by law.

Item 7A.     Quantitative and Qualitative Disclosures About Market Risk

Not applicable.

23

Item 8.     Financial Statements and Supplementary Data

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Biglari Holdings Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Biglari Holdings Inc. and subsidiaries (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of earnings, comprehensive income, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 24, 2024 expressed an unqualified opinion on the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Emphasis of a Matter

As discussed in Note 4 and Note 14 to the consolidated financial statements, the Company and its subsidiaries have invested in investment partnerships in the form of limited partnership interests. These investment partnerships represent related parties, and such investments are subject to a rolling five-year lock up period under the terms of the respective partnership agreements for the investment partnerships. The value of these investments reported in the Company’s consolidated balance sheets as of December 31, 2023 and 2022 totals $199,103,000 and $155,794,000, respectively. Our opinion is not modified with respect to this matter.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

24

Property and Equipment — Refer to Notes 1 and 6 to the financial statements

Critical Audit Matter Description

Company-operated restaurants and associated long-lived assets are evaluated for impairment on a restaurant-by-restaurant basis when events or circumstances indicate a possible impairment may have occurred. The Company’s evaluation of potential impairment of long-lived assets involves the comparison of undiscounted future cash flows expected to be generated by the asset group, generally an individual restaurant, over the expected remaining useful life of that asset group, to the respective carrying amount. The Company also applied a market analysis for certain properties. The Company’s undiscounted future cash flows analysis requires management to make estimates and assumptions related to future revenues, labor costs and planned operating periods. To the extent that the undiscounted cash flows are not sufficient to recover the related assets, the Company estimates the fair value of the related assets using a discounted cash flow model to assess the amount of any impairment.

We identified the impairment of company-operated restaurant long-lived assets as a critical audit matter because of the estimates and assumptions required by management to evaluate the potential impairment of these asset groups. This required a high degree of auditor judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of certain assumptions, in management’s undiscounted and discounted future cash flows analyses, including revenue growth, food costs, labor costs, and planned operating periods of restaurants.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the undiscounted and discounted future cash flows analysis and the assessment of the expected remaining holding period included the following, among others:

•We tested the effectiveness of controls over management’s evaluation of the recoverability of long-lived assets, including those over revenue, food costs, labor costs and the planned operating period for the store.

•We evaluated the undiscounted future cash flows analysis, including estimates of revenue growth, labor costs and planned operating periods of restaurants by (1) evaluating the underlying source information and assumptions used by management (2) performing sensitivity analyses and (3) testing the mathematical accuracy of the undiscounted future cash flows analysis.

•We evaluated the reasonableness of management’s undiscounted future cash flows analysis by comparing management’s projections to the Company’s historical results and available market data.

•With the assistance of our fair value specialists, for the properties where management applied a market analysis, we evaluated the reasonableness of the valuation methodology and used comparable current market data to develop a range of independent estimates and compare our estimates to those used by management.

•We evaluated the discount rates used by management in the performance of discounted cash flow analyses by testing management’s calculation, performing sensitivity analyses, and assessed the mathematical accuracy of the Company’s calculations of potential impairment.

/s/ DELOITTE & TOUCHE LLP

Austin, Texas

February 24, 2024

We have served as the Company’s auditor since 2003.

25

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Biglari Holdings Inc.

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Biglari Holdings Inc. and subsidiaries (the “Company”) as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2023, of the Company and our report dated February 24, 2024, expressed an unqualified opinion on those financial statements and included an emphasis of matter paragraph relating to the Company’s investment in related party investment partnerships.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ DELOITTE & TOUCHE LLP

Austin, Texas

February 24, 2024

26

BIGLARI HOLDINGS INC.

CONSOLIDATED BALANCE SHEETS

(dollars in thousands)

	December 31,
	2023		2022
Assets
Current assets:
Cash and cash equivalents	$	28,066	$	37,467
Investments	91,879		69,466
Receivables	22,241		29,375
Inventories	2,980		3,851
Other current assets	7,385		10,495
Total current assets	152,551		150,654
Property and equipment	380,491		400,725
Operating lease assets	32,215		34,739
Goodwill	53,530		53,513
Other intangible assets	23,230		23,037
Investment partnerships	199,103		155,794
Other assets	8,302		10,012
Total assets	$	849,422	$	828,474
Liabilities and shareholders’ equity
Liabilities
Current liabilities:
Accounts payable and accrued expenses	$	66,743	$	78,616
Loss and loss adjustment expenses	15,168		16,805
Unearned premiums	14,334		12,495
Current portion of lease obligations	14,855		16,981
Line of credit	—		10,000
Total current liabilities	111,100		134,897
Lease obligations	86,389		91,844
Deferred taxes	37,939		31,343
Asset retirement obligations	14,316		14,068
Other liabilities	348		754
Total liabilities	250,092		272,906
Shareholders’ equity
Common stock	1,138		1,138
Additional paid-in capital	385,594		381,788
Retained earnings	631,458		576,510
Accumulated other comprehensive loss	(2,518)		(2,790)
Treasury stock, at cost	(416,342)		(409,680)
Biglari Holdings Inc. shareholders’ equity	599,330		546,966
Noncontrolling interests	—		8,602
Total shareholders’ equity	599,330		555,568
Total liabilities and shareholders’ equity	$	849,422	$	828,474

See accompanying Notes to Consolidated Financial Statements.

27

BIGLARI HOLDINGS INC.

CONSOLIDATED STATEMENTS OF EARNINGS

(dollars in thousands except per-share amounts)

	Year Ended December 31,
	2023		2022		2021
Revenue
Restaurant operations	$	250,857	$	241,568	$	271,290
Insurance premiums and other	67,272		64,540		58,609
Oil and gas	45,071		57,546		33,004
Licensing and media	2,118		4,577		3,203
Total revenue	365,318		368,231		366,106
Cost and expenses
Restaurant cost of sales	137,986		140,264		167,491
Insurance losses and underwriting expenses	52,771		54,648		43,094
Oil and gas production costs	17,365		17,842		10,470
Licensing and media costs	1,840		2,695		2,275
Selling, general and administrative	77,002		70,608		76,018
Gain on sale of oil and gas properties	(13,563)		—		—
Impairments	3,947		3,520		4,635
Depreciation, depletion, and amortization	38,979		36,443		30,050
Interest expense on leases	5,114		5,493		6,039
Interest expense on debt	681		399		1,121
Total cost and expenses	322,122		331,912		341,193
Other income (expenses)
Investment gains (losses)	2,211		(3,393)		6,401
Investment partnership gains (losses)	19,440		(75,953)		10,953
Total other income (expenses)	21,651		(79,346)		17,354
Earnings (loss) before income taxes	64,847		(43,027)		42,267
Income tax expense (benefit)	9,308		(10,722)		6,789
Net earnings (loss)	55,539		(32,305)		35,478
Earnings (loss) attributable to noncontrolling interest	591		(287)		—
Net earnings (loss) attributable to Biglari Holdings Inc. shareholders	$	54,948	$	(32,018)	$	35,478
Net earnings (loss) per equivalent Class A share *	$	189.49	$	(107.43)	$	111.83

* Net earnings (loss) per equivalent Class B share outstanding are one-fifth of the equivalent Class A share or $37.90 for 2023, $(21.49) for 2022, and $22.37 for 2021.

See accompanying Notes to Consolidated Financial Statements.

28

BIGLARI HOLDINGS INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(dollars in thousands)

	Year Ended December 31,
	2023		2022		2021
Net earnings (loss)	$	55,539	$	(32,305)	$	35,478
Foreign currency translation	272		(883)		(376)
Comprehensive income	55,811		(33,188)		35,102
Comprehensive income attributable to noncontrolling interest	591		(287)		—
Total comprehensive income attributable to Biglari Holdings Inc. shareholders	$	55,220	$	(32,901)	$	35,102

See accompanying Notes to Consolidated Financial Statements.

29

BIGLARI HOLDINGS INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(dollars in thousands)

	Year Ended December 31,
	2023		2022		2021
Operating activities
Net earnings (loss)	$	55,539	$	(32,305)	$	35,478
Adjustments to reconcile net earnings (loss) to operating cash flows:
Depreciation and amortization	38,979		36,443		30,050
Provision for deferred income taxes	6,567		(15,582)		5,269
Asset impairments	3,947		3,520		4,772
Gains on sale of assets	(21,241)		(1,578)		(25)
Investment (gains) losses	(2,211)		3,393		(6,214)
Investment partnership (gains) losses	(19,440)		75,953		(10,953)
Distributions from investment partnerships	14,500		70,700		180,170
Changes in receivables and inventories	5,783		3,339		(9,324)
Changes in other assets	2,810		8,523		136
Changes in accounts payable and accrued expenses	(12,231)		(24,581)		(592)
Net cash provided by operating activities	73,002		127,825		228,767
Investing activities
Capital expenditures	(23,405)		(29,746)		(64,549)
Proceeds from property and equipment disposals	24,627		5,318		10,101
Acquisition of business, net of cash acquired	—		(58,274)		—
Purchases of noncontrolling interests	(5,387)		—		—
Purchases of interests in limited partnerships	(45,030)		(48,569)		(12,300)
Purchases of investments	(107,866)		(134,451)		(110,199)
Sales of investments and redemptions of fixed maturity securities	90,981		129,117		118,422
Net cash used in investing activities	(66,080)		(136,605)		(58,525)
Financing activities
Payments on line of credit	(41,600)		(20,000)		—
Proceeds from line of credit	31,600		30,000		—
Principal payments on long-term debt	—		—		(149,952)
Principal payments on direct financing lease obligations	(6,132)		(6,140)		(6,205)
Net cash provided by (used in) financing activities	(16,132)		3,860		(156,157)
Effect of exchange rate changes on cash	59		38		(64)
Increase (decrease) in cash, cash equivalents, and restricted cash	(9,151)		(4,882)		14,021
Cash, cash equivalents, and restricted cash at beginning of period	38,805		43,687		29,666
Cash, cash equivalents, and restricted cash at end of period	$	29,654	$	38,805	$	43,687

	Year Ended December 31,
	2023		2022		2021
Cash and cash equivalents	$	28,066	$	37,467	$	42,349
Restricted cash included in other long-term assets	1,588		1,338		1,338
Cash, cash equivalents, and restricted cash at end of period	$	29,654	$	38,805	$	43,687

See accompanying Notes to Consolidated Financial Statements.

30

BIGLARI HOLDINGS INC. 

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(dollars in thousands)

	Biglari Holdings Inc. Shareholder’s Equity
	Common Stock		Additional Paid- In Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Stock		Non-controlling interest		Total
Balance at December 31, 2020	$	1,138	$	381,788	$	573,050	$	(1,531)	$	(389,617)	$	—	$	564,828
Net earnings (loss)					35,478								35,478
Other comprehensive income, net							(376)						(376)
Adjustment for holdings in investment partnerships									(12,234)				(12,234)
Balance at December 31, 2021	$	1,138	$	381,788	$	608,528	$	(1,907)	$	(401,851)	$	—	$	587,696
Net earnings (loss)					(32,018)						(287)		(32,305)
Other comprehensive income, net							(883)						(883)
Adjustment for holdings in investment partnerships									(7,829)				(7,829)
Transactions with noncontrolling interests											8,889		8,889
Balance at December 31, 2022	$	1,138	$	381,788	$	576,510	$	(2,790)	$	(409,680)	$	8,602	$	555,568
Net earnings (loss)					54,948						591		55,539
Other comprehensive income, net							272						272
Adjustment for holdings in investment partnerships									(6,662)				(6,662)
Purchases of noncontrolling interests			3,806								(9,193)		(5,387)
Balance at December 31, 2023	$	1,138	$	385,594	$	631,458	$	(2,518)	$	(416,342)	$	—	$	599,330

See accompanying Notes to Consolidated Financial Statements.

31

BIGLARI HOLDINGS INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 

(Years Ended December 31, 2023, 2022, and 2021)

(dollars in thousands, except per-share data)

Note 1.     Summary of Significant Accounting Policies

Description of Business

Biglari Holdings Inc. is a holding company owning subsidiaries engaged in a number of diverse business activities, including property and casualty insurance, licensing and media, restaurants, and oil and gas. The Company’s largest operating subsidiaries are involved in the franchising and operating of restaurants. Biglari Holdings is founded and led by Sardar Biglari, Chairman and Chief Executive Officer of the Company.

Biglari Holdings’ management system combines decentralized operations with centralized financial decision-making. Operating decisions for the various business units are made by their respective managers. All major investment and capital allocation decisions are made for the Company and its subsidiaries by Mr. Biglari.

As of December 31, 2023, Mr. Biglari beneficially owns shares of the Company that represent approximately 66.8% of the economic interest and approximately 71.0% of the voting interest.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, including Steak n Shake Inc., Western Sizzlin Corporation, First Guard Insurance Company, Maxim Inc., Southern Pioneer Property & Casualty Insurance Company, Southern Oil Company, and Abraxas Petroleum Corporation. Intercompany accounts and transactions have been eliminated in consolidation.

Cash, Cash Equivalents, and Restricted Cash

Cash equivalents primarily consist of U.S. Government securities and money market accounts, all of which have original maturities of three months or less. Cash equivalents are carried at fair value. The statement of cash flows includes restricted cash with cash and cash equivalents.

Investments

We classify investments in fixed maturity securities at the acquisition date as either available-for-sale or held-to-maturity and re-evaluate the classification at each balance sheet date. Securities classified as held-to-maturity are carried at amortized cost, reflecting the ability and intent to hold the securities to maturity. As of December 31, 2023 and 2022, all investments were classified as available-for-sale and carried at fair value with net unrealized gains or losses reported in the statements of earnings. Realized gains and losses on disposals of investments are determined by the specific identification of the cost of investments sold. Dividends earned on investments are reported as investment income by our insurance companies. We consider investment income as a component of our aggregate insurance operating results. However, we consider investment gains and losses, whether realized or unrealized, as non-operating.

Investment Partnerships

The Company holds a limited interest in The Lion Fund, L.P., and The Lion Fund II, L.P. (collectively the “investment partnerships”). Biglari Capital Corp. (“Biglari Capital”), an entity solely owned by Mr. Biglari, is the general partner of the investment partnerships. Our interests in the investment partnerships are accounted as equity method investments because of our retained limited partner interests. The Company records investment partnership gains (inclusive of the investment partnerships’ unrealized gains and losses on their securities) as a component of other income based on our proportional ownership interest in the partnerships. The investment partnerships are, for purposes of generally accepted accounting principles (“GAAP”), investment companies under the AICPA Audit and Accounting Guide Investment Companies.

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Note 1.     Summary of Significant Accounting Policies (continued)

Concentration of Equity Price Risk

The majority of our investments are conducted through investment partnerships that generally hold common stocks. We also hold marketable securities directly. We concentrate a high percentage of the investments in a small number of equity securities. A significant decline in the general stock market or in the prices of our major investments may have a materially adverse effect on our earnings and on consolidated shareholders’ equity.

Receivables

Our accounts receivable balance consists primarily of franchisee, customer, and other receivables. We carry our accounts receivable at cost less an allowance for doubtful accounts, which is based on a history of past write-offs and collections and current credit conditions. Allowance for doubtful accounts was $2,546 and $1,151 at December 31, 2023 and 2022, respectively.

Inventories

Inventories are valued at the lower of cost (first-in, first-out method) or market, and consist primarily of restaurant food items and supply inventory.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are recognized on the straight-line method over the estimated useful lives of the assets (10 to 30 years for buildings and land improvements, and 3 to 10 years for equipment). Leasehold improvements are amortized on the straight-line method over the shorter of the estimated useful lives of the improvements or the term of the related leases. Interest costs associated with the construction of new restaurants are capitalized. Major improvements are also capitalized, while repairs and maintenance are expensed as incurred. We review our long-lived restaurant assets whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For purposes of this assessment, assets are evaluated at the lowest level for which there are identifiable cash flows, which is generally at the individual restaurant level. Assets included in the impairment assessment generally consist of property, equipment, and leasehold improvements directly associated with an individual restaurant as well as any related finance or operating lease assets. If the future undiscounted cash flows of an asset are less than the recorded value, an impairment is recorded for the difference between the carrying value and the estimated fair value of the asset.

Oil and Gas Properties

The successful efforts method is used for crude oil and natural gas exploration and production activities. All costs for development wells, related plant and equipment, proved mineral interests in crude oil and natural gas properties, and related asset retirement obligation assets are capitalized. Costs of exploratory wells are capitalized pending determination of whether the wells found proved reserves. Costs of wells that are assigned proved reserves remain capitalized. Costs are also capitalized for exploratory wells that have found crude oil and natural gas reserves, even if the reserves cannot be classified as proved when the drilling is completed, provided the exploratory well has found a sufficient quantity of reserves to justify its completion as a producing well and the company is making sufficient progress assessing the reserves and the economic and operating viability of the project. All other exploratory wells and costs are expensed. We did not have any property acquisition or exploration activities during 2023, and our development costs were nominal.

Asset Retirement Obligations

Asset retirement obligations relate to future costs associated with the plugging and abandonment of oil and gas wells, the removal of equipment and facilities from leased acreage, and the return of such land to its original condition. The Company determines its asset retirement obligation amounts by calculating the present value of the estimated future cash outflows associated with its plug and abandonment obligations. The fair value of a liability for an asset retirement obligation is recorded in the period in which it is incurred, and the cost of such liability increases the carrying amount of the related long-lived asset by the same amount. The liability is accreted each period through charges to depreciation, depletion, and amortization expense, and the capitalized cost is depleted on a unit-of-production basis over the proved developed reserves of the related asset. If an asset retirement obligation is settled for an amount other than the recorded amount, a gain or loss is recognized.

Goodwill and Other Intangible Assets

Goodwill and indefinite life intangible assets are not amortized, but are tested for potential impairment on an annual basis using either a qualitative or quantitative approach, or more often if events or circumstances change that could cause goodwill or indefinite life intangible assets to become impaired. Other purchased intangible assets are amortized over their estimated useful lives, generally on a straight-line basis. We perform reviews for impairment of intangible assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss is recognized when

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Note 1.     Summary of Significant Accounting Policies (continued)

estimated future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying value. When an impairment is identified, we reduce the carrying value of the asset to its estimated fair value. During 2023, 2022 and 2021, no impairments were recorded to goodwill. During 2023, we recorded impairments to indefinite life intangible assets of $20. During 2022 and 2021, no impairments were recorded to other intangible assets. Refer to Note 8 for information regarding our goodwill and other intangible assets.

Dual Class Common Stock

The Company has two classes of common stock, designated Class A common stock and Class B common stock. Each Class A common share is entitled to one vote. Class B common stock possesses economic rights equal to one-fifth (1/5th) of such rights of Class A common stock; however, Class B common stock has no voting rights.

The following table presents shares authorized, issued, and outstanding.

	December 31, 2023		December 31, 2022		December 31, 2021
	Class A	Class B	Class A	Class B	Class A	Class B
Common stock authorized	500,000	10,000,000	500,000	10,000,000	500,000	10,000,000
Common stock issued and outstanding	206,864	2,068,640	206,864	2,068,640	206,864	2,068,640

Earnings Per Share

Earnings per share of common stock is based on the weighted-average number of shares outstanding during the year. The shares of Company stock attributable to our limited partner interest in the investment partnerships — based on our proportional ownership during this period — are considered treasury stock on the consolidated balance sheet and thereby deemed not to be included in the calculation of weighted-average common shares outstanding. However, these shares are legally outstanding.

The Company has applied the “two-class method” of computing earnings per share as prescribed in Accounting Standards Codification (“ASC”) 260, “Earnings Per Share.” The equivalent Class A common stock applied for computing earnings per share excludes the proportional shares of Biglari Holdings’ stock held by the investment partnerships. In the tabulation below is the equivalent Class A common stock for earnings per share. There are no dilutive securities outstanding.

	2023	2022	2021
Equivalent Class A common stock outstanding	620,592	620,592	620,592
Proportional ownership of Company stock held by investment partnerships	330,606	322,561	303,341
Equivalent Class A common stock for earnings per share	289,986	298,031	317,251

Revenue Recognition

Restaurant operations

Restaurant operations revenues were disaggregated as follows.

	2023		2022		2021
Net sales	$	152,545	$	149,184	$	187,913
Franchise partner fees	72,552		63,853		55,641
Franchise royalties and fees	16,443		19,678		21,736
Other	9,317		8,853		6,000
	$	250,857	$	241,568	$	271,290

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Note 1.     Summary of Significant Accounting Policies (continued)

Net Sales

Net sales are composed of retail sales of food through company-operated stores. Company-operated store revenues are recognized, net of discounts and sales taxes, when our obligation to perform is satisfied at the point of sale. Sales taxes related to these sales are collected from customers and remitted to the appropriate taxing authority and are not reflected in the Company’s consolidated statements of earnings as revenue.

Franchise Partner Fees

Franchise partner fees are composed of up to 15% of sales as well as 50% of profits. We are therefore fully affected by the operating results of the business, unlike in a traditional franchising arrangement, where the franchisor obtains a royalty fee based on sales only. We generate the majority of our revenue from our share of the franchise partners’ profits. An initial franchise fee of ten thousand dollars is recognized when the operator becomes a franchise partner. The Company recognizes franchise partner fees monthly as underlying restaurant sales occur.

The Company leases or subleases property and equipment to franchisees under lease arrangements. Both real estate and equipment rental payments are charged to franchisees and are recognized in accordance with ASC 842, “Leases.” During the years ended 2023, 2022, and 2021, restaurant operations recognized $22,687, $20,426, and $15,483, respectively, in franchise partner fees related to rental income.

Franchise Royalties and Fees

Franchise royalties and fees from Steak n Shake and Western Sizzlin franchisees are based upon a percentage of sales of the franchise restaurant and are recognized as earned. Franchise royalties are billed on a monthly basis. Initial franchise fees when a new restaurant opens or at the start of a new franchise term are recorded as deferred revenue when received and recognized as revenue over the term of the franchise agreement.

During the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $1,207, $1,810, and $2,033, respectively, in revenue related to initial franchise fees. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to franchise fees of $2,280 and $3,484, respectively. Restaurant operations expect to recognize approximately $443 of deferred revenue during 2024.

Our advertising arrangements with franchisees are reported in franchise royalties and fees. During the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $4,479, $6,386, and $6,829, respectively, in revenue related to franchisee advertising fees. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to franchisee advertising fees of $1,945 and $2,748, respectively. Restaurant operations expect to recognize approximately $1,556 of deferred revenue during 2024.

Other Revenue

Restaurant operations sells gift cards to customers which can be redeemed for retail food sales within our stores. Gift cards are recorded as deferred revenue when issued and are subsequently recorded as net sales upon redemption. Restaurant operations estimates breakage related to gift cards when the likelihood of redemption is remote. This estimate utilizes historical trends based on the vintage of the gift card. Breakage on gift cards is recorded as other revenue in proportion to the rate of gift card redemptions by vintage. 

For the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $5,276, $5,395, and $5,903, respectively, of revenue from gift card redemptions. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to unredeemed gift cards of $5,144 and $9,279, respectively. Restaurant operations expect to recognize approximately $2,500 of deferred revenue during 2024.

Insurance Premiums and Commissions 

Insurance premiums are earned over the terms of the related policies. Expenses incurred in connection with acquiring new insurance business, including acquisition costs, are charged to operations as incurred. Premiums earned are stated net of amounts ceded to reinsurer.

Oil and Gas

Revenues are derived from the sale of produced oil and natural gas. Revenue is recognized when the performance obligation is satisfied, which typically occurs at the point in time when control of the product transfers to the customer. Payment is due within 30 days of delivery.

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Note 1.     Summary of Significant Accounting Policies (continued)

Licensing Revenue and Other

Licensing revenue is recognized when earned. We derive value and revenues from intellectual property assets through a range of licensing and business activities, including licensing and syndication of our trademarks and copyrights in the United States and internationally. Magazine subscription and advertising revenues are recognized at the magazine cover date. The unearned portion of magazine subscriptions is deferred until the magazine’s cover date, at which time a proportionate share of the gross subscription price is recognized as revenue.

Restaurant Cost of Sales

Cost of sales includes the cost of food, restaurant operating costs, and restaurant occupancy costs. Cost of sales excludes depreciation and amortization, which is presented as a separate line item on the consolidated statement of earnings.

Insurance Losses and Underwriting Expenses

Liabilities for estimated unpaid losses and loss adjustment expenses with respect to claims occurring on or before the balance sheet date are established under insurance contracts issued by our insurance subsidiaries. Such estimates include provisions for reported claims or case estimates, provisions for incurred but not reported claims, and legal and administrative costs to settle claims. The estimates of unpaid losses and amounts recoverable under reinsurance are established and continually reviewed by using a variety of actuarial, statistical, and analytical techniques. Reinsurance contracts do not relieve the ceding company of its obligations to indemnify policyholders with respect to the underlying insurance contracts.

Oil and Gas Production Costs

Oil and gas production costs are costs incurred to operate and maintain wells and related equipment and facilities, including lease operating expenses and production taxes.

Marketing Expense

Advertising costs are charged to expense at the later of the date the expenditure is incurred or the date the promotional item is first communicated. Marketing expense is included in selling, general and administrative expenses in the consolidated statement of earnings.

Savings Plans

Several of our subsidiaries also sponsor defined contribution retirement plans, such as 401(k) or profit-sharing plans. Employee contributions to the plans are subject to regulatory limitations and the specific plan provisions. Some of the plans allow for discretionary contributions as determined by management. Employer contributions expensed with respect to these plans were not material.

Foreign Currency Translation

The Company has certain subsidiaries located in foreign jurisdictions. For subsidiaries whose functional currency is other than the U.S. dollar, the translation of functional currency statements to U.S. dollar statements uses end-of-period exchange rates for assets and liabilities, weighted-average exchange rates for revenue and expenses, and historical rates for equity. The resulting currency translation adjustment is recorded in accumulated other comprehensive income, as a component of equity.

Use of Estimates

Preparation of the consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from the estimates.

New Accounting Standards

In November 2023, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance to improve reportable segment disclosure requirements. The new guidance requires that public entities disclose additional information related to significant segment expenses regularly provided to the chief operating decision maker and other segment items. The guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. We are evaluating the impact of the new guidance on our disclosures.

In December 2023, the FASB issued authoritative guidance modifying the disclosure requirements for income tax. Notable changes in the new guidance include disaggregation of income tax information by jurisdiction and changes to the presentation of information for the reconciliation of effective tax rates. The guidance is effective for fiscal years beginning after December 15, 2024. We are evaluating the impact of the new guidance on our disclosures.

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Note 2.     Business Acquisitions

On September 14, 2022, the Company purchased Preferred Shares of Abraxas Petroleum for $80,000. On October 26, 2022, the Company converted the Preferred Shares to 90% of the outstanding common stock of Abraxas Petroleum. On June 14, 2023, the remaining 10% of the outstanding common stock of Abraxas Petroleum was acquired for $5,387. We have concluded that Abraxas Petroleum is a consolidated entity and recorded noncontrolling interests attributable to the interest held by other shareholders. The Company used working capital including its line of credit to fund the purchase of the Preferred Shares. Abraxas Petroleum operates oil and natural gas properties in the Permian Basin. The Company’s financial results include the results of Abraxas Petroleum from the acquisition date.

The purchase price allocation is as follows.

	September 14, 2022
Cash and cash equivalents	$	21,726
Receivables and other assets	6,518
Property and equipment	75,400
Total identifiable assets acquired	103,644
Accounts payable and accrued expenses	(10,719)
Asset retirement obligations	(3,587)
Deferred taxes	(449)
Total liabilities assumed	(14,755)
Noncontrolling interest	(8,889)
Total consideration	$	80,000

Note 3.     Investments

Investments were $91,879 and $69,466 as of December 31, 2023 and 2022, respectively. We classify investments in fixed maturity securities at the acquisition date as available-for-sale. Realized gains and losses on disposals of investments are determined on a specific identification basis. Dividends earned on investments held by our insurance companies are reported as investment income. We consider investment income as a component of our aggregate insurance operating results. However, we consider investment gains and losses, whether realized or unrealized, as non-operating.

Investment gains in 2023 were $2,211. Investment losses in 2022 were $3,393. Investment gains were $6,401 in 2021, which includes a $5,047 gain on the sale of real estate.

Note 4.     Investment Partnerships

The Company reports on the limited partnership interests in investment partnerships under the equity method of accounting. We record our proportional share of equity in the investment partnerships but exclude Company common stock held by said partnerships. The Company’s pro-rata share of its common stock held by the investment partnerships is recorded as treasury stock even though these shares are legally outstanding. The Company records gains/losses from investment partnerships (inclusive of the investment partnerships’ unrealized gains and losses on their securities) in the consolidated statements of earnings based on our carrying value of these partnerships. The fair value is calculated net of the general partner’s accrued incentive fees. Gains and losses on Company common stock included in the earnings of these partnerships are eliminated because they are recorded as treasury stock. 

Biglari Capital Corp. is the general partner of the investment partnerships. Biglari Capital Corp. is solely owned by Mr. Biglari.

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Note 4.     Investment Partnerships (continued)

The fair value and adjustment for Company common stock held by the investment partnerships to determine the carrying value of our partnership interest are presented below.

	Fair Value		Company Common Stock		Carrying Value
Partnership interest at December 31, 2020	$	590,926	$	171,376	$	419,550
Investment partnership gains (losses)	51,145		40,192		10,953
Distributions (net of contributions)	(167,870)				(167,870)
Increase in proportionate share of Company stock held			12,234		(12,234)
Partnership interest at December 31, 2021	$	474,201	$	223,802	$	250,399
Investment partnership gains (losses)	(80,374)		(4,421)		(75,953)
Distributions (net of contributions)	(10,823)				(10,823)
Increase in proportionate share of Company stock held			7,829		(7,829)
Partnership interest at December 31, 2022	$	383,004	$	227,210	$	155,794
Investment partnership gains (losses)	59,238		39,797		19,441
Contributions (net of distributions)	30,530				30,530
Increase in proportionate share of Company stock held			6,662		(6,662)
Partnership interest at December 31, 2023	$	472,772	$	273,669	$	199,103

The carrying value of the investment partnerships net of deferred taxes is presented below.

	December 31,
	2023		2022
Carrying value of investment partnerships	$	199,103	$	155,794
Deferred tax liability related to investment partnerships	(27,896)		(23,643)
Carrying value of investment partnerships net of deferred taxes	$	171,207	$	132,151

Because of a transaction that occurred between The Lion Fund, L.P., and The Lion Fund II, L.P., in 2022, we expect that a majority of the $27,896 deferred tax liability enumerated above will not become due until the dissolution of the investment partnerships. In effect, the tax-basis cost increased for the common stock of certain unaffiliated securities held by the investment partnerships.

The Company’s proportionate share of Company stock held by the investment partnerships at cost was $416,342 and $409,680 at December 31, 2023 and 2022, respectively.

The carrying value of the partnership interest approximates fair value adjusted by the value of held Company stock. Fair value of our partnership interest is assessed according to our proportional ownership interest of the fair value of investments held by the investment partnerships. Unrealized gains and losses on marketable securities held by the investment partnerships affect our net earnings.

Gains/losses from investment partnerships recorded in the Company’s consolidated statements of earnings are presented below.

	2023		2022		2021
Gains (losses) from investment partnerships	$	19,440	$	(75,953)	$	10,953
Tax expense (benefit)	4,794		(18,992)		2,054
Contribution to net earnings	$	14,646	$	(56,961)	$	8,899

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Note 4.     Investment Partnerships (continued)

On December 31 of each year, the general partner of the investment partnerships, Biglari Capital, will earn an incentive reallocation fee for the Company’s investments equal to 25% of the net profits above an annual hurdle rate of 6% over the previous high-water mark. Our policy is to accrue an estimated incentive fee throughout the year. An incentive reallocation from Biglari Holdings to Biglari Capital would include gains on the Company’s common stock. Gains and losses on the Company’s common stock and the related incentive reallocations are eliminated in our financial statements.

There were no incentive reallocations from Biglari Holdings to Biglari Capital during 2023, 2022, or 2021.

Summarized financial information for The Lion Fund, L.P. and The Lion Fund II, L.P., is presented below.

	Equity in Investment Partnerships
	Lion Fund			Lion Fund II
Total assets as of December 31, 2023	$	371,365		$	373,302
Total liabilities as of December 31, 2023	$	26,594		$	185,024
Revenue for the year ended December 31, 2023	$	48,242		$	31,157
Earnings for the year ended December 31, 2023	$	47,154		$	21,135
Biglari Holdings’ ownership interest	89.7		%	86.8		%
Total assets as of December 31, 2022	$	285,071		$	330,832
Total liabilities as of December 31, 2022	$	10,517		$	167,847
Revenue for the year ended December 31, 2022	$	(8,353)		$	(79,397)
Earnings for the year ended December 31, 2022	$	(8,690)		$	(82,534)
Biglari Holdings’ ownership interest	88.5		%	86.0		%
Total assets as of December 31, 2021	$	114,749		$	564,022
Total liabilities as of December 31, 2021	$	7,763		$	130,417
Revenue for the year ended December 31, 2021	$	20,068		$	41,486
Earnings for the year ended December 31, 2021	$	19,994		$	40,621
Biglari Holdings’ ownership interest	62.7		%	93.9		%

Revenue in the financial information of the investment partnerships, summarized above, includes investment income and unrealized gains and losses on investments.

Note 5.     Other Current Assets

Other current assets include the following.

	December 31,
	2023		2022
Deferred commissions on gift cards sold by third parties	$	1,019	$	1,454
Assets held for sale	773		4,700
Prepaid contractual obligations	5,593		4,341
Other current assets	$	7,385	$	10,495

The assets classified as held for sale at December 31, 2023, include properties owned by Steak n Shake, which were previously company-operated restaurants. The asset held for sale at December 31, 2022, is Abraxas Petroleum’s office building in San Antonio, Texas. Abraxas Petroleum sold its office building for $4,719 with no gain or loss recorded.

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Note 6.     Property and Equipment

Property and equipment are composed of the following.

	December 31,
	2023		2022
Land	$	139,897	$	143,313
Buildings	151,716		151,627
Land and leasehold improvements	149,795		151,496
Equipment	212,424		222,661
Oil and gas properties	145,065		144,888
Construction in progress	1,629		2,238
	800,526		816,223
Less accumulated depreciation, depletion, and amortization	(420,035)		(415,498)
Property and equipment, net	$	380,491	$	400,725

The depreciation and amortization expense for property and equipment for 2023, 2022, and 2021 was $28,751, $28,879, and $22,012, respectively. The depletion expense related to oil and gas properties was $9,533, $7,024, and $7,600 during 2023, 2022, and 2021, respectively. The accretion expense of the Company’s asset retirement obligations was $695, $540, and $438 during 2023, 2022, and 2021, respectively. Depletion and accretion expense are included in depreciation, depletion, and amortization expense within the consolidated statement of earnings. Accumulated depreciation, depletion, and accretion on oil and gas properties was $44,716 and $35,072 as of December 31, 2023 and 2022, respectively.

The Company recorded impairments to restaurant long-lived assets of $3,947, $3,520, and $4,635 during 2023, 2022, and 2021, respectively. The fair value of the long-lived assets was determined based on Level 3 inputs using a discounted cash flow model and quoted prices for the properties.

During 2023, Abraxas Petroleum entered into a royalty-based arrangement with an unaffiliated party to conduct development activities that will establish proved undeveloped reserves on its proportional share; however, Abraxas Petroleum will not be required to fund any exploration expenditures on its undeveloped properties. As a result of the transaction, a gain of $13,563 was recorded in 2023. Also during 2023, Steak n Shake recognized a net gain of $7,918 in connection with property sales, lease terminations, and asset disposals.

The property and equipment cost related to finance obligations as of December 31, 2023, is as follows: $45,658 of buildings, $44,180 of land, $26,690 of land and leasehold improvements, and $59,985 of accumulated depreciation.

Note 7.    Asset Retirement Obligations

A reconciliation of the ending aggregate carrying amount of asset retirement obligations is as follows.

	December 31
	2023		2022
Beginning balance	$	14,645	$	10,624
Acquired balance	—		3,587
Liabilities settled	(294)		(106)
Accretion expense	695		540
Asset retirement obligation	$	15,046	$	14,645

As of December 31, 2023 and 2022, $730 and $577, respectively, is classified as current and is included in accounts payable and accrued expenses in the consolidated balance sheets.

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Note 8.     Goodwill and Other Intangible Assets

Goodwill

Goodwill consists of the excess of the purchase price over the fair value of the net assets acquired in connection with business acquisitions. No goodwill was recorded with the acquisition of Southern Oil or Abraxas Petroleum.

A reconciliation of the change in the carrying value of goodwill is as follows.

	Restaurants		Insurance		Total
Balance as of December 31, 2021
Goodwill	$	28,134	$	25,713	$	53,847
Accumulated impairment losses	(300)		—		(300)
	$	27,834	$	25,713	$	53,547
Change in foreign exchange rates during 2022	(34)		—		(34)
Balance as of December 31, 2022	$	27,800	$	25,713	$	53,513
Change in foreign exchange rates during 2023	17		—		17
Balance as of December 31, 2023	$	27,817	$	25,713	$	53,530

We evaluate goodwill and any indefinite-lived intangible assets for impairment annually, or more frequently if circumstances indicate impairment may have occurred. Goodwill and indefinite-lived intangible asset impairment evaluations include determining the estimated fair values of our reporting units and indefinite-lived intangible assets. The key assumptions and inputs used in such determinations may include forecasting revenue and expenses, cash flows, and capital expenditures, as well as an appropriate discount rate and other inputs. Significant judgment by management is required in estimating the fair value of a reporting unit and in performing impairment reviews. Due to the inherent subjectivity and uncertainty in forecasting future cash flows and earnings over long periods of time, actual results may differ materially from the forecasts. If the carrying value of the indefinite-lived intangible asset exceeds fair value, the excess is charged to earnings as an impairment loss. If the carrying value of a reporting unit exceeds the estimated fair value of the reporting unit, then the excess, limited to the carrying amount of goodwill, will be charged to earnings as an impairment loss. GAAP allows entities testing for impairment the option of performing a qualitative assessment before calculating the fair value of a reporting unit for the goodwill impairment test. For our 2023 annual goodwill impairment testing, we elected to perform qualitative assessments for our reporting units. No indicators of impairment were noted. No impairment was recorded for our reporting units in 2023 or 2022.

Other Intangible Assets

Intangible assets with indefinite lives are composed of the following.

	Trade Names		Lease Rights		Total
Balance as of December 31, 2021
Intangibles	$	15,876	$	11,315	$	27,191
Accumulated impairment losses	—		(3,728)		(3,728)
	$	15,876	$	7,587	$	23,463
Change in foreign exchange rates during 2022	—		(426)		(426)
Balance as of December 31, 2022	$	15,876	$	7,161	$	23,037
Impairment	—		(20)		(20)
Change in foreign exchange rates during 2023	—		213		213
Balance as of December 31, 2023	$	15,876	$	7,354	$	23,230

Intangible assets with indefinite lives consist of trade names and lease rights. During 2023, $20 of impairment was recorded. No impairment was recorded in 2022 or 2021.

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Note 9.     Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses include the following.

	December 31,
	2023		2022
Accounts payable	$	22,448	$	28,431
Gift cards and other marketing	7,089		12,028
Insurance accruals	2,565		6,012
Compensation	12,821		4,400
Deferred revenue	5,314		4,445
Taxes payable	11,050		14,896
Oil and gas payable	3,560		3,877
Other	1,896		4,527
Accounts payable and accrued expenses	$	66,743	$	78,616

Note 10.     Unpaid Loss and Loss Adjustment Expense

Other liabilities for unpaid losses and loss adjustment expenses (also referred to as “claim liabilities”) under insurance contracts are based upon estimates of the ultimate claim costs associated with claim occurrences as of the balance sheet date and include estimates for incurred-but-not-reported (“IBNR”) claims. A reconciliation of the changes in claim liabilities, net of reinsurance, for each of the years ended December 31, 2023 and 2022 follows.

	2023		2022
Balances at beginning of year:
Gross liabilities	$	17,520	$	14,993
Reinsurance recoverable on unpaid losses	(715)		(1,892)
Net liabilities	16,805		13,101
Incurred losses and loss adjustment expenses:
Current accident year	39,303		37,837
Prior accident years	(3,634)		(652)
Total	35,669		37,185
Paid losses and loss adjustment expenses:
Current accident year	30,554		27,415
Prior accident years	6,752		6,066
Total	37,306		33,481
Balances at December 31:
Net liabilities	15,168		16,805
Reinsurance recoverable on unpaid losses	937		715
Gross liabilities	$	16,105	$	17,520

We recorded net reductions of estimated ultimate liabilities for prior accident years of $3,634 in 2023 and $652 in 2022. These reductions, as a percentage of net liabilities at the beginning of each year, were 21.6% in 2023 and 5.0% in 2022.

42

Note 10.     Unpaid Losses and Loss Adjustment Expenses (continued)

Our net incurred and paid liability losses and loss adjustment expenses are summarized by accident year below. IBNR and case development liabilities are as of December 31, 2023.

	Incurred Losses and Loss Adjustment Expenses through December 31,
Accident Year	2017*		2018*		2019*		2020*		2021*		2022*		2023		IBNR and Case Development Liabilities		Cumulative Number of Reported Claims
2017	$	29,627	$	28,778	$	28,895	$	28,537	$	28,189	$	28,213	$	28,171	$	179	4,343
2018			26,576		26,650		26,455		26,385		26,328		26,194		145		3,762
2019					27,331		26,746		26,444		26,325		25,972		141		3,681
2020							26,415		25,118		24,305		23,804		323		3,662
2021									26,555		26,527		26,267		1,874		3,685
2022											34,356		32,137		3,399		3,876
2023													35,450		8,198		3,611
													$	197,995

	Cumulative Paid Losses and Loss Adjustment Expenses through December 31,
Accident Year	2017*		2018*		2019*		2020*		2021*		2022*		2023
2017	$	22,293	$	25,491	$	26,991	$	27,584	$	27,815	$	27,990	$	27,992
2018			20,246		23,796		24,844		25,589		25,974		26,049
2019					20,755		23,787		24,647		25,357		25,831
2020							20,481		22,614		23,386		23,481
2021									19,649		22,800		24,393
2022											24,775		28,738
2023													27,252
Paid losses and loss adjustment expenses													183,736
Incurred less paid losses and loss adjustment expenses													14,259
Unpaid loss adjustment expenses													909
Net unpaid losses and loss adjustment expenses													$	15,168

*Unaudited required supplemental information

Loss and loss adjustment expense reserves include an amount for reported losses and an amount for losses incurred but not reported. We establish average liabilities based on expected severities for newly reported claims prior to establishing individual case reserves when insufficient time or information is available for specific claim estimates and for large volumes of minor physical damage claims that, once reported, are quickly settled. We establish case loss estimates for claims, including estimates for loss adjustment expenses, as the facts and merits of the claim are evaluated. Such reserves are necessarily based upon estimates, and while management, based on past experience, believes that the amount is adequate, the ultimate liability may be more or less than the amounts provided. We may record supplemental IBNR liabilities in certain situations when actuarial techniques are difficult to apply. The methods for making such estimates and for establishing the resulting reserves are continually reviewed, and any adjustments are reflected in operations annually.

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Note 10.     Unpaid Losses and Loss Adjustment Expenses (continued)

First Guard

First Guard’s claim liabilities predominately relate to commercial truck claims. For such claims, we establish and evaluate unpaid claim liabilities using historical claims data and other data as necessary to determine our best estimate, with an annual review by certified actuaries and certified public accountants. Claim liabilities include average case, case development, and IBNR estimates.

Southern Pioneer

Southern Pioneer’s claim liabilities predominately relate to liquor liability, garage liability, and commercial property as well as homeowners and dwelling fire claims. For such claims, we establish and evaluate unpaid claim liabilities using standard actuarial methods and techniques. The actuarial methods utilize historical claims data, adjusted when deemed appropriate to reflect perceived changes in loss patterns. Claim liabilities include average case, case development, and IBNR estimates.

Note 11.     Income Taxes

The components of the provision for income taxes consist of the following.

	2023		2022		2021
Current:
Federal	$	2,197	$	1,935	$	1,053
State	544		2,925		467
Deferred	6,567		(15,582)		5,269
Income tax expense (benefit)	$	9,308	$	(10,722)	$	6,789
Reconciliation of effective income tax:
Tax at U.S. statutory rates	$	13,618	$	(9,036)	$	8,875
State income taxes, net of federal benefit	1,572		(555)		192
Federal income tax credits	(1,309)		(106)		(864)
Dividends received deduction	(1,169)		(1,183)		(468)
Valuation allowance	709		614		(723)
162(m) compensation limitation	1,506		—		—
Foreign tax rate differences	(97)		(124)		(78)
Abraxas tax attributes	(5,660)		—		—
Other	138		(332)		(145)
Income tax expense (benefit)	$	9,308	$	(10,722)	$	6,789

The Company did not have a net tax expense or benefit on income from international operations. Earnings before income taxes derived from domestic operations during 2023 were $67,736, losses before income taxes derived from domestic operations during 2022 were $40,624, and earnings before income taxes derived from domestic operations during 2021 were $43,886. Losses before income taxes derived from international operations during 2023, 2022, and 2021 were $2,889, $2,403, and $1,619, respectively.

During 2023, the Company recognized tax benefits associated with the tax attributes of Abraxas Petroleum’s oil and gas properties.

44

Note 11.     Income Taxes (continued)

As of December 31, 2023, we had $348 of unrecognized tax benefits, including $48 of interest and penalties, which are included in other long-term liabilities in the consolidated balance sheet. As of December 31, 2022, we had $99 of unrecognized tax benefits, including $13 of interest and penalties, which is included in other long-term liabilities in the consolidated balance sheet. Our continuing practice is to recognize interest expense and penalties related to income tax matters in income tax expense. The unrecognized tax benefits of $348 would impact the effective income tax rate if recognized. Adjustments to the Company’s unrecognized tax benefit for gross increases for the current period tax position, gross decreases for prior period tax positions, and the lapse of statutes of limitations during 2023, 2022, and 2021 were not significant.

We file income tax returns which are periodically audited by various foreign, federal, state, and local jurisdictions. With few exceptions, we are no longer subject to federal, state, and local tax examinations for fiscal years prior to 2020. We believe we have certain state income tax exposures related to fiscal years 2019 through 2023.

Deferred tax assets and liabilities are determined based on differences between financial reporting and the tax basis of assets and liabilities and are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse.

Our deferred tax assets and liabilities consist of the following.

	December 31,
	2023		2022
Deferred tax assets:
Insurance reserves	$	1,734	$	1,490
Compensation accruals	653		373
Gift card accruals	749		1,159
Net operating loss credit carryforward	19,840		12,597
Valuation allowance on net operating losses	(14,643)		(6,043)
Deferred income	351		830
Bad debt reserve	667		1,104
Other	313		487
Total deferred tax assets	9,664		11,997
Deferred tax liabilities:
Investment partnerships	27,896		23,643
Investments	288		(197)
Goodwill and intangibles	16,350		16,027
Fixed assets and depletable assets basis difference	3,069		3,867
Total deferred tax liabilities	47,603		43,340
Net deferred tax liability	$	(37,939)	$	(31,343)

Accounts payable and accrued expenses include income taxes payable of $980 as of December 31, 2023, and $3,881 as of December 31, 2022.

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Note 12.     Lines of Credit

Biglari Holdings Line of Credit

On September 13, 2022, Biglari Holdings entered into a line of credit in an aggregate principal amount of up to $30,000. The line of credit will be available on a revolving basis until September 13, 2024. The line of credit includes customary covenants, as well as financial maintenance covenants. There was no balance of the line of credit on December 31, 2023. The balance of the line of credit was $10,000 on December 31, 2022. Our interest rate was 8.06% and 6.53% on December 31, 2023 and 2022, respectively, which is based on the 30-day Secured Overnight Financing Rate plus 2.73%.

Western Sizzlin Revolver

Western Sizzlin’s available line of credit is $500. As of December 31, 2023 and 2022, Western Sizzlin had no debt outstanding under its revolver.

Note 13.     Lease Assets and Obligations

Lease obligations include the following.

	December 31,
	2023		2022
Current portion of lease obligations
Finance lease liabilities	$	1,258	$	1,237
Finance obligations	4,826		5,161
Operating lease liabilities	8,771		10,583
Total current portion of lease obligations	$	14,855	$	16,981
Long-term lease obligations
Finance lease liabilities	$	3,581	$	4,129
Finance obligations	56,471		58,868
Operating lease liabilities	26,337		28,847
Total long-term lease obligations	$	86,389	$	91,844

Nature of Leases

Steak n Shake and Western Sizzlin operate restaurants that are located on sites owned by us and leased from third parties. In addition, they own sites and lease sites from third parties that are leased and/or subleased to franchisees.

Lease Costs

A significant portion of our operating and finance lease portfolio includes restaurant locations. We recognize fixed lease expense for operating leases on a straight-line basis over the lease term. For finance leases, we recognize amortization expense on the right-of-use asset and interest expense on the lease liability over the lease term.

Total lease costs consist of the following.

	2023		2022		2021
Finance lease costs:
Amortization of right-of-use assets	$	949	$	1,290	$	1,576
Interest on lease liabilities	345		422		521
Operating lease costs*	284		2,736		1,119
Total lease costs	$	1,578	$	4,448	$	3,216

*Includes short-term leases, variable lease costs, and sublease income.

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Note 13.     Lease Asset and Obligations (continued)

Supplemental cash flow information related to leases is as follows.

	Year Ended December 31,
	2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Financing cash flows from finance leases	$	1,220	$	1,396
Operating cash flows from finance leases	$	345	$	421
Operating cash flows from operating leases	$	12,469	$	12,946

Supplemental balance sheet information related to leases is as follows.

	December 31,
	2023		2022
Finance leases:
Property and equipment, net	$	3,574	$	4,352

Weighted-average lease terms and discount rates are as follows.

	2023
Weighted-average remaining lease terms:
Finance leases	4.73 years
Operating leases	5.41 years
Weighted-average discount rates:
Finance leases	7.0%
Operating leases	7.0%

Maturities of lease liabilities as of December 31, 2023, are as follows.

Year	Operating Leases		Finance Leases
2024	$	10,863	$	1,552
2025	9,070		1,403
2026	6,551		1,063
2027	4,272		728
2028	3,451		337
After 2028	7,792		613
Total lease payments	41,999		5,696
Less interest	6,891		857
Total lease liabilities	$	35,108	$	4,839

Rent expense is presented below.

	2023		2022		2021
Minimum rent	$	12,712	$	14,333	$	14,926
Contingent rent	73		105		137
Rent expense	$	12,785	$	14,438	$	15,063

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Note 13.     Lease Asset and Obligations (continued)

Lease Income

The components of lease income are as follows.

	2023		2022		2021
Operating lease income	$	16,343	$	15,698	$	13,173
Variable lease income	7,349		5,875		3,479
Total lease income	$	23,692	$	21,573	$	16,652

The following table displays the Company’s future minimum rental receipts for non-cancelable leases and subleases as of December 31, 2023. Franchise partner leases and subleases are short-term leases and have been excluded from the table.

	Operating Leases
Year	Subleases		Owned Properties
2024	$	622	$	396
2025	544		404
2026	225		407
2027	206		415
2028	86		423
After 2028	—		2,435
Total future minimum receipts	$	1,683	$	4,480

Note 14.     Related Party Transactions

Services Agreement

During 2017, the Company entered into a services agreement with Biglari Enterprises LLC and Biglari Capital Corp. (collectively, the “Biglari Entities”) under which the Biglari Entities provide business and administrative related services to the Company. The Biglari Entities are owned by Mr. Biglari. The services agreement has a rolling five-year term, with annual adjustments to the fixed fee. The fixed fee increased from $700 per month to $800 per month in December 2023. The fixed fee had not been adjusted since its inception in October 2017.

The Company paid Biglari Enterprises $8,500 in service fees during 2023 and $8,400 during 2022. The services agreement does not alter the Company’s hurdle rate connected with the incentive reallocation paid to Biglari Capital Corp.

Investments in The Lion Fund, L.P., and The Lion Fund II, L.P.

As of December 31, 2023, the Company’s investments in The Lion Fund, L.P., and The Lion Fund II, L.P., had a fair value of $472,772.

Contributions to and distributions from The Lion Fund, L.P., and The Lion Fund II, L.P., were as follows.

	2023		2022		2021
Contributions	$	45,030	$	59,877	$	12,300
Distributions	(14,500)		(70,700)		(180,170)
	$	30,530	$	(10,823)	$	(167,870)

As the general partner of the investment partnerships, Biglari Capital will earn an incentive reallocation fee, on December 31 of each year, for the Company’s investments equal to 25% of the net profits above a hurdle rate of 6% over the previous high-water mark. There were no incentive reallocations in 2023, 2022, or 2021. Gains on the Company’s common stock and the related incentive reallocations are eliminated in our financial statements.

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Note 14.     Related Party Transactions (continued)

Incentive Agreement

The Incentive Agreement establishes a performance-based annual incentive payment for Mr. Biglari contingent upon the growth in adjusted equity in each year attributable to our operating businesses. In order for Mr. Biglari to receive any incentive, our operating businesses must achieve an annual increase in shareholders’ equity in excess of 6% (the “hurdle rate”) above the previous highest level (the “high-water mark”). Mr. Biglari will receive 25% of any incremental book value created above the high-water mark plus the hurdle rate. In 2023, Mr. Biglari earned an incentive fee of $7,271. The incentive fee will be paid in 2024 and is recorded as accrued compensation within accounts payable and accrued expenses as of December 31, 2023. No incentive fees were earned during 2022 or 2021.

Note 15.     Commitments and Contingencies

We are involved in various legal proceedings and have certain unresolved claims pending. We believe, based on examination of these matters and experiences to date, that the ultimate liability, if any, in excess of amounts already provided in our consolidated financial statements, is not likely to have a material effect on our results of operations, financial position, or cash flow.

Note 16.     Fair Value of Financial Assets

The fair values of substantially all of our financial instruments were measured using market or income approaches. Considerable judgment may be required in interpreting the market data used to develop the estimates of fair value. Accordingly, the fair values presented are not necessarily indicative of the amounts that could be realized in an actual current market exchange. The use of alternative market assumptions and/or estimation methodologies may have a material effect on the estimated fair value.

The hierarchy for measuring fair value consists of Levels 1 through 3, which are described below.

•Level 1 – Inputs represent unadjusted quoted prices for identical assets or liabilities exchanged in active markets.

•Level 2 – Inputs include directly or indirectly observable inputs (other than Level 1 inputs), such as quoted prices for similar assets or liabilities exchanged in active or inactive markets; quoted prices for identical assets or liabilities exchanged in inactive markets; other inputs that may be considered in fair value determinations of the assets or liabilities, such as interest rates and yield curves, volatilities, prepayment speeds, loss severities, credit risks, and default rates; and inputs that are derived principally from, or corroborated by, observable market data by correlation or other means. Pricing evaluations generally reflect discounted expected future cash flows, which incorporate yield curves for instruments with similar characteristics, such as credit ratings, estimated durations, and yields for other instruments of the issuer or entities in the same industry sector.

•Level 3 – Inputs include unobservable inputs used in the measurement of assets and liabilities. Management is required to use its own assumptions regarding unobservable inputs because there is little, if any, market activity in the assets or liabilities and we may be unable to corroborate the related observable inputs. Unobservable inputs require management to make certain projections and assumptions about the information that would be used by market participants in pricing assets or liabilities.

The following methods and assumptions were used to determine the fair value of each class of the following assets recorded at fair value in the consolidated balance sheets:

Cash equivalents: Cash equivalents primarily consist of money market funds, which are classified within Level 1 of the fair value hierarchy.

Equity securities: The Company’s investments in equity securities are classified within Level 1 of the fair value hierarchy. 

Bonds: The Company’s investments in bonds consist of both corporate and government debt. Bonds are classified as Level 1 of the fair value hierarchy.

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Note 16.     Fair Value of Financial Assets (continued)

Non-qualified deferred compensation plan investments: The assets of the non-qualified plan are set up in a rabbi trust. They represent mutual funds and publicly traded securities, each of which are classified within Level 1 of the fair value hierarchy.

As of December 31, 2023 and 2022, the fair values of financial assets were as follows.

	December 31,
	2023								2022
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	2,374	$	—	$	—	$	2,374	$	17,608	$	—	$	—	$	17,608
Equity securities:
Consumer goods	26,660		—		—		26,660		17,274		—		—		17,274
Other	3,171		—		—		3,171		2,031		—		—		2,031
Bonds:
Government	61,536		—		—		61,536		48,456		—		—		48,456
Corporate	3,199		—		—		3,199		2,199		—		—		2,199
Non-qualified deferred compensation plan investments	—		—		—		—		699		—		—		699
Total assets at fair value	$	96,940	$	—	$	—	$	96,940	$	88,267	$	—	$	—	$	88,267

There were no changes in the valuation techniques used to measure fair values on a recurring basis.

Note 17.     Business Segment Reporting

Our reportable business segments are organized in a manner that reflects how management views those business activities. Our restaurant operations include Steak n Shake and Western Sizzlin. Our insurance operations include First Guard and Southern Pioneer. Our oil and gas operations include Southern Oil and Abraxas Petroleum. The Company also reports segment information for Maxim. Other business activities not specifically identified with reportable business segments are presented under corporate and other. We report our earnings from investment partnerships separate from our corporate expenses. We assess and measure segment operating results based on segment earnings as disclosed below. Segment earnings from operations are neither necessarily indicative of cash available to fund cash requirements nor synonymous with cash flow from operations. The tabular information that follows shows data of our reportable segments reconciled to amounts reflected in the consolidated financial statements.

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Note 17. Business Segment Reporting (continued)

A disaggregation of our consolidated data for each of the three most recent years is presented in the tables which follow.

	Revenue
	2023		2022		2021
Operating Businesses:
Restaurant Operations:
Steak n Shake	$	239,956	$	231,820	$	263,135
Western Sizzlin	10,901		9,748		8,155
Total Restaurant Operations	250,857		241,568		271,290
Insurance Operations:
Underwriting:
First Guard	36,917		35,914		33,521
Southern Pioneer	24,308		24,035		21,890
Investment income and other	6,047		4,591		3,198
Total Insurance Operations	67,272		64,540		58,609
Oil and Gas Operations:
Abraxas Petroleum	27,576		11,455		—
Southern Oil	17,495		46,091		33,004
Total Oil and Gas Operations	45,071		57,546		33,004
Maxim	2,118		4,577		3,203
	$	365,318	$	368,231	$	366,106

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Note 17. Business Segment Reporting (continued)

	Earnings (Loss) Before Income Taxes
	2023		2022		2021
Operating Businesses:
Restaurant Operations:
Steak n Shake	$	26,170	$	11,478	$	13,524
Western Sizzlin	1,793		1,484		931
Total Restaurant Operations	27,963		12,962		14,455
Insurance Operations:
Underwriting:
First Guard	9,492		6,578		10,573
Southern Pioneer	(1,038)		(1,277)		1,744
Investment income and other	4,629		4,603		2,118
Total Insurance Operations	13,083		9,904		14,435
Oil and Gas Operations:
Abraxas Petroleum	22,410		652		—
Southern Oil	3,356		24,539		9,713
Total Oil and Gas Operations	25,766		25,191		9,713
Maxim	11		1,760		814
Interest expense not allocated to segments	(681)		(399)		(1,121)
Operating Businesses	66,142		49,418		38,296
Corporate and other	(22,946)		(13,099)		(13,383)
Investment gains (losses)	2,211		(3,393)		6,401
Investment partnership gains (losses)	19,440		(75,953)		10,953
	$	64,847	$	(43,027)	$	42,267

	Capital Expenditures
	2023		2022		2021
Operating Businesses:
Restaurant	$	21,294	$	24,470	$	60,296
Insurance	309		1,558		1,451
Oil and Gas	544		906		996
Operating Businesses	22,147		26,934		62,743
Corporate and other	1,258		2,812		1,806
	$	23,405	$	29,746	$	64,549

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Note 17. Business Segment Reporting (continued)

	Depreciation, Depletion, and Amortization
	2023		2022		2021
Operating Businesses:
Restaurant	$	27,031	$	27,496	$	21,484
Insurance	339		193		176
Oil and Gas	10,339		8,013		8,073
Operating Businesses	37,709		35,702		29,733
Corporate and other	1,270		741		317
	$	38,979	$	36,443	$	30,050

A disaggregation of our consolidated assets is presented in the table that follows.

	Identifiable Assets
	December 31,
	2023		2022
Reportable segments:
Restaurant Operations:
Steak n Shake	$	325,229	$	341,199
Western Sizzlin	20,296		19,431
Total Restaurant Operations	345,525		360,630
Insurance Operations:
First Guard	67,204		58,997
Southern Pioneer	76,324		75,373
Total Insurance Operations	143,528		134,370
Oil and Gas Operations:
Abraxas Petroleum	66,155		81,339
Southern Oil	43,644		49,416
Total Oil and Gas Operations	109,799		130,755
Maxim	16,056		16,093
Corporate	35,411		30,832
Investment partnerships	199,103		155,794
	$	849,422	$	828,474

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Note 18.     Supplemental Disclosures of Cash Flow Information

A summary of supplemental cash flow information for each of the three years ending December 31, 2023, 2022, and 2021 is presented in the following table.

	2023		2022		2021
Cash paid during the year for:
Interest on debt	$	710	$	359	$	994
Interest on obligations under leases	5,114		5,493		6,039
Income taxes	5,677		1,092		4,532
Non-cash investing and financing activities
Capital expenditures in accounts payable	2,077		1,897		8,733
Finance lease additions	694		—		733
Finance lease retirements	—		—		1,216

Note 19.     Supplemental Oil and Gas Disclosures (Unaudited)

The Company has determined it had significant oil and gas producing activities during the years ended December 31, 2023, December 31, 2022, and December 31, 2021, in accordance with ASC 932 “Extractive Activities — Oil and Gas.”

Estimated Quantities of Proved Oil and Natural Gas Reserves

The Company classifies recoverable hydrocarbons based on their status at the time of reporting. Within the commercial classification are proved reserves and two categories of unproved reserves: probable and possible. The potentially recoverable categories are also referred to as contingent resources. For reserve estimates to be classified as proved, they must meet all SEC and Company standards.

Proved oil and gas reserves are the estimated quantities that geoscience and engineering data demonstrate with reasonable certainty to be economically producible from known reservoirs under existing economic conditions, operating methods, and government regulations. Net proved reserves exclude royalties and interests owned by others and reflect contractual arrangements and royalty obligations in effect at the time of the estimate. Proved reserves are classified as either developed or undeveloped. Proved developed reserves are the quantities expected to be recovered through existing wells with existing equipment and operating methods. Proved undeveloped reserves are the quantities expected to be recovered from new wells on undrilled acreage or from existing wells where a relatively major expenditure is required for recompletion. Due to the inherent uncertainties and the limited nature of reservoir data, estimates of reserves are subject to change as additional information becomes available.

We engaged Netherland, Sewell & Associates, Inc. (“NSAI”), to prepare our reserve estimates for all of our estimated proved reserves at December 31, 2023. All proved oil and natural gas reserves are located in the United States, primarily offshore in the shallow waters of the Gulf of Mexico and in the Permian Basin.

54

Note 19.     Supplemental Oil and Gas Disclosures (Unaudited) (continued)

The following table sets forth our estimate of the net proved oil and gas reserves for the years ended December 31, 2023 and 2022.

	Oil (MBbl)	Gas (MMcf)	Liquids (MBbl)	MBOE
Total proved reserves at December 31, 2021	2,361	26,544	—	6,785
Revisions	(355)	(3,288)	—	(903)
Extensions	—	—	—	—
Acquisition of reserves	3,415	19,334	1,550	8,188
Production	(450)	(2,341)	(42)	(882)
Total proved reserves at December 31, 2022	4,971	40,249	1,508	13,188
Revisions	(512)	(14,934)	(42)	(3,043)
Extensions	219	470	66	362
Acquisition of reserves	—	—	—	—
Production	(542)	(2,181)	(111)	(1,016)
Total proved reserves at December 31, 2023	4,136	23,604	1,421	9,491
Proved developed reserves
December 31, 2023	3,534	21,395	1,355	8,455
December 31, 2022	4,507	32,132	1,508	11,371
Proved undeveloped reserves
December 31, 2023	602	2,209	66	1,036
December 31, 2022	464	8,117	—	1,817

Revisions are affected by commodity prices as well as changes to previous proved reserve estimates based on the evaluation of production and operating performance data.

Bbl — One stock tank barrel, or 42 United States gallons liquid volume.

MBbl — Thousand barrels.

MMcf — Million cubic feet of natural gas.

MBOE — Thousand barrels of oil equivalent.

Natural gas is converted to an oil equivalent basis at six thousand cubic feet per one barrel of oil.

Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Natural Gas Reserves

The standardized measure of discounted future net cash flows presented in the following table was computed using the 12-month unweighted average of the first-day-of-the-month commodity prices, the costs in effect at December 31, 2023 and 2022, and a 10 percent discount factor. The Company cautions that actual future net cash flows may vary considerably from these estimates. Although the Company’s estimates of total proved reserves, development costs, and production rates were based on the best available information, the development and production of the crude oil and natural gas reserves may not occur in the periods assumed. Actual prices realized, costs incurred, and production quantities may vary significantly from those used. Therefore, the estimated future net cash flow computations should not be considered to represent the Company’s estimate of the expected revenues or the current value of proved reserves.

55

Note 19.     Supplemental Oil and Gas Disclosures (Unaudited) (continued)

The following table sets forth the standardized measure of discounted future net cash flows attributable to proved crude oil and natural gas reserves as of December 31, 2023 and 2022.

	December 31, 2023		December 31, 2022
Future cash inflows	$	367,867	$	728,382
Future production costs	(172,239)		(288,816)
Future development and abandonment costs	(28,533)		(36,719)
Future income tax expense	(22,919)		(69,999)
Future net cash flows	144,176		332,848
10% annual discount for estimated timing of cash flows	(51,727)		(122,781)
Standardized measure of discounted future net cash flows	$	92,449	$	210,067

Changes in Standardized Measure of Discounted Future Net Cash Flows

Principle changes in the standardized measure of discounted future net cash flows attributable to the Company’s proved oil and natural gas reserves are as follows.

Standardized measure at December 31, 2021	$	77,759
Net change in prices and production costs	58,439
Net change in future development costs	104
Sales of oil and natural gas, net of production expenses	(41,859)
Acquisition of reserves	141,051
Revisions of previous quantity estimates	(9,072)
Net change in taxes	(26,456)
Accretion of discount	9,862
Changes in timing and other	239
Standardized measure at December 31, 2022	$	210,067
Net change in prices and production costs	(86,323)
Net change in future development costs	(101)
Sales of oil and natural gas, net of production expenses	(27,706)
Extensions	8,836
Revisions of previous quantity estimates	(59,164)
Net change in taxes	30,792
Accretion of discount	22,641
Changes in timing and other	(6,593)
Standardized measure at December 31, 2023	$	92,449

56

Item 9.     Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Not applicable.

Item 9A.     Controls and Procedures

Based on an evaluation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), our Chief Executive Officer and Controller have concluded that our disclosure controls and procedures were effective as of December 31, 2023.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended December 31, 2023, that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.

Management’s Report on Internal Control Over Financial Reporting

The management of Biglari Holdings Inc. is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in the Securities Exchange Act of 1934 Rule 13a-15(f). Under the supervision of our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2023, as required by the Securities Exchange Act of 1934 Rule 13a-15(c). In making this assessment, we used the criteria set forth in the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under the framework in Internal Control—Integrated Framework (2013), our management concluded that our internal control over financial reporting was effective as of December 31, 2023.

The effectiveness of our internal control over financial reporting as of December 31, 2023, has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report which is included herein.

Biglari Holdings Inc.

February 24, 2024

Item 9B.     Other Information

None.

Item 9C.     Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

57

Part III

Item 10.     Directors, Executive Officers and Corporate Governance

Item 11.     Executive Compensation

Item 12.     Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 13.     Certain Relationships and Related Transactions, and Director Independence

Item 14.     Principal Accountant Fees and Services

The information required by Part III Items 10, 11, 12, 13 and 14 will be contained in the Company’s definitive proxy statement for its 2024 Annual Meeting of Shareholders, to be filed on or before April 17, 2024, and such information is incorporated herein by reference.

58

Part IV

Item 15.     Exhibits and Financial Statement Schedules

(a) 1. Financial Statements

The following Consolidated Financial Statements, as well as the Reports of Independent Registered Public Accounting Firm, are included in Part II, Item 8 of this report:

	PAGE
Reports of Independent Registered Public Accounting Firm (PCAOB ID No 34)	25-27
Consolidated Balance Sheets	28
Consolidated Statements of Earnings	29
Consolidated Statements of Comprehensive Income	30
Consolidated Statements of Cash Flows	31
Consolidated Statements of Changes in Shareholders’ Equity	32
Notes to Consolidated Financial Statements	33
Management’s Report on Internal Control over Financial Reporting	58

2. Financial Statement Schedule

Schedules have been omitted for the reason that they are not required, are not applicable, or the required information is set forth in the financial statements or notes thereto.

59

(b) Exhibits

Exhibit Number	Description
2.01	Amended and Restated Agreement and Plan of Merger, dated as of March 5, 2018, by and among OBH Inc (the “Predecessor”), BH Merger Company and the Company (incorporated by reference to Exhibit 2.01 to the Company’s Amendment No. 3 to Registration Statement on Form S-4 filed March 28, 2018).
3.01	First Amended and Restated Articles of Incorporation of the Company (incorporated by reference to Annex II to the Company’s Amendment No. 2 to Registration Statement on Form S-4 filed March 6, 2018).
3.02	Articles of Amendment to the First Amended and Restated Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.02 to the Company’s Form 8-K12B filed April 30, 2018).
3.03	By-Laws of the Company (incorporated by reference to Exhibit 3.03 to the Company’s Form 8-K12B filed April 30, 2018).
4.01	Specimen Class A Common Stock Certificate of the Company (incorporated by reference to Exhibit 4.01 to the Company’s Amendment No. 3 to Registration Statement on Form S-4 filed March 28, 2018).
4.02	Specimen Class B Common Stock Certificate of the Company (incorporated by reference to Exhibit 4.02 to the Company’s Amendment No. 3 to Registration Statement on Form S-4 filed March 28, 2018).
4.03	Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.
10.01*	The Steak n Shake Non-Qualified Savings Plan, amended and restated as of March 15, 2010 (incorporated by reference to Exhibit 4.3 to the Predecessor’s Registration Statement on Form S-8 dated April 22, 2010).
10.02*	Amended and Restated Incentive Agreement, dated September 28, 2010, by and between the Predecessor and Sardar Biglari (incorporated by reference to Annex A to the Predecessor’s definitive Proxy Statement dated September 29, 2010).
10.03	Services Agreement, dated as of September 15, 2017, by and among Biglari Holdings Inc., Biglari Capital Corp. and Biglari Enterprises LLC (incorporated by reference to Exhibit 10.1 to the Predecessor’s Current Report on Form 8-K dated September 15, 2017).
10.04*	First Amendment, dated as of July 1, 2013, to the Amended and Restated Incentive Agreement, dated as of September 28, 2010, by and between Biglari Holdings Inc. and Sardar Biglari (incorporated by reference to Exhibit 10.3 to the Predecessor’s Current Report on Form 8-K dated July 2, 2013).
10.05	Form of Indemnity Agreement for Directors, as adopted on June 3, 2015 (incorporated by reference to Exhibit 10.1 to the Predecessor’s Current Report on Form 8-K dated June 4, 2015).
10.06	Amended and Restated Partnership Agreement of The Lion Fund II, L.P. as amended on June 3, 2015 (incorporated by reference to Exhibit 10.1 to the Predecessor’s Current Report on Form 8-K dated June 4, 2015).
10.07*	Second Amendment to Amended and Restated Incentive Agreement dated March 26, 2019, by and between Biglari Holdings Inc. and Sardar Biglari (incorporated by reference to Exhibit 10.01 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2019).
10.08	Form of Indemnity Agreement for Directors, as adopted on May 26, 2022 (incorporated by reference to Exhibit 10.10 to the Company's Annual Report of Form 10-K for the annual period ended December 31, 2022).
21.01**	Subsidiaries of the Company.
31.01**	Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.02**	Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.01**	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97**	Biglari Holdings Inc. Dodd-Frank Clawback Policy
99.1**	Report of Netherland, Sewell & Associates Inc. Independent Petroleum Engineers and Geologists.
101	Interactive Data Files
104	Cover page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)
*	Indicates management contract or compensatory plans or arrangements required to be filed as an exhibit to the Annual Report on Form 10-K.
**	Furnished herewith.

60

Item 16.     Form 10-K Summary

Not applicable.

61

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 24, 2024.

BIGLARI HOLDINGS INC.
By:	/s/ BRUCE LEWIS
	Bruce Lewis Controller

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated, on February 24, 2024.

Signature	Title
/s/ SARDAR BIGLARI	Chairman of the Board and Chief Executive Officer (Principal Executive Officer)
Sardar Biglari
/s/ BRUCE LEWIS	Controller (Principal Financial and Accounting Officer)
Bruce Lewis
/s/ JOHN G. CARDWELL	Director
John G. Cardwell
/s/ PHILIP COOLEY	Director - Vice Chairman
Philip Cooley
/s/ KENNETH R. COOPER	Director
Kenneth R. Cooper
/s/ RUTH J. PERSON	Director
Ruth J. Person
/s/ EDMUND B. CAMPBELL, III	Director
Edmund B. Campbell, III

62

EX-21.01

Exhibit 21.01

BIGLARI HOLDINGS INC.

Subsidiaries	Jurisdiction of Incorporation or Organization
Abraxas Petroleum Corporation	Nevada
First Guard Insurance Company	Arizona
Maxim Inc.	Delaware
Steak n Shake Inc.	Indiana
Southern Oil Company	Delaware
Southern Pioneer Property & Casualty Insurance Company	Arkansas
Western Sizzlin Corporation	Delaware

EX-31.01

Exhibit 31.01

CERTIFICATION PURSUANT TO RULE 13a-14(a)/l5d-l4(a) OF THE SECURITIES EXCHANGE ACT OF 1934 AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I. Sardar Biglari, certify that

1.I have reviewed this annual report on form 10-K of Biglari Holdings Inc.;

2.Based on my knowledge this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of and for the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 24, 2024
	/s/ Sardar Biglari
	Sardar Biglari Chairman and Chief Executive Officer

EX-31.02

Exhibit 31.02

CERTIFICATION PURSUANT TO RULE 13a-l4(a)/15d-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I. Bruce Lewis, certify that

1.l have reviewed this annual report on form 10-K of Biglari Holdings Inc;

2.Based on my knowledge this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of and for the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over Financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 24, 2024
	/s/ Bruce Lewis
	Bruce Lewis Controller

EX-32.01

Exhibit 32.01

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350.

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Biglari Holdings Inc (the “Company”) on Form 10-K for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned certifies, pursuant to 18 U S C Sec 1350 as adopted pursuant to Sec 906 of the Sarbanes-Oxley Act of 2002, that

(1)The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Sardar Biglari

Sardar Biglari
Chairman and Chief Executive Officer

February 24, 2024

/s/ Bruce Lewis

Bruce Lewis
Controller

February 24, 2024

EX-97

BIGLARI HOLDINGS INC. DODD-FRANK CLAWBACK POLICY Biglari Holdings Inc. (the “Company”) has adopted this clawback policy (the “Policy”) to provide for the recovery of erroneously awarded Incentive-Based Compensation from Executive Officers. This Policy shall be interpreted to comply with the clawback rules found in 17 C.F.R. §240.10D and Section 303A.14 of the Listed Company Manual of the New York Stock Exchange (the “Exchange”), and, to the extent this Policy is in any manner deemed inconsistent with such rules, this Policy shall be treated as retroactively amended to be compliant with such rules. 1. Definitions. 17 C.F.R. §240.10D-1(d) defines the terms “Executive Officer,” “Financial Reporting Measures,” “Incentive-Based Compensation,” and “Received.” As used herein, these terms shall have the same meaning as in that regulation. 2. Application of the Policy. This Policy shall only apply in the event that the Company is required to prepare an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period. In the event of such an accounting restatement, the Company will recover reasonably promptly the Erroneously Awarded Compensation Received in accordance with this Policy. 3. Recovery Period. The Incentive-Based Compensation subject to clawback is the Incentive- Based Compensation Received by an Executive Officer (1) after beginning service as an Executive Officer and (2) during the three completed fiscal years immediately preceding the date that the Company is required to prepare an accounting restatement as described in section 2, provided that the person served as an Executive Officer at any time during the performance period applicable to the Incentive-Based Compensation in question (whether or not such person is serving as an Executive Officer at the time the Erroneously Awarded Compensation is required to be repaid to the Company). The date that the Company is required to prepare an accounting restatement shall be determined pursuant to 17 C.F.R. §240.10D-1(b)(1)(ii). 4. Erroneously Awarded Compensation. The amount of Incentive-Based Compensation subject to recovery under this Policy with respect to each Executive Officer in connection with an accounting restatement described in Section 2 (“Erroneously Awarded Compensation”) is the amount of Incentive-Based Compensation Received that exceeds the amount of Incentive Based-Compensation that otherwise would have been Received had it been determined based on the restated amounts and shall be computed without regard to any taxes paid. 5. Recovery of Erroneously Awarded Compensation. The Company shall recover reasonably promptly any Erroneously Awarded Compensation. The Independent Members of the Board shall determine the amount of Erroneously Awarded Compensation Received by each Executive Officer, shall promptly notify each Executive Officer of such amount and demand repayment of such compensation based on a repayment schedule determined by the Independent Members of the Board in a manner that complies with this “reasonably promptly” requirement. Such determination shall be consistent with any applicable legal guidance, by the Securities and Exchange Commission (the “SEC”), judicial opinion, or otherwise. The determination of “reasonably promptly” may vary from case to case and the Board is authorized to adopt additional rules to further describe what repayment schedules satisfy this requirement.

6. Fraud. In addition to the foregoing, the Company shall also be entitled to recover any Incentive-Based Compensation received by an Executive Officer during the recovery period set forth in section 3 to the extent the Independent Members of the Board determines in its good faith judgment that any Financial Reporting Measures or other operating metrics were achieved in whole or part as a result of fraud or other misconduct on the part of such Executive Officer, or fraud or other misconduct of other employees of the Company of which such Executive Officer had knowledge, whether or not such conduct results in a restatement of Company financial statements. In such circumstances the Erroneously Awarded Compensation shall be the full amount of the Executive Officer’s Incentive-Based Compensation received for the relevant period in which the fraud took place. 7. Board Decisions. Decisions of the Independent Members of the Board with respect to this Policy shall be final, conclusive and binding on all Executive Officers subject to this Policy, unless determined to be an abuse of discretion. 8. No Indemnification. Notwithstanding anything to the contrary in any other policy of the Company or any agreement between the Company and an Executive Officer, no Executive Officer shall be indemnified by the Company against the loss of any Erroneously Awarded Compensation or any claims related to the Company’s enforcement of its rights under this Policy. 9. Agreement to Policy by Executive Officers. The Company shall take reasonable steps to inform Executive Officers of this Policy and obtain their agreement to this Policy, which steps may constitute the inclusion of this Policy as an attachment to any award that is accepted by the Executive Officer. 10. Other Recovery Rights. Any employment agreement or other arrangement with an Executive Officer shall be deemed to include, as a condition to the grant of any benefit thereunder, an agreement by the Executive Officer to abide by the terms of this Policy. Any right of recovery under this Policy is in addition to, and not in lieu of, any other remedies or rights of recovery that may be available to the Company under applicable law, regulation or rule or pursuant to the terms of any policy of the Company or any provision in any employment agreement, equity award agreement, compensatory plan, agreement or other arrangement. 11. Disclosure. The Company shall file all disclosures with respect to this Policy required by applicable SEC filings and rules. 12. Amendments. This Policy may be amended from time to time in its discretion and shall amend this Policy as it deems necessary. Notwithstanding anything in this Section 11 to the contrary, no amendment or termination of this Policy shall be effective if such amendment or termination would (after taking into account any actions taken by the Company contemporaneously with such amendment or termination) cause the Company to violate any federal securities laws, SEC rule or Exchange rule.

EXHIBIT A BIGLARI HOLDINGS INC. DODD-FRANK CLAWBACK POLICY ACKNOWLEDGMENT FORM By signing below, the undersigned acknowledges and confirms that the undersigned has received and reviewed a copy of the Biglari Holdings Inc. (the “Company”) Dodd-Frank Clawback Policy (the “Policy”). By signing this Acknowledgment Form, the undersigned acknowledges and agrees that the undersigned is and will continue to be subject to the Policy and that the Policy will apply both during and after the undersigned’s employment with the Company. Further, by signing below, the undersigned agrees to abide by the terms of the Policy, including, without limitation, by returning any Erroneously Awarded Compensation (as defined in the Policy) to the Company to the extent required by, and in a manner consistent with, the Policy. Signature Print Name Date

EX-99.1

February 23, 2024 Mr. Sardar Biglari Biglari Holdings, Inc. 19100 Ridgewood Parkway, Suite 1200 San Antonio, Texas 78259 Dear Mr. Biglari: In accordance with your request, we have estimated the proved reserves and future revenue, as of December 31, 2023, to the combined interests of Abraxas Petroleum Corporation (Abraxas) and Southern Oil of Louisiana LLC (SOLA) (collectively referred to herein as "Abraxas-SOLA") in certain oil and gas properties located onshore and offshore Louisiana and Texas. Abraxas and SOLA are both subsidiaries of Biglari Holdings Inc. (Biglari). We completed our evaluation on or about the date of this letter. It is our understanding that the proved reserves estimated in this report constitute all of the proved reserves owned by Abraxas-SOLA. The estimates in this report have been prepared in accordance with the definitions and regulations of the U.S. Securities and Exchange Commission (SEC) and, with the exception of the exclusion of future income taxes, conform to the FASB Accounting Standards Codification Topic 932, Extractive Activities—Oil and Gas. Definitions are presented immediately following this letter. This report has been prepared for Biglari's use in filing with the SEC; in our opinion the assumptions, data, methods, and procedures used in the preparation of this report are appropriate for such purpose. We estimate the net reserves and future net revenue to the Abraxas-SOLA interest in these properties, as of December 31, 2023, to be: Net Reserves Future Net Revenue (M$) Oil NGL Gas Present Worth Category (MBBL) (MBBL) (MMCF) Total at 10% Proved Developed Producing 3,183.5 1,355.4 16,589.2 112,351.7 72,977.0 Proved Developed Non-Producing 350.1 0.0 4,806.1 21,608.1 14,407.4 Proved Undeveloped 602.1 65.9 2,208.9 33,135.6 21,589.5 Total Proved 4,135.7 1,421.2 23,604.3 167,095.4 108,973.8 Totals may not add because of rounding. The oil volumes shown include crude oil and condensate. Oil and natural gas liquids (NGL) volumes are expressed in thousands of barrels (MBBL); a barrel is equivalent to 42 United States gallons. Gas volumes are expressed in millions of cubic feet (MMCF) at standard temperature and pressure bases. Reserves categorization conveys the relative degree of certainty; reserves subcategorization is based on development and production status. As requested, probable and possible reserves that exist for these properties have not been included. The estimates of reserves and future revenue included herein have not been adjusted for risk. This report does not include any value that could be attributed to interests in undeveloped acreage beyond those tracts for which undeveloped reserves have been estimated. Gross revenue is Abraxas-SOLA's share of the gross (100 percent) revenue from the properties prior to any deductions. Future net revenue is after deductions for Abraxas-SOLA's share of production taxes, ad valorem taxes, capital costs, abandonment costs, and operating expenses but before consideration of any income taxes. The future net revenue has been discounted at an annual rate of 10 percent to determine its present worth, which is shown to indicate the effect of time on the value of money. Future net revenue presented in this report, whether discounted or undiscounted, should not be construed as being the fair market value of the properties.

Prices used in this report are based on the 12-month unweighted arithmetic average of the first-day-of-the-month price for each month in the period January through December 2023. For oil and NGL volumes, the average West Texas Intermediate spot price of $78.21 per barrel is adjusted for quality, transportation fees, and market differentials. For gas volumes, the average Henry Hub spot price of $2.637 per MMBTU is adjusted for energy content, transportation fees, and market differentials. All prices are held constant throughout the lives of the properties. The average adjusted product prices weighted by production over the remaining lives of the properties are $77.18 per barrel of oil, $10.35 per barrel of NGL, and $1.439 per MCF of gas. Operating costs used in this report are based on operating expense records of Abraxas and SOLA. These costs include the per-well overhead expenses allowed under joint operating agreements along with estimates of costs to be incurred at and below the district and field levels. Operating costs have been divided into field-level costs, per- well costs, and per-unit-of-production costs. Headquarters general and administrative overhead expenses of Abraxas and SOLA are included to the extent that they are covered under joint operating agreements for the operated properties. For all properties, headquarters general and administrative overhead expenses of Biglari are not included. Operating costs are not escalated for inflation. Capital costs used in this report were provided by Abraxas and SOLA and are based on authorizations for expenditure and actual costs from recent activity. Capital costs are included as required for workovers, new development wells, and production equipment. Based on our understanding of future development plans, a review of the records provided to us, and our knowledge of similar properties, we regard these estimated capital costs to be reasonable. Abandonment costs used in this report are Abraxas' and SOLA's estimates of the costs to abandon the wells, platforms, and production facilities, net of any salvage value. Capital costs and abandonment costs are not escalated for inflation. For the purposes of this report, we did not perform any field inspection of the properties, nor did we examine the mechanical operation or condition of the wells and facilities. We have not investigated possible environmental liability related to the properties; therefore, our estimates do not include any costs due to such possible liability. We have made no investigation of potential volume and value imbalances resulting from overdelivery or underdelivery to the Abraxas and SOLA interests. Therefore, our estimates of reserves and future revenue do not include adjustments for the settlement of any such imbalances; our projections are based on Abraxas and SOLA receiving their net revenue interest share of estimated future gross production. Additionally, we have made no specific investigation of any firm transportation contracts that may be in place for these properties; our estimates of future revenue include the effects of such contracts only to the extent that the associated fees are accounted for in the historical field- and lease-level accounting statements. The reserves shown in this report are estimates only and should not be construed as exact quantities. Proved reserves are those quantities of oil and gas which, by analysis of engineering and geoscience data, can be estimated with reasonable certainty to be economically producible; probable and possible reserves are those additional reserves which are sequentially less certain to be recovered than proved reserves. Estimates of reserves may increase or decrease as a result of market conditions, future operations, changes in regulations, or actual reservoir performance. In addition to the primary economic assumptions discussed herein, our estimates are based on certain assumptions including, but not limited to, that the properties will be developed consistent with current development plans as provided to us by Abraxas and SOLA, that the properties will be operated in a prudent manner, that no governmental regulations or controls will be put in place that would impact the ability of the interest owner to recover the reserves, and that our projections of future production will prove consistent with actual performance. If the reserves are recovered, the revenues therefrom and the costs related thereto could be more or less than the estimated amounts. Because of governmental policies and uncertainties of supply and demand, the sales rates, prices received for the reserves, and costs incurred in recovering such reserves may vary from assumptions made while preparing this report. For the purposes of this report, we used technical and economic data including, but not limited to, well logs, geologic maps, seismic data, well test data, production data, historical price and cost information, and property ownership

interests. The reserves in this report have been estimated using deterministic methods; these estimates have been prepared in accordance with the Standards Pertaining to the Estimating and Auditing of Oil and Gas Reserves Information promulgated by the Society of Petroleum Engineers (SPE Standards). We used standard engineering and geoscience methods, or a combination of methods, including performance analysis, volumetric analysis, and analogy, that we considered to be appropriate and necessary to categorize and estimate reserves in accordance with SEC definitions and regulations. As in all aspects of oil and gas evaluation, there are uncertainties inherent in the interpretation of engineering and geoscience data; therefore, our conclusions necessarily represent only informed professional judgment. The data used in our estimates were obtained from Abraxas, SOLA, public data sources, and the nonconfidential files of Netherland, Sewell & Associates, Inc. (NSAI) and were accepted as accurate. Supporting work data are on file in our office. We have not examined the titles to the properties or independently confirmed the actual degree or type of interest owned. The technical persons primarily responsible for preparing the estimates presented herein meet the requirements regarding qualifications, independence, objectivity, and confidentiality set forth in the SPE Standards. Michael B. Begland, a Licensed Professional Engineer in the State of Texas, has been practicing consulting petroleum engineering at NSAI since 1993 and has over 8 years of prior industry experience. Michelle F. Herrera, a Licensed Professional Geoscientist in the State of Texas, has been practicing consulting petroleum geoscience at NSAI since 2013 and has over 10 years of prior industry experience. We are independent petroleum engineers, geologists, geophysicists, and petrophysicists; we do not own an interest in these properties nor are we employed on a contingent basis. Sincerely, NETHERLAND, SEWELL & ASSOCIATES, INC. Texas Registered Engineering Firm F-2699 /s/ Richard B. Talley, Jr. By: Richard B. Talley, Jr., P.E. Chief Executive Officer /s/ Michael B. Begland /s/ Michelle F. Herrera By: By: Michael B. Begland, P.E. 104898 Michelle F. Herrera, P.G. 11912 Vice President Vice President Date Signed: February 23, 2024 Date Signed: February 23, 2024 MBB:LEE

DEFINITIONS OF OIL AND GAS RESERVES Adapted from U.S. Securities and Exchange Commission Regulation S-X Section 210.4-10(a) Definitions - Page 1 of 6 The following definitions are set forth in U.S. Securities and Exchange Commission (SEC) Regulation S-X Section 210.4-10(a). Also included is supplemental information from (1) the 2018 Petroleum Resources Management System approved by the Society of Petroleum Engineers, (2) the FASB Accounting Standards Codification Topic 932, Extractive Activities—Oil and Gas, and (3) the SEC's Compliance and Disclosure Interpretations. (1) Acquisition of properties. Costs incurred to purchase, lease or otherwise acquire a property, including costs of lease bonuses and options to purchase or lease properties, the portion of costs applicable to minerals when land including mineral rights is purchased in fee, brokers' fees, recording fees, legal costs, and other costs incurred in acquiring properties. (2) Analogous reservoir. Analogous reservoirs, as used in resources assessments, have similar rock and fluid properties, reservoir conditions (depth, temperature, and pressure) and drive mechanisms, but are typically at a more advanced stage of development than the reservoir of interest and thus may provide concepts to assist in the interpretation of more limited data and estimation of recovery. When used to support proved reserves, an "analogous reservoir" refers to a reservoir that shares the following characteristics with the reservoir of interest: (i) Same geological formation (but not necessarily in pressure communication with the reservoir of interest); (ii) Same environment of deposition; (iii) Similar geological structure; and (iv) Same drive mechanism. Instruction to paragraph (a)(2): Reservoir properties must, in the aggregate, be no more favorable in the analog than in the reservoir of interest. (3) Bitumen. Bitumen, sometimes referred to as natural bitumen, is petroleum in a solid or semi-solid state in natural deposits with a viscosity greater than 10,000 centipoise measured at original temperature in the deposit and atmospheric pressure, on a gas free basis. In its natural state it usually contains sulfur, metals, and other non-hydrocarbons. (4) Condensate. Condensate is a mixture of hydrocarbons that exists in the gaseous phase at original reservoir temperature and pressure, but that, when produced, is in the liquid phase at surface pressure and temperature. (5) Deterministic estimate. The method of estimating reserves or resources is called deterministic when a single value for each parameter (from the geoscience, engineering, or economic data) in the reserves calculation is used in the reserves estimation procedure. (6) Developed oil and gas reserves. Developed oil and gas reserves are reserves of any category that can be expected to be recovered: (i) Through existing wells with existing equipment and operating methods or in which the cost of the required equipment is relatively minor compared to the cost of a new well; and (ii) Through installed extraction equipment and infrastructure operational at the time of the reserves estimate if the extraction is by means not involving a well. Supplemental definitions from the 2018 Petroleum Resources Management System: Developed Producing Reserves – Expected quantities to be recovered from completion intervals that are open and producing at the effective date of the estimate. Improved recovery Reserves are considered producing only after the improved recovery project is in operation. Developed Non-Producing Reserves – Shut-in and behind-pipe Reserves. Shut-in Reserves are expected to be recovered from (1) completion intervals that are open at the time of the estimate but which have not yet started producing, (2) wells which were shut-in for market conditions or pipeline connections, or (3) wells not capable of production for mechanical reasons. Behind-pipe Reserves are expected to be recovered from zones in existing wells that will require additional completion work or future re-completion before start of production with minor cost to access these reserves. In all cases, production can be initiated or restored with relatively low expenditure compared to the cost of drilling a new well. (7) Development costs. Costs incurred to obtain access to proved reserves and to provide facilities for extracting, treating, gathering and storing the oil and gas. More specifically, development costs, including depreciation and applicable operating costs of support equipment and facilities and other costs of development activities, are costs incurred to: (i) Gain access to and prepare well locations for drilling, including surveying well locations for the purpose of determining specific development drilling sites, clearing ground, draining, road building, and relocating public roads, gas lines, and power lines, to the extent necessary in developing the proved reserves. (ii) Drill and equip development wells, development-type stratigraphic test wells, and service wells, including the costs of platforms and of well equipment such as casing, tubing, pumping equipment, and the wellhead assembly.

DEFINITIONS OF OIL AND GAS RESERVES Adapted from U.S. Securities and Exchange Commission Regulation S-X Section 210.4-10(a) Definitions - Page 2 of 6 (iii) Acquire, construct, and install production facilities such as lease flow lines, separators, treaters, heaters, manifolds, measuring devices, and production storage tanks, natural gas cycling and processing plants, and central utility and waste disposal systems. (iv) Provide improved recovery systems. (8) Development project. A development project is the means by which petroleum resources are brought to the status of economically producible. As examples, the development of a single reservoir or field, an incremental development in a producing field, or the integrated development of a group of several fields and associated facilities with a common ownership may constitute a development project. (9) Development well. A well drilled within the proved area of an oil or gas reservoir to the depth of a stratigraphic horizon known to be productive. (10) Economically producible. The term economically producible, as it relates to a resource, means a resource which generates revenue that exceeds, or is reasonably expected to exceed, the costs of the operation. The value of the products that generate revenue shall be determined at the terminal point of oil and gas producing activities as defined in paragraph (a)(16) of this section. (11) Estimated ultimate recovery (EUR). Estimated ultimate recovery is the sum of reserves remaining as of a given date and cumulative production as of that date. (12) Exploration costs. Costs incurred in identifying areas that may warrant examination and in examining specific areas that are considered to have prospects of containing oil and gas reserves, including costs of drilling exploratory wells and exploratory- type stratigraphic test wells. Exploration costs may be incurred both before acquiring the related property (sometimes referred to in part as prospecting costs) and after acquiring the property. Principal types of exploration costs, which include depreciation and applicable operating costs of support equipment and facilities and other costs of exploration activities, are: (i) Costs of topographical, geographical and geophysical studies, rights of access to properties to conduct those studies, and salaries and other expenses of geologists, geophysical crews, and others conducting those studies. Collectively, these are sometimes referred to as geological and geophysical or "G&G" costs. (ii) Costs of carrying and retaining undeveloped properties, such as delay rentals, ad valorem taxes on properties, legal costs for title defense, and the maintenance of land and lease records. (iii) Dry hole contributions and bottom hole contributions. (iv) Costs of drilling and equipping exploratory wells. (v) Costs of drilling exploratory-type stratigraphic test wells. (13) Exploratory well. An exploratory well is a well drilled to find a new field or to find a new reservoir in a field previously found to be productive of oil or gas in another reservoir. Generally, an exploratory well is any well that is not a development well, an extension well, a service well, or a stratigraphic test well as those items are defined in this section. (14) Extension well. An extension well is a well drilled to extend the limits of a known reservoir. (15) Field. An area consisting of a single reservoir or multiple reservoirs all grouped on or related to the same individual geological structural feature and/or stratigraphic condition. There may be two or more reservoirs in a field which are separated vertically by intervening impervious strata, or laterally by local geologic barriers, or by both. Reservoirs that are associated by being in overlapping or adjacent fields may be treated as a single or common operational field. The geological terms "structural feature" and "stratigraphic condition" are intended to identify localized geological features as opposed to the broader terms of basins, trends, provinces, plays, areas-of-interest, etc. (16) Oil and gas producing activities. (i) Oil and gas producing activities include: (A) The search for crude oil, including condensate and natural gas liquids, or natural gas ("oil and gas") in their natural states and original locations; (B) The acquisition of property rights or properties for the purpose of further exploration or for the purpose of removing the oil or gas from such properties; (C) The construction, drilling, and production activities necessary to retrieve oil and gas from their natural reservoirs, including the acquisition, construction, installation, and maintenance of field gathering and storage systems, such as: (1) Lifting the oil and gas to the surface; and (2) Gathering, treating, and field processing (as in the case of processing gas to extract liquid hydrocarbons); and

DEFINITIONS OF OIL AND GAS RESERVES Adapted from U.S. Securities and Exchange Commission Regulation S-X Section 210.4-10(a) Definitions - Page 3 of 6 (D) Extraction of saleable hydrocarbons, in the solid, liquid, or gaseous state, from oil sands, shale, coalbeds, or other nonrenewable natural resources which are intended to be upgraded into synthetic oil or gas, and activities undertaken with a view to such extraction. Instruction 1 to paragraph (a)(16)(i): The oil and gas production function shall be regarded as ending at a "terminal point", which is the outlet valve on the lease or field storage tank. If unusual physical or operational circumstances exist, it may be appropriate to regard the terminal point for the production function as: a. The first point at which oil, gas, or gas liquids, natural or synthetic, are delivered to a main pipeline, a common carrier, a refinery, or a marine terminal; and b. In the case of natural resources that are intended to be upgraded into synthetic oil or gas, if those natural resources are delivered to a purchaser prior to upgrading, the first point at which the natural resources are delivered to a main pipeline, a common carrier, a refinery, a marine terminal, or a facility which upgrades such natural resources into synthetic oil or gas. Instruction 2 to paragraph (a)(16)(i): For purposes of this paragraph (a)(16), the term saleable hydrocarbons means hydrocarbons that are saleable in the state in which the hydrocarbons are delivered. (ii) Oil and gas producing activities do not include: (A) Transporting, refining, or marketing oil and gas; (B) Processing of produced oil, gas, or natural resources that can be upgraded into synthetic oil or gas by a registrant that does not have the legal right to produce or a revenue interest in such production; (C) Activities relating to the production of natural resources other than oil, gas, or natural resources from which synthetic oil and gas can be extracted; or (D) Production of geothermal steam. (17) Possible reserves. Possible reserves are those additional reserves that are less certain to be recovered than probable reserves. (i) When deterministic methods are used, the total quantities ultimately recovered from a project have a low probability of exceeding proved plus probable plus possible reserves. When probabilistic methods are used, there should be at least a 10% probability that the total quantities ultimately recovered will equal or exceed the proved plus probable plus possible reserves estimates. (ii) Possible reserves may be assigned to areas of a reservoir adjacent to probable reserves where data control and interpretations of available data are progressively less certain. Frequently, this will be in areas where geoscience and engineering data are unable to define clearly the area and vertical limits of commercial production from the reservoir by a defined project. (iii) Possible reserves also include incremental quantities associated with a greater percentage recovery of the hydrocarbons in place than the recovery quantities assumed for probable reserves. (iv) The proved plus probable and proved plus probable plus possible reserves estimates must be based on reasonable alternative technical and commercial interpretations within the reservoir or subject project that are clearly documented, including comparisons to results in successful similar projects. (v) Possible reserves may be assigned where geoscience and engineering data identify directly adjacent portions of a reservoir within the same accumulation that may be separated from proved areas by faults with displacement less than formation thickness or other geological discontinuities and that have not been penetrated by a wellbore, and the registrant believes that such adjacent portions are in communication with the known (proved) reservoir. Possible reserves may be assigned to areas that are structurally higher or lower than the proved area if these areas are in communication with the proved reservoir. (vi) Pursuant to paragraph (a)(22)(iii) of this section, where direct observation has defined a highest known oil (HKO) elevation and the potential exists for an associated gas cap, proved oil reserves should be assigned in the structurally higher portions of the reservoir above the HKO only if the higher contact can be established with reasonable certainty through reliable technology. Portions of the reservoir that do not meet this reasonable certainty criterion may be assigned as probable and possible oil or gas based on reservoir fluid properties and pressure gradient interpretations. (18) Probable reserves. Probable reserves are those additional reserves that are less certain to be recovered than proved reserves but which, together with proved reserves, are as likely as not to be recovered. (i) When deterministic methods are used, it is as likely as not that actual remaining quantities recovered will exceed the sum of estimated proved plus probable reserves. When probabilistic methods are used, there should be at least a 50% probability that the actual quantities recovered will equal or exceed the proved plus probable reserves estimates.

DEFINITIONS OF OIL AND GAS RESERVES Adapted from U.S. Securities and Exchange Commission Regulation S-X Section 210.4-10(a) Definitions - Page 4 of 6 (ii) Probable reserves may be assigned to areas of a reservoir adjacent to proved reserves where data control or interpretations of available data are less certain, even if the interpreted reservoir continuity of structure or productivity does not meet the reasonable certainty criterion. Probable reserves may be assigned to areas that are structurally higher than the proved area if these areas are in communication with the proved reservoir. (iii) Probable reserves estimates also include potential incremental quantities associated with a greater percentage recovery of the hydrocarbons in place than assumed for proved reserves. (iv) See also guidelines in paragraphs (a)(17)(iv) and (a)(17)(vi) of this section. (19) Probabilistic estimate. The method of estimation of reserves or resources is called probabilistic when the full range of values that could reasonably occur for each unknown parameter (from the geoscience and engineering data) is used to generate a full range of possible outcomes and their associated probabilities of occurrence. (20) Production costs. (i) Costs incurred to operate and maintain wells and related equipment and facilities, including depreciation and applicable operating costs of support equipment and facilities and other costs of operating and maintaining those wells and related equipment and facilities. They become part of the cost of oil and gas produced. Examples of production costs (sometimes called lifting costs) are: (A) Costs of labor to operate the wells and related equipment and facilities. (B) Repairs and maintenance. (C) Materials, supplies, and fuel consumed and supplies utilized in operating the wells and related equipment and facilities. (D) Property taxes and insurance applicable to proved properties and wells and related equipment and facilities. (E) Severance taxes. (ii) Some support equipment or facilities may serve two or more oil and gas producing activities and may also serve transportation, refining, and marketing activities. To the extent that the support equipment and facilities are used in oil and gas producing activities, their depreciation and applicable operating costs become exploration, development or production costs, as appropriate. Depreciation, depletion, and amortization of capitalized acquisition, exploration, and development costs are not production costs but also become part of the cost of oil and gas produced along with production (lifting) costs identified above. (21) Proved area. The part of a property to which proved reserves have been specifically attributed. (22) Proved oil and gas reserves. Proved oil and gas reserves are those quantities of oil and gas, which, by analysis of geoscience and engineering data, can be estimated with reasonable certainty to be economically producible—from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, and government regulations—prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within a reasonable time. (i) The area of the reservoir considered as proved includes: (A) The area identified by drilling and limited by fluid contacts, if any, and (B) Adjacent undrilled portions of the reservoir that can, with reasonable certainty, be judged to be continuous with it and to contain economically producible oil or gas on the basis of available geoscience and engineering data. (ii) In the absence of data on fluid contacts, proved quantities in a reservoir are limited by the lowest known hydrocarbons (LKH) as seen in a well penetration unless geoscience, engineering, or performance data and reliable technology establishes a lower contact with reasonable certainty. (iii) Where direct observation from well penetrations has defined a highest known oil (HKO) elevation and the potential exists for an associated gas cap, proved oil reserves may be assigned in the structurally higher portions of the reservoir only if geoscience, engineering, or performance data and reliable technology establish the higher contact with reasonable certainty. (iv) Reserves which can be produced economically through application of improved recovery techniques (including, but not limited to, fluid injection) are included in the proved classification when: (A) Successful testing by a pilot project in an area of the reservoir with properties no more favorable than in the reservoir as a whole, the operation of an installed program in the reservoir or an analogous reservoir, or other evidence using reliable technology establishes the reasonable certainty of the engineering analysis on which the project or program was based; and

DEFINITIONS OF OIL AND GAS RESERVES Adapted from U.S. Securities and Exchange Commission Regulation S-X Section 210.4-10(a) Definitions - Page 5 of 6 (B) The project has been approved for development by all necessary parties and entities, including governmental entities. (v) Existing economic conditions include prices and costs at which economic producibility from a reservoir is to be determined. The price shall be the average price during the 12-month period prior to the ending date of the period covered by the report, determined as an unweighted arithmetic average of the first-day-of-the-month price for each month within such period, unless prices are defined by contractual arrangements, excluding escalations based upon future conditions. (23) Proved properties. Properties with proved reserves. (24) Reasonable certainty. If deterministic methods are used, reasonable certainty means a high degree of confidence that the quantities will be recovered. If probabilistic methods are used, there should be at least a 90% probability that the quantities actually recovered will equal or exceed the estimate. A high degree of confidence exists if the quantity is much more likely to be achieved than not, and, as changes due to increased availability of geoscience (geological, geophysical, and geochemical), engineering, and economic data are made to estimated ultimate recovery (EUR) with time, reasonably certain EUR is much more likely to increase or remain constant than to decrease. (25) Reliable technology. Reliable technology is a grouping of one or more technologies (including computational methods) that has been field tested and has been demonstrated to provide reasonably certain results with consistency and repeatability in the formation being evaluated or in an analogous formation. (26) Reserves. Reserves are estimated remaining quantities of oil and gas and related substances anticipated to be economically producible, as of a given date, by application of development projects to known accumulations. In addition, there must exist, or there must be a reasonable expectation that there will exist, the legal right to produce or a revenue interest in the production, installed means of delivering oil and gas or related substances to market, and all permits and financing required to implement the project. Note to paragraph (a)(26): Reserves should not be assigned to adjacent reservoirs isolated by major, potentially sealing, faults until those reservoirs are penetrated and evaluated as economically producible. Reserves should not be assigned to areas that are clearly separated from a known accumulation by a non-productive reservoir (i.e., absence of reservoir, structurally low reservoir, or negative test results). Such areas may contain prospective resources (i.e., potentially recoverable resources from undiscovered accumulations). Excerpted from the FASB Accounting Standards Codification Topic 932, Extractive Activities—Oil and Gas: 932-235-50-30 A standardized measure of discounted future net cash flows relating to an entity's interests in both of the following shall be disclosed as of the end of the year: a. Proved oil and gas reserves (see paragraphs 932-235-50-3 through 50-11B) b. Oil and gas subject to purchase under long-term supply, purchase, or similar agreements and contracts in which the entity participates in the operation of the properties on which the oil or gas is located or otherwise serves as the producer of those reserves (see paragraph 932-235-50-7). The standardized measure of discounted future net cash flows relating to those two types of interests in reserves may be combined for reporting purposes. 932-235-50-31 All of the following information shall be disclosed in the aggregate and for each geographic area for which reserve quantities are disclosed in accordance with paragraphs 932-235-50-3 through 50-11B: a. Future cash inflows. These shall be computed by applying prices used in estimating the entity's proved oil and gas reserves to the year-end quantities of those reserves. Future price changes shall be considered only to the extent provided by contractual arrangements in existence at year-end. b. Future development and production costs. These costs shall be computed by estimating the expenditures to be incurred in developing and producing the proved oil and gas reserves at the end of the year, based on year-end costs and assuming continuation of existing economic conditions. If estimated development expenditures are significant, they shall be presented separately from estimated production costs. c. Future income tax expenses. These expenses shall be computed by applying the appropriate year-end statutory tax rates, with consideration of future tax rates already legislated, to the future pretax net cash flows relating to the entity's proved oil and gas reserves, less the tax basis of the properties involved. The future income tax expenses shall give effect to tax deductions and tax credits and allowances relating to the entity's proved oil and gas reserves. d. Future net cash flows. These amounts are the result of subtracting future development and production costs and future income tax expenses from future cash inflows.

DEFINITIONS OF OIL AND GAS RESERVES Adapted from U.S. Securities and Exchange Commission Regulation S-X Section 210.4-10(a) Definitions - Page 6 of 6 e. Discount. This amount shall be derived from using a discount rate of 10 percent a year to reflect the timing of the future net cash flows relating to proved oil and gas reserves. f. Standardized measure of discounted future net cash flows. This amount is the future net cash flows less the computed discount. (27) Reservoir. A porous and permeable underground formation containing a natural accumulation of producible oil and/or gas that is confined by impermeable rock or water barriers and is individual and separate from other reservoirs. (28) Resources. Resources are quantities of oil and gas estimated to exist in naturally occurring accumulations. A portion of the resources may be estimated to be recoverable, and another portion may be considered to be unrecoverable. Resources include both discovered and undiscovered accumulations. (29) Service well. A well drilled or completed for the purpose of supporting production in an existing field. Specific purposes of service wells include gas injection, water injection, steam injection, air injection, salt-water disposal, water supply for injection, observation, or injection for in-situ combustion. (30) Stratigraphic test well. A stratigraphic test well is a drilling effort, geologically directed, to obtain information pertaining to a specific geologic condition. Such wells customarily are drilled without the intent of being completed for hydrocarbon production. The classification also includes tests identified as core tests and all types of expendable holes related to hydrocarbon exploration. Stratigraphic tests are classified as "exploratory type" if not drilled in a known area or "development type" if drilled in a known area. (31) Undeveloped oil and gas reserves. Undeveloped oil and gas reserves are reserves of any category that are expected to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for recompletion. (i) Reserves on undrilled acreage shall be limited to those directly offsetting development spacing areas that are reasonably certain of production when drilled, unless evidence using reliable technology exists that establishes reasonable certainty of economic producibility at greater distances. (ii) Undrilled locations can be classified as having undeveloped reserves only if a development plan has been adopted indicating that they are scheduled to be drilled within five years, unless the specific circumstances, justify a longer time. From the SEC's Compliance and Disclosure Interpretations (October 26, 2009): Although several types of projects — such as constructing offshore platforms and development in urban areas, remote locations or environmentally sensitive locations — by their nature customarily take a longer time to develop and therefore often do justify longer time periods, this determination must always take into consideration all of the facts and circumstances. No particular type of project per se justifies a longer time period, and any extension beyond five years should be the exception, and not the rule. Factors that a company should consider in determining whether or not circumstances justify recognizing reserves even though development may extend past five years include, but are not limited to, the following:  The company's level of ongoing significant development activities in the area to be developed (for example, drilling only the minimum number of wells necessary to maintain the lease generally would not constitute significant development activities);  The company's historical record at completing development of comparable long-term projects;  The amount of time in which the company has maintained the leases, or booked the reserves, without significant development activities;  The extent to which the company has followed a previously adopted development plan (for example, if a company has changed its development plan several times without taking significant steps to implement any of those plans, recognizing proved undeveloped reserves typically would not be appropriate); and  The extent to which delays in development are caused by external factors related to the physical operating environment (for example, restrictions on development on Federal lands, but not obtaining government permits), rather than by internal factors (for example, shifting resources to develop properties with higher priority). (iii) Under no circumstances shall estimates for undeveloped reserves be attributable to any acreage for which an application of fluid injection or other improved recovery technique is contemplated, unless such techniques have been proved effective by actual projects in the same reservoir or an analogous reservoir, as defined in paragraph (a)(2) of this section, or by other evidence using reliable technology establishing reasonable certainty. (32) Unproved properties. Properties with no proved reserves.

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Cover - USD ($)

12 Months Ended

Dec. 31, 2023

Feb. 20, 2024

Jun. 30, 2023

Document Type

10-K

Document Annual Report

true

Document Period End Date

Dec. 31, 2023

Current Fiscal Year End Date

--12-31

Document Transition Report

false

Entity File Number

001-38477

Entity Registrant Name

BIGLARI HOLDINGS INC.

Entity Incorporation, State or Country Code

IN

Entity Tax Identification Number

82-3784946

Entity Address, Address Line One

19100 Ridgewood Parkway,

Entity Address, Address Line Two

Suite 1200

Entity Address, City or Town

San Antonio,

Entity Address, State or Province

TX

Entity Address, Postal Zip Code

78259

City Area Code

210

Local Phone Number

344-3400

Entity Well-known Seasoned Issuer

No

Entity Voluntary Filers

No

Entity Current Reporting Status

Yes

Entity Interactive Data Current

Yes

Entity Filer Category

Accelerated Filer

Entity Small Business

true

Entity Emerging Growth Company

false

ICFR Auditor Attestation Flag

true

Document Financial Statement Error Correction [Flag]

false

Entity Shell Company

false

Entity Public Float

$ 201,503,586

Documents Incorporated by Reference

Portions of the Registrant’s definitive Proxy Statement to be filed for its 2024 Annual Meeting of Shareholders are incorporated by reference into Part III of this Form 10-K.

Entity Central Index Key

0001726173

Amendment Flag

false

Document Fiscal Period Focus

FY

Document Fiscal Year Focus

2023

Common Class A

Title of 12(b) Security

Class A Common Stock, no par value

Trading Symbol

BH.A

Security Exchange Name

NYSE

Entity Common Stock, Shares Outstanding

206,864

Common Class B

Title of 12(b) Security

Class B Common Stock, no par value

Trading Symbol

BH

Security Exchange Name

NYSE

Entity Common Stock, Shares Outstanding

2,068,640

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Audit Information	12 Months Ended
	Dec. 31, 2023
Audit Information [Abstract]
Auditor Name	DELOITTE & TOUCHE LLP
Auditor Location	Austin, Texas
Auditor Firm ID	34

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CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 28,066	$ 37,467
Investments	91,879	69,466
Receivables	22,241	29,375
Inventories	2,980	3,851
Other current assets	7,385	10,495
Total current assets	152,551	150,654
Property and equipment	380,491	400,725
Operating lease assets	32,215	34,739
Goodwill	53,530	53,513
Other intangible assets	23,230	23,037
Investment partnerships	199,103	155,794
Other assets	8,302	10,012
Total assets	849,422	828,474
Current liabilities:
Accounts payable and accrued expenses	66,743	78,616
Loss and loss adjustment expenses	15,168	16,805
Unearned premiums	14,334	12,495
Current portion of lease obligations	14,855	16,981
Line of credit	0	10,000
Total current liabilities	111,100	134,897
Lease obligations	86,389	91,844
Deferred taxes	37,939	31,343
Asset retirement obligations	14,316	14,068
Other liabilities	348	754
Total liabilities	250,092	272,906
Shareholders’ equity
Common stock	1,138	1,138
Additional paid-in capital	385,594	381,788
Retained earnings	631,458	576,510
Accumulated other comprehensive loss	(2,518)	(2,790)
Treasury stock, at cost	(416,342)	(409,680)
Biglari Holdings Inc. shareholders’ equity	599,330	546,966
Noncontrolling interests	0	8,602
Total shareholders’ equity	599,330	555,568
Total liabilities and shareholders’ equity	$ 849,422	$ 828,474

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CONSOLIDATED STATEMENTS OF EARNINGS - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Revenue
Total revenue		$ 365,318	$ 368,231	$ 366,106
Cost and expenses
Restaurant cost of sales		137,986	140,264	167,491
Insurance losses and underwriting expenses		52,771	54,648	43,094
Oil and gas production costs		17,365	17,842	10,470
Licensing and media costs		1,840	2,695	2,275
Selling, general and administrative		77,002	70,608	76,018
Gain on sale of oil and gas properties		(13,563)	0	0
Impairments		3,947	3,520	4,635
Depreciation, depletion, and amortization		38,979	36,443	30,050
Interest expense on leases		5,114	5,493	6,039
Interest expense on debt		681	399	1,121
Total cost and expenses		322,122	331,912	341,193
Other income (expenses)
Investment gains (losses)		2,211	(3,393)	6,401
Investment partnership gains (losses)		19,440	(75,953)	10,953
Total other income (expenses)		21,651	(79,346)	17,354
Earnings (loss) before income taxes		64,847	(43,027)	42,267
Income tax expense (benefit)		9,308	(10,722)	6,789
Net earnings (loss)		55,539	(32,305)	35,478
Earnings (loss) attributable to noncontrolling interest		591	(287)	0
Net earnings (loss) attributable to Biglari Holdings Inc. shareholders		$ 54,948	$ (32,018)	$ 35,478
Earnings Per Share [Abstract]
Net earnings (loss) per equivalent Class share, diluted (in dollars per share)	[1]	$ 189.49	$ (107.43)	$ 111.83
Restaurant operations
Revenue
Total revenue		$ 250,857	$ 241,568	$ 271,290
Insurance premiums and other
Revenue
Total revenue		67,272	64,540	58,609
Oil and gas
Revenue
Total revenue		45,071	57,546	33,004
Licensing and media
Revenue
Total revenue		$ 2,118	$ 4,577	$ 3,203
Common Class A
Earnings Per Share [Abstract]
Net earnings (loss) per equivalent Class share, basic (in dollars per share)	[1]	$ 189.49	$ (107.43)	$ 111.83

[1] * Net earnings (loss) per equivalent Class B share outstanding are one-fifth of the equivalent Class A share or $37.90 for 2023, $(21.49) for 2022, and $22.37 for 2021.

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CONSOLIDATED STATEMENTS OF EARNINGS (Parenthetical)		12 Months Ended
		Dec. 31, 2023 $ / shares	Dec. 31, 2022 $ / shares	Dec. 31, 2021 $ / shares
Net earnings (loss) per equivalent Class B share, diluted (in dollars per share)	[1]	$ 189.49	$ (107.43)	$ 111.83
Common Class B
Net earnings (loss) per equivalent Class B share, basic (in dollars per share)		37.90	(21.49)	22.37
Net earnings (loss) per equivalent Class B share, diluted (in dollars per share)		$ 37.90	$ (21.49)	$ 22.37
Earnings (loss) per share, equivalent ratio		0.2	0.2	0.2

[1] * Net earnings (loss) per equivalent Class B share outstanding are one-fifth of the equivalent Class A share or $37.90 for 2023, $(21.49) for 2022, and $22.37 for 2021.

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Statement of Other Comprehensive Income [Abstract]
Net earnings (loss)	$ 55,539	$ (32,305)	$ 35,478
Foreign currency translation	272	(883)	(376)
Comprehensive income	55,811	(33,188)	35,102
Comprehensive income attributable to noncontrolling interest	591	(287)	0
Total comprehensive income attributable to Biglari Holdings Inc. shareholders	$ 55,220	$ (32,901)	$ 35,102

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating activities
Net earnings (loss)	$ 55,539	$ (32,305)	$ 35,478
Adjustments to reconcile net earnings (loss) to operating cash flows:
Depreciation and amortization	38,979	36,443	30,050
Provision for deferred income taxes	6,567	(15,582)	5,269
Asset impairments	3,947	3,520	4,772
Gains on sale of assets	(21,241)	(1,578)	(25)
Investment (gains) losses	(2,211)	3,393	(6,214)
Investment partnership (gains) losses	(19,440)	75,953	(10,953)
Distributions from investment partnerships	14,500	70,700	180,170
Changes in receivables and inventories	5,783	3,339	(9,324)
Changes in other assets	2,810	8,523	136
Changes in accounts payable and accrued expenses	(12,231)	(24,581)	(592)
Net cash provided by operating activities	73,002	127,825	228,767
Investing activities
Capital expenditures	(23,405)	(29,746)	(64,549)
Proceeds from property and equipment disposals	24,627	5,318	10,101
Acquisition of business, net of cash acquired	0	(58,274)	0
Purchases of noncontrolling interests	(5,387)	0	0
Purchases of interests in limited partnerships	(45,030)	(48,569)	(12,300)
Purchases of investments	(107,866)	(134,451)	(110,199)
Sales of investments and redemptions of fixed maturity securities	90,981	129,117	118,422
Net cash used in investing activities	(66,080)	(136,605)	(58,525)
Financing activities
Payments on line of credit	(41,600)	(20,000)	0
Proceeds from line of credit	31,600	30,000	0
Principal payments on long-term debt	0	0	(149,952)
Principal payments on direct financing lease obligations	(6,132)	(6,140)	(6,205)
Net cash provided by (used in) financing activities	(16,132)	3,860	(156,157)
Effect of exchange rate changes on cash	59	38	(64)
Increase (decrease) in cash, cash equivalents, and restricted cash	(9,151)	(4,882)	14,021
Cash, cash equivalents, and restricted cash at beginning of period	38,805	43,687	29,666
Cash, cash equivalents, and restricted cash at end of period	29,654	38,805	43,687
Cash and cash equivalents	28,066	37,467	42,349
Restricted cash included in other long-term assets	1,588	1,338	1,338
Cash, cash equivalents, and restricted cash at end of period	$ 29,654	$ 38,805	$ 43,687

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CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid- In Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Treasury Stock	Non-controlling interest
Beginning balance at Dec. 31, 2020	$ 564,828	$ 1,138	$ 381,788	$ 573,050	$ (1,531)	$ (389,617)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings (loss)	35,478			35,478
Other comprehensive income, net	(376)				(376)
Adjustment for holdings in investment partnerships	(12,234)					(12,234)
Ending balance at Dec. 31, 2021	587,696	1,138	381,788	608,528	(1,907)	(401,851)	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings (loss)	(32,305)			(32,018)			(287)
Other comprehensive income, net	(883)				(883)
Adjustment for holdings in investment partnerships	(7,829)					(7,829)
Transactions with noncontrolling interests	8,889						8,889
Ending balance at Dec. 31, 2022	555,568	1,138	381,788	576,510	(2,790)	(409,680)	8,602
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings (loss)	55,539			54,948			591
Other comprehensive income, net	272				272
Adjustment for holdings in investment partnerships	(6,662)					(6,662)
Purchases of noncontrolling interests	(5,387)		3,806				(9,193)
Ending balance at Dec. 31, 2023	$ 599,330	$ 1,138	$ 385,594	$ 631,458	$ (2,518)	$ (416,342)	$ 0

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Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Description of Business

Biglari Holdings Inc. is a holding company owning subsidiaries engaged in a number of diverse business activities, including property and casualty insurance, licensing and media, restaurants, and oil and gas. The Company’s largest operating subsidiaries are involved in the franchising and operating of restaurants. Biglari Holdings is founded and led by Sardar Biglari, Chairman and Chief Executive Officer of the Company.

Biglari Holdings’ management system combines decentralized operations with centralized financial decision-making. Operating decisions for the various business units are made by their respective managers. All major investment and capital allocation decisions are made for the Company and its subsidiaries by Mr. Biglari.

As of December 31, 2023, Mr. Biglari beneficially owns shares of the Company that represent approximately 66.8% of the economic interest and approximately 71.0% of the voting interest.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, including Steak n Shake Inc., Western Sizzlin Corporation, First Guard Insurance Company, Maxim Inc., Southern Pioneer Property & Casualty Insurance Company, Southern Oil Company, and Abraxas Petroleum Corporation. Intercompany accounts and transactions have been eliminated in consolidation.

Cash, Cash Equivalents, and Restricted Cash

Cash equivalents primarily consist of U.S. Government securities and money market accounts, all of which have original maturities of three months or less. Cash equivalents are carried at fair value. The statement of cash flows includes restricted cash with cash and cash equivalents.

Investments

We classify investments in fixed maturity securities at the acquisition date as either available-for-sale or held-to-maturity and re-evaluate the classification at each balance sheet date. Securities classified as held-to-maturity are carried at amortized cost, reflecting the ability and intent to hold the securities to maturity. As of December 31, 2023 and 2022, all investments were classified as available-for-sale and carried at fair value with net unrealized gains or losses reported in the statements of earnings. Realized gains and losses on disposals of investments are determined by the specific identification of the cost of investments sold. Dividends earned on investments are reported as investment income by our insurance companies. We consider investment income as a component of our aggregate insurance operating results. However, we consider investment gains and losses, whether realized or unrealized, as non-operating.

Investment Partnerships

The Company holds a limited interest in The Lion Fund, L.P., and The Lion Fund II, L.P. (collectively the “investment partnerships”). Biglari Capital Corp. (“Biglari Capital”), an entity solely owned by Mr. Biglari, is the general partner of the investment partnerships. Our interests in the investment partnerships are accounted as equity method investments because of our retained limited partner interests. The Company records investment partnership gains (inclusive of the investment partnerships’ unrealized gains and losses on their securities) as a component of other income based on our proportional ownership interest in the partnerships. The investment partnerships are, for purposes of generally accepted accounting principles (“GAAP”), investment companies under the AICPA Audit and Accounting Guide Investment Companies.

Concentration of Equity Price Risk

The majority of our investments are conducted through investment partnerships that generally hold common stocks. We also hold marketable securities directly. We concentrate a high percentage of the investments in a small number of equity securities. A significant decline in the general stock market or in the prices of our major investments may have a materially adverse effect on our earnings and on consolidated shareholders’ equity.

Receivables

Our accounts receivable balance consists primarily of franchisee, customer, and other receivables. We carry our accounts receivable at cost less an allowance for doubtful accounts, which is based on a history of past write-offs and collections and current credit conditions. Allowance for doubtful accounts was $2,546 and $1,151 at December 31, 2023 and 2022, respectively.

Inventories

Inventories are valued at the lower of cost (first-in, first-out method) or market, and consist primarily of restaurant food items and supply inventory.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are recognized on the straight-line method over the estimated useful lives of the assets (10 to 30 years for buildings and land improvements, and 3 to 10 years for equipment). Leasehold improvements are amortized on the straight-line method over the shorter of the estimated useful lives of the improvements or the term of the related leases. Interest costs associated with the construction of new restaurants are capitalized. Major improvements are also capitalized, while repairs and maintenance are expensed as incurred. We review our long-lived restaurant assets whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For purposes of this assessment, assets are evaluated at the lowest level for which there are identifiable cash flows, which is generally at the individual restaurant level. Assets included in the impairment assessment generally consist of property, equipment, and leasehold improvements directly associated with an individual restaurant as well as any related finance or operating lease assets. If the future undiscounted cash flows of an asset are less than the recorded value, an impairment is recorded for the difference between the carrying value and the estimated fair value of the asset.

Oil and Gas Properties

The successful efforts method is used for crude oil and natural gas exploration and production activities. All costs for development wells, related plant and equipment, proved mineral interests in crude oil and natural gas properties, and related asset retirement obligation assets are capitalized. Costs of exploratory wells are capitalized pending determination of whether the wells found proved reserves. Costs of wells that are assigned proved reserves remain capitalized. Costs are also capitalized for exploratory wells that have found crude oil and natural gas reserves, even if the reserves cannot be classified as proved when the drilling is completed, provided the exploratory well has found a sufficient quantity of reserves to justify its completion as a producing well and the company is making sufficient progress assessing the reserves and the economic and operating viability of the project. All other exploratory wells and costs are expensed. We did not have any property acquisition or exploration activities during 2023, and our development costs were nominal.

Asset Retirement Obligations

Asset retirement obligations relate to future costs associated with the plugging and abandonment of oil and gas wells, the removal of equipment and facilities from leased acreage, and the return of such land to its original condition. The Company determines its asset retirement obligation amounts by calculating the present value of the estimated future cash outflows associated with its plug and abandonment obligations. The fair value of a liability for an asset retirement obligation is recorded in the period in which it is incurred, and the cost of such liability increases the carrying amount of the related long-lived asset by the same amount. The liability is accreted each period through charges to depreciation, depletion, and amortization expense, and the capitalized cost is depleted on a unit-of-production basis over the proved developed reserves of the related asset. If an asset retirement obligation is settled for an amount other than the recorded amount, a gain or loss is recognized.

Goodwill and Other Intangible Assets

Goodwill and indefinite life intangible assets are not amortized, but are tested for potential impairment on an annual basis using either a qualitative or quantitative approach, or more often if events or circumstances change that could cause goodwill or indefinite life intangible assets to become impaired. Other purchased intangible assets are amortized over their estimated useful lives, generally on a straight-line basis. We perform reviews for impairment of intangible assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss is recognized when

estimated future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying value. When an impairment is identified, we reduce the carrying value of the asset to its estimated fair value. During 2023, 2022 and 2021, no impairments were recorded to goodwill. During 2023, we recorded impairments to indefinite life intangible assets of $20. During 2022 and 2021, no impairments were recorded to other intangible assets. Refer to Note 8 for information regarding our goodwill and other intangible assets.

Dual Class Common Stock

The Company has two classes of common stock, designated Class A common stock and Class B common stock. Each Class A common share is entitled to one vote. Class B common stock possesses economic rights equal to one-fifth (1/5th) of such rights of Class A common stock; however, Class B common stock has no voting rights.

The following table presents shares authorized, issued, and outstanding.

	December 31, 2023		December 31, 2022		December 31, 2021
	Class A	Class B	Class A	Class B	Class A	Class B
Common stock authorized	500,000	10,000,000	500,000	10,000,000	500,000	10,000,000
Common stock issued and outstanding	206,864	2,068,640	206,864	2,068,640	206,864	2,068,640

Earnings Per Share

Earnings per share of common stock is based on the weighted-average number of shares outstanding during the year. The shares of Company stock attributable to our limited partner interest in the investment partnerships — based on our proportional ownership during this period — are considered treasury stock on the consolidated balance sheet and thereby deemed not to be included in the calculation of weighted-average common shares outstanding. However, these shares are legally outstanding.

The Company has applied the “two-class method” of computing earnings per share as prescribed in Accounting Standards Codification (“ASC”) 260, “Earnings Per Share.” The equivalent Class A common stock applied for computing earnings per share excludes the proportional shares of Biglari Holdings’ stock held by the investment partnerships. In the tabulation below is the equivalent Class A common stock for earnings per share. There are no dilutive securities outstanding.

	2023	2022	2021
Equivalent Class A common stock outstanding	620,592	620,592	620,592
Proportional ownership of Company stock held by investment partnerships	330,606	322,561	303,341
Equivalent Class A common stock for earnings per share	289,986	298,031	317,251

Revenue Recognition

Restaurant operations

Restaurant operations revenues were disaggregated as follows.

	2023		2022		2021
Net sales	$	152,545	$	149,184	$	187,913
Franchise partner fees	72,552		63,853		55,641
Franchise royalties and fees	16,443		19,678		21,736
Other	9,317		8,853		6,000
	$	250,857	$	241,568	$	271,290

Net Sales

Net sales are composed of retail sales of food through company-operated stores. Company-operated store revenues are recognized, net of discounts and sales taxes, when our obligation to perform is satisfied at the point of sale. Sales taxes related to these sales are collected from customers and remitted to the appropriate taxing authority and are not reflected in the Company’s consolidated statements of earnings as revenue.

Franchise Partner Fees

Franchise partner fees are composed of up to 15% of sales as well as 50% of profits. We are therefore fully affected by the operating results of the business, unlike in a traditional franchising arrangement, where the franchisor obtains a royalty fee based on sales only. We generate the majority of our revenue from our share of the franchise partners’ profits. An initial franchise fee of ten thousand dollars is recognized when the operator becomes a franchise partner. The Company recognizes franchise partner fees monthly as underlying restaurant sales occur.

The Company leases or subleases property and equipment to franchisees under lease arrangements. Both real estate and equipment rental payments are charged to franchisees and are recognized in accordance with ASC 842, “Leases.” During the years ended 2023, 2022, and 2021, restaurant operations recognized $22,687, $20,426, and $15,483, respectively, in franchise partner fees related to rental income.

Franchise Royalties and Fees

Franchise royalties and fees from Steak n Shake and Western Sizzlin franchisees are based upon a percentage of sales of the franchise restaurant and are recognized as earned. Franchise royalties are billed on a monthly basis. Initial franchise fees when a new restaurant opens or at the start of a new franchise term are recorded as deferred revenue when received and recognized as revenue over the term of the franchise agreement.

During the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $1,207, $1,810, and $2,033, respectively, in revenue related to initial franchise fees. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to franchise fees of $2,280 and $3,484, respectively. Restaurant operations expect to recognize approximately $443 of deferred revenue during 2024.

Our advertising arrangements with franchisees are reported in franchise royalties and fees. During the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $4,479, $6,386, and $6,829, respectively, in revenue related to franchisee advertising fees. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to franchisee advertising fees of $1,945 and $2,748, respectively. Restaurant operations expect to recognize approximately $1,556 of deferred revenue during 2024.

Other Revenue

Restaurant operations sells gift cards to customers which can be redeemed for retail food sales within our stores. Gift cards are recorded as deferred revenue when issued and are subsequently recorded as net sales upon redemption. Restaurant operations estimates breakage related to gift cards when the likelihood of redemption is remote. This estimate utilizes historical trends based on the vintage of the gift card. Breakage on gift cards is recorded as other revenue in proportion to the rate of gift card redemptions by vintage. 

For the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $5,276, $5,395, and $5,903, respectively, of revenue from gift card redemptions. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to unredeemed gift cards of $5,144 and $9,279, respectively. Restaurant operations expect to recognize approximately $2,500 of deferred revenue during 2024.

Insurance Premiums and Commissions 

Insurance premiums are earned over the terms of the related policies. Expenses incurred in connection with acquiring new insurance business, including acquisition costs, are charged to operations as incurred. Premiums earned are stated net of amounts ceded to reinsurer.

Oil and Gas

Revenues are derived from the sale of produced oil and natural gas. Revenue is recognized when the performance obligation is satisfied, which typically occurs at the point in time when control of the product transfers to the customer. Payment is due within 30 days of delivery.

Licensing Revenue and Other

Licensing revenue is recognized when earned. We derive value and revenues from intellectual property assets through a range of licensing and business activities, including licensing and syndication of our trademarks and copyrights in the United States and internationally. Magazine subscription and advertising revenues are recognized at the magazine cover date. The unearned portion of magazine subscriptions is deferred until the magazine’s cover date, at which time a proportionate share of the gross subscription price is recognized as revenue.

Restaurant Cost of Sales

Cost of sales includes the cost of food, restaurant operating costs, and restaurant occupancy costs. Cost of sales excludes depreciation and amortization, which is presented as a separate line item on the consolidated statement of earnings.

Insurance Losses and Underwriting Expenses

Liabilities for estimated unpaid losses and loss adjustment expenses with respect to claims occurring on or before the balance sheet date are established under insurance contracts issued by our insurance subsidiaries. Such estimates include provisions for reported claims or case estimates, provisions for incurred but not reported claims, and legal and administrative costs to settle claims. The estimates of unpaid losses and amounts recoverable under reinsurance are established and continually reviewed by using a variety of actuarial, statistical, and analytical techniques. Reinsurance contracts do not relieve the ceding company of its obligations to indemnify policyholders with respect to the underlying insurance contracts.

Oil and Gas Production Costs

Oil and gas production costs are costs incurred to operate and maintain wells and related equipment and facilities, including lease operating expenses and production taxes.

Marketing Expense

Advertising costs are charged to expense at the later of the date the expenditure is incurred or the date the promotional item is first communicated. Marketing expense is included in selling, general and administrative expenses in the consolidated statement of earnings.

Savings Plans

Several of our subsidiaries also sponsor defined contribution retirement plans, such as 401(k) or profit-sharing plans. Employee contributions to the plans are subject to regulatory limitations and the specific plan provisions. Some of the plans allow for discretionary contributions as determined by management. Employer contributions expensed with respect to these plans were not material.

Foreign Currency Translation

The Company has certain subsidiaries located in foreign jurisdictions. For subsidiaries whose functional currency is other than the U.S. dollar, the translation of functional currency statements to U.S. dollar statements uses end-of-period exchange rates for assets and liabilities, weighted-average exchange rates for revenue and expenses, and historical rates for equity. The resulting currency translation adjustment is recorded in accumulated other comprehensive income, as a component of equity.

Use of Estimates

Preparation of the consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from the estimates.

New Accounting Standards

In November 2023, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance to improve reportable segment disclosure requirements. The new guidance requires that public entities disclose additional information related to significant segment expenses regularly provided to the chief operating decision maker and other segment items. The guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. We are evaluating the impact of the new guidance on our disclosures.

In December 2023, the FASB issued authoritative guidance modifying the disclosure requirements for income tax. Notable changes in the new guidance include disaggregation of income tax information by jurisdiction and changes to the presentation of information for the reconciliation of effective tax rates. The guidance is effective for fiscal years beginning after December 15, 2024. We are evaluating the impact of the new guidance on our disclosures.

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Business Acquisitions

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Business Acquisitions

Business Acquisitions

On September 14, 2022, the Company purchased Preferred Shares of Abraxas Petroleum for $80,000. On October 26, 2022, the Company converted the Preferred Shares to 90% of the outstanding common stock of Abraxas Petroleum. On June 14, 2023, the remaining 10% of the outstanding common stock of Abraxas Petroleum was acquired for $5,387. We have concluded that Abraxas Petroleum is a consolidated entity and recorded noncontrolling interests attributable to the interest held by other shareholders. The Company used working capital including its line of credit to fund the purchase of the Preferred Shares. Abraxas Petroleum operates oil and natural gas properties in the Permian Basin. The Company’s financial results include the results of Abraxas Petroleum from the acquisition date.

The purchase price allocation is as follows.

	September 14, 2022
Cash and cash equivalents	$	21,726
Receivables and other assets	6,518
Property and equipment	75,400
Total identifiable assets acquired	103,644
Accounts payable and accrued expenses	(10,719)
Asset retirement obligations	(3,587)
Deferred taxes	(449)
Total liabilities assumed	(14,755)
Noncontrolling interest	(8,889)
Total consideration	$	80,000

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Investments

12 Months Ended

Dec. 31, 2023

Investments [Abstract]

Investments

Investments

Investments were $91,879 and $69,466 as of December 31, 2023 and 2022, respectively. We classify investments in fixed maturity securities at the acquisition date as available-for-sale. Realized gains and losses on disposals of investments are determined on a specific identification basis. Dividends earned on investments held by our insurance companies are reported as investment income. We consider investment income as a component of our aggregate insurance operating results. However, we consider investment gains and losses, whether realized or unrealized, as non-operating.

Investment gains in 2023 were $2,211. Investment losses in 2022 were $3,393. Investment gains were $6,401 in 2021, which includes a $5,047 gain on the sale of real estate.

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Investment Partnerships

12 Months Ended

Dec. 31, 2023

Investments [Abstract]

Investment Partnerships

Investment Partnerships

The Company reports on the limited partnership interests in investment partnerships under the equity method of accounting. We record our proportional share of equity in the investment partnerships but exclude Company common stock held by said partnerships. The Company’s pro-rata share of its common stock held by the investment partnerships is recorded as treasury stock even though these shares are legally outstanding. The Company records gains/losses from investment partnerships (inclusive of the investment partnerships’ unrealized gains and losses on their securities) in the consolidated statements of earnings based on our carrying value of these partnerships. The fair value is calculated net of the general partner’s accrued incentive fees. Gains and losses on Company common stock included in the earnings of these partnerships are eliminated because they are recorded as treasury stock. 

Biglari Capital Corp. is the general partner of the investment partnerships. Biglari Capital Corp. is solely owned by Mr. Biglari.

The fair value and adjustment for Company common stock held by the investment partnerships to determine the carrying value of our partnership interest are presented below.

	Fair Value		Company Common Stock		Carrying Value
Partnership interest at December 31, 2020	$	590,926	$	171,376	$	419,550
Investment partnership gains (losses)	51,145		40,192		10,953
Distributions (net of contributions)	(167,870)				(167,870)
Increase in proportionate share of Company stock held			12,234		(12,234)
Partnership interest at December 31, 2021	$	474,201	$	223,802	$	250,399
Investment partnership gains (losses)	(80,374)		(4,421)		(75,953)
Distributions (net of contributions)	(10,823)				(10,823)
Increase in proportionate share of Company stock held			7,829		(7,829)
Partnership interest at December 31, 2022	$	383,004	$	227,210	$	155,794
Investment partnership gains (losses)	59,238		39,797		19,441
Contributions (net of distributions)	30,530				30,530
Increase in proportionate share of Company stock held			6,662		(6,662)
Partnership interest at December 31, 2023	$	472,772	$	273,669	$	199,103

The carrying value of the investment partnerships net of deferred taxes is presented below.

	December 31,
	2023		2022
Carrying value of investment partnerships	$	199,103	$	155,794
Deferred tax liability related to investment partnerships	(27,896)		(23,643)
Carrying value of investment partnerships net of deferred taxes	$	171,207	$	132,151

Because of a transaction that occurred between The Lion Fund, L.P., and The Lion Fund II, L.P., in 2022, we expect that a majority of the $27,896 deferred tax liability enumerated above will not become due until the dissolution of the investment partnerships. In effect, the tax-basis cost increased for the common stock of certain unaffiliated securities held by the investment partnerships.

The Company’s proportionate share of Company stock held by the investment partnerships at cost was $416,342 and $409,680 at December 31, 2023 and 2022, respectively.

The carrying value of the partnership interest approximates fair value adjusted by the value of held Company stock. Fair value of our partnership interest is assessed according to our proportional ownership interest of the fair value of investments held by the investment partnerships. Unrealized gains and losses on marketable securities held by the investment partnerships affect our net earnings.

Gains/losses from investment partnerships recorded in the Company’s consolidated statements of earnings are presented below.

	2023		2022		2021
Gains (losses) from investment partnerships	$	19,440	$	(75,953)	$	10,953
Tax expense (benefit)	4,794		(18,992)		2,054
Contribution to net earnings	$	14,646	$	(56,961)	$	8,899

On December 31 of each year, the general partner of the investment partnerships, Biglari Capital, will earn an incentive reallocation fee for the Company’s investments equal to 25% of the net profits above an annual hurdle rate of 6% over the previous high-water mark. Our policy is to accrue an estimated incentive fee throughout the year. An incentive reallocation from Biglari Holdings to Biglari Capital would include gains on the Company’s common stock. Gains and losses on the Company’s common stock and the related incentive reallocations are eliminated in our financial statements.

There were no incentive reallocations from Biglari Holdings to Biglari Capital during 2023, 2022, or 2021.

Summarized financial information for The Lion Fund, L.P. and The Lion Fund II, L.P., is presented below.

	Equity in Investment Partnerships
	Lion Fund			Lion Fund II
Total assets as of December 31, 2023	$	371,365		$	373,302
Total liabilities as of December 31, 2023	$	26,594		$	185,024
Revenue for the year ended December 31, 2023	$	48,242		$	31,157
Earnings for the year ended December 31, 2023	$	47,154		$	21,135
Biglari Holdings’ ownership interest	89.7		%	86.8		%
Total assets as of December 31, 2022	$	285,071		$	330,832
Total liabilities as of December 31, 2022	$	10,517		$	167,847
Revenue for the year ended December 31, 2022	$	(8,353)		$	(79,397)
Earnings for the year ended December 31, 2022	$	(8,690)		$	(82,534)
Biglari Holdings’ ownership interest	88.5		%	86.0		%
Total assets as of December 31, 2021	$	114,749		$	564,022
Total liabilities as of December 31, 2021	$	7,763		$	130,417
Revenue for the year ended December 31, 2021	$	20,068		$	41,486
Earnings for the year ended December 31, 2021	$	19,994		$	40,621
Biglari Holdings’ ownership interest	62.7		%	93.9		%

Revenue in the financial information of the investment partnerships, summarized above, includes investment income and unrealized gains and losses on investments.

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Other Current Assets

12 Months Ended

Dec. 31, 2023

Other Assets [Abstract]

Other Current Assets

Other Current Assets

Other current assets include the following.

	December 31,
	2023		2022
Deferred commissions on gift cards sold by third parties	$	1,019	$	1,454
Assets held for sale	773		4,700
Prepaid contractual obligations	5,593		4,341
Other current assets	$	7,385	$	10,495

The assets classified as held for sale at December 31, 2023, include properties owned by Steak n Shake, which were previously company-operated restaurants. The asset held for sale at December 31, 2022, is Abraxas Petroleum’s office building in San Antonio, Texas. Abraxas Petroleum sold its office building for $4,719 with no gain or loss recorded.

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Property and Equipment

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and Equipment

Property and equipment are composed of the following.

	December 31,
	2023		2022
Land	$	139,897	$	143,313
Buildings	151,716		151,627
Land and leasehold improvements	149,795		151,496
Equipment	212,424		222,661
Oil and gas properties	145,065		144,888
Construction in progress	1,629		2,238
	800,526		816,223
Less accumulated depreciation, depletion, and amortization	(420,035)		(415,498)
Property and equipment, net	$	380,491	$	400,725

The depreciation and amortization expense for property and equipment for 2023, 2022, and 2021 was $28,751, $28,879, and $22,012, respectively. The depletion expense related to oil and gas properties was $9,533, $7,024, and $7,600 during 2023, 2022, and 2021, respectively. The accretion expense of the Company’s asset retirement obligations was $695, $540, and $438 during 2023, 2022, and 2021, respectively. Depletion and accretion expense are included in depreciation, depletion, and amortization expense within the consolidated statement of earnings. Accumulated depreciation, depletion, and accretion on oil and gas properties was $44,716 and $35,072 as of December 31, 2023 and 2022, respectively.

The Company recorded impairments to restaurant long-lived assets of $3,947, $3,520, and $4,635 during 2023, 2022, and 2021, respectively. The fair value of the long-lived assets was determined based on Level 3 inputs using a discounted cash flow model and quoted prices for the properties.

During 2023, Abraxas Petroleum entered into a royalty-based arrangement with an unaffiliated party to conduct development activities that will establish proved undeveloped reserves on its proportional share; however, Abraxas Petroleum will not be required to fund any exploration expenditures on its undeveloped properties. As a result of the transaction, a gain of $13,563 was recorded in 2023. Also during 2023, Steak n Shake recognized a net gain of $7,918 in connection with property sales, lease terminations, and asset disposals.

The property and equipment cost related to finance obligations as of December 31, 2023, is as follows: $45,658 of buildings, $44,180 of land, $26,690 of land and leasehold improvements, and $59,985 of accumulated depreciation.

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Asset Retirement Obligations

12 Months Ended

Dec. 31, 2023

Asset Retirement Obligation [Abstract]

Asset Retirement Obligations

Asset Retirement Obligations

A reconciliation of the ending aggregate carrying amount of asset retirement obligations is as follows.

	December 31
	2023		2022
Beginning balance	$	14,645	$	10,624
Acquired balance	—		3,587
Liabilities settled	(294)		(106)
Accretion expense	695		540
Asset retirement obligation	$	15,046	$	14,645

As of December 31, 2023 and 2022, $730 and $577, respectively, is classified as current and is included in accounts payable and accrued expenses in the consolidated balance sheets.

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Goodwill and Other Intangible Assets

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

Goodwill

Goodwill consists of the excess of the purchase price over the fair value of the net assets acquired in connection with business acquisitions. No goodwill was recorded with the acquisition of Southern Oil or Abraxas Petroleum.

A reconciliation of the change in the carrying value of goodwill is as follows.

	Restaurants		Insurance		Total
Balance as of December 31, 2021
Goodwill	$	28,134	$	25,713	$	53,847
Accumulated impairment losses	(300)		—		(300)
	$	27,834	$	25,713	$	53,547
Change in foreign exchange rates during 2022	(34)		—		(34)
Balance as of December 31, 2022	$	27,800	$	25,713	$	53,513
Change in foreign exchange rates during 2023	17		—		17
Balance as of December 31, 2023	$	27,817	$	25,713	$	53,530

We evaluate goodwill and any indefinite-lived intangible assets for impairment annually, or more frequently if circumstances indicate impairment may have occurred. Goodwill and indefinite-lived intangible asset impairment evaluations include determining the estimated fair values of our reporting units and indefinite-lived intangible assets. The key assumptions and inputs used in such determinations may include forecasting revenue and expenses, cash flows, and capital expenditures, as well as an appropriate discount rate and other inputs. Significant judgment by management is required in estimating the fair value of a reporting unit and in performing impairment reviews. Due to the inherent subjectivity and uncertainty in forecasting future cash flows and earnings over long periods of time, actual results may differ materially from the forecasts. If the carrying value of the indefinite-lived intangible asset exceeds fair value, the excess is charged to earnings as an impairment loss. If the carrying value of a reporting unit exceeds the estimated fair value of the reporting unit, then the excess, limited to the carrying amount of goodwill, will be charged to earnings as an impairment loss. GAAP allows entities testing for impairment the option of performing a qualitative assessment before calculating the fair value of a reporting unit for the goodwill impairment test. For our 2023 annual goodwill impairment testing, we elected to perform qualitative assessments for our reporting units. No indicators of impairment were noted. No impairment was recorded for our reporting units in 2023 or 2022.

Other Intangible Assets

Intangible assets with indefinite lives are composed of the following.

	Trade Names		Lease Rights		Total
Balance as of December 31, 2021
Intangibles	$	15,876	$	11,315	$	27,191
Accumulated impairment losses	—		(3,728)		(3,728)
	$	15,876	$	7,587	$	23,463
Change in foreign exchange rates during 2022	—		(426)		(426)
Balance as of December 31, 2022	$	15,876	$	7,161	$	23,037
Impairment	—		(20)		(20)
Change in foreign exchange rates during 2023	—		213		213
Balance as of December 31, 2023	$	15,876	$	7,354	$	23,230

Intangible assets with indefinite lives consist of trade names and lease rights. During 2023, $20 of impairment was recorded. No impairment was recorded in 2022 or 2021.

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Accounts Payable and Accrued Expenses

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

Accounts Payable and Accrued Expenses

Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses include the following.

	December 31,
	2023		2022
Accounts payable	$	22,448	$	28,431
Gift cards and other marketing	7,089		12,028
Insurance accruals	2,565		6,012
Compensation	12,821		4,400
Deferred revenue	5,314		4,445
Taxes payable	11,050		14,896
Oil and gas payable	3,560		3,877
Other	1,896		4,527
Accounts payable and accrued expenses	$	66,743	$	78,616

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Unpaid Loss and Loss Adjustment Expense

12 Months Ended

Dec. 31, 2023

Insurance [Abstract]

Unpaid Loss and Loss Adjustment Expense

Unpaid Loss and Loss Adjustment Expense

Other liabilities for unpaid losses and loss adjustment expenses (also referred to as “claim liabilities”) under insurance contracts are based upon estimates of the ultimate claim costs associated with claim occurrences as of the balance sheet date and include estimates for incurred-but-not-reported (“IBNR”) claims. A reconciliation of the changes in claim liabilities, net of reinsurance, for each of the years ended December 31, 2023 and 2022 follows.

	2023		2022
Balances at beginning of year:
Gross liabilities	$	17,520	$	14,993
Reinsurance recoverable on unpaid losses	(715)		(1,892)
Net liabilities	16,805		13,101
Incurred losses and loss adjustment expenses:
Current accident year	39,303		37,837
Prior accident years	(3,634)		(652)
Total	35,669		37,185
Paid losses and loss adjustment expenses:
Current accident year	30,554		27,415
Prior accident years	6,752		6,066
Total	37,306		33,481
Balances at December 31:
Net liabilities	15,168		16,805
Reinsurance recoverable on unpaid losses	937		715
Gross liabilities	$	16,105	$	17,520

We recorded net reductions of estimated ultimate liabilities for prior accident years of $3,634 in 2023 and $652 in 2022. These reductions, as a percentage of net liabilities at the beginning of each year, were 21.6% in 2023 and 5.0% in 2022.

Our net incurred and paid liability losses and loss adjustment expenses are summarized by accident year below. IBNR and case development liabilities are as of December 31, 2023.

	Incurred Losses and Loss Adjustment Expenses through December 31,
Accident Year	2017*		2018*		2019*		2020*		2021*		2022*		2023		IBNR and Case Development Liabilities		Cumulative Number of Reported Claims
2017	$	29,627	$	28,778	$	28,895	$	28,537	$	28,189	$	28,213	$	28,171	$	179	4,343
2018			26,576		26,650		26,455		26,385		26,328		26,194		145		3,762
2019					27,331		26,746		26,444		26,325		25,972		141		3,681
2020							26,415		25,118		24,305		23,804		323		3,662
2021									26,555		26,527		26,267		1,874		3,685
2022											34,356		32,137		3,399		3,876
2023													35,450		8,198		3,611
													$	197,995

	Cumulative Paid Losses and Loss Adjustment Expenses through December 31,
Accident Year	2017*		2018*		2019*		2020*		2021*		2022*		2023
2017	$	22,293	$	25,491	$	26,991	$	27,584	$	27,815	$	27,990	$	27,992
2018			20,246		23,796		24,844		25,589		25,974		26,049
2019					20,755		23,787		24,647		25,357		25,831
2020							20,481		22,614		23,386		23,481
2021									19,649		22,800		24,393
2022											24,775		28,738
2023													27,252
Paid losses and loss adjustment expenses													183,736
Incurred less paid losses and loss adjustment expenses													14,259
Unpaid loss adjustment expenses													909
Net unpaid losses and loss adjustment expenses													$	15,168

*Unaudited required supplemental information

Loss and loss adjustment expense reserves include an amount for reported losses and an amount for losses incurred but not reported. We establish average liabilities based on expected severities for newly reported claims prior to establishing individual case reserves when insufficient time or information is available for specific claim estimates and for large volumes of minor physical damage claims that, once reported, are quickly settled. We establish case loss estimates for claims, including estimates for loss adjustment expenses, as the facts and merits of the claim are evaluated. Such reserves are necessarily based upon estimates, and while management, based on past experience, believes that the amount is adequate, the ultimate liability may be more or less than the amounts provided. We may record supplemental IBNR liabilities in certain situations when actuarial techniques are difficult to apply. The methods for making such estimates and for establishing the resulting reserves are continually reviewed, and any adjustments are reflected in operations annually.

First Guard

First Guard’s claim liabilities predominately relate to commercial truck claims. For such claims, we establish and evaluate unpaid claim liabilities using historical claims data and other data as necessary to determine our best estimate, with an annual review by certified actuaries and certified public accountants. Claim liabilities include average case, case development, and IBNR estimates.

Southern Pioneer

Southern Pioneer’s claim liabilities predominately relate to liquor liability, garage liability, and commercial property as well as homeowners and dwelling fire claims. For such claims, we establish and evaluate unpaid claim liabilities using standard actuarial methods and techniques. The actuarial methods utilize historical claims data, adjusted when deemed appropriate to reflect perceived changes in loss patterns. Claim liabilities include average case, case development, and IBNR estimates.

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Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The components of the provision for income taxes consist of the following.

	2023		2022		2021
Current:
Federal	$	2,197	$	1,935	$	1,053
State	544		2,925		467
Deferred	6,567		(15,582)		5,269
Income tax expense (benefit)	$	9,308	$	(10,722)	$	6,789
Reconciliation of effective income tax:
Tax at U.S. statutory rates	$	13,618	$	(9,036)	$	8,875
State income taxes, net of federal benefit	1,572		(555)		192
Federal income tax credits	(1,309)		(106)		(864)
Dividends received deduction	(1,169)		(1,183)		(468)
Valuation allowance	709		614		(723)
162(m) compensation limitation	1,506		—		—
Foreign tax rate differences	(97)		(124)		(78)
Abraxas tax attributes	(5,660)		—		—
Other	138		(332)		(145)
Income tax expense (benefit)	$	9,308	$	(10,722)	$	6,789

The Company did not have a net tax expense or benefit on income from international operations. Earnings before income taxes derived from domestic operations during 2023 were $67,736, losses before income taxes derived from domestic operations during 2022 were $40,624, and earnings before income taxes derived from domestic operations during 2021 were $43,886. Losses before income taxes derived from international operations during 2023, 2022, and 2021 were $2,889, $2,403, and $1,619, respectively.

During 2023, the Company recognized tax benefits associated with the tax attributes of Abraxas Petroleum’s oil and gas properties.

As of December 31, 2023, we had $348 of unrecognized tax benefits, including $48 of interest and penalties, which are included in other long-term liabilities in the consolidated balance sheet. As of December 31, 2022, we had $99 of unrecognized tax benefits, including $13 of interest and penalties, which is included in other long-term liabilities in the consolidated balance sheet. Our continuing practice is to recognize interest expense and penalties related to income tax matters in income tax expense. The unrecognized tax benefits of $348 would impact the effective income tax rate if recognized. Adjustments to the Company’s unrecognized tax benefit for gross increases for the current period tax position, gross decreases for prior period tax positions, and the lapse of statutes of limitations during 2023, 2022, and 2021 were not significant.

We file income tax returns which are periodically audited by various foreign, federal, state, and local jurisdictions. With few exceptions, we are no longer subject to federal, state, and local tax examinations for fiscal years prior to 2020. We believe we have certain state income tax exposures related to fiscal years 2019 through 2023.

Deferred tax assets and liabilities are determined based on differences between financial reporting and the tax basis of assets and liabilities and are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse.

Our deferred tax assets and liabilities consist of the following.

	December 31,
	2023		2022
Deferred tax assets:
Insurance reserves	$	1,734	$	1,490
Compensation accruals	653		373
Gift card accruals	749		1,159
Net operating loss credit carryforward	19,840		12,597
Valuation allowance on net operating losses	(14,643)		(6,043)
Deferred income	351		830
Bad debt reserve	667		1,104
Other	313		487
Total deferred tax assets	9,664		11,997
Deferred tax liabilities:
Investment partnerships	27,896		23,643
Investments	288		(197)
Goodwill and intangibles	16,350		16,027
Fixed assets and depletable assets basis difference	3,069		3,867
Total deferred tax liabilities	47,603		43,340
Net deferred tax liability	$	(37,939)	$	(31,343)

Accounts payable and accrued expenses include income taxes payable of $980 as of December 31, 2023, and $3,881 as of December 31, 2022.

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Lines of Credit

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Lines of Credit

Lines of Credit

Biglari Holdings Line of Credit

On September 13, 2022, Biglari Holdings entered into a line of credit in an aggregate principal amount of up to $30,000. The line of credit will be available on a revolving basis until September 13, 2024. The line of credit includes customary covenants, as well as financial maintenance covenants. There was no balance of the line of credit on December 31, 2023. The balance of the line of credit was $10,000 on December 31, 2022. Our interest rate was 8.06% and 6.53% on December 31, 2023 and 2022, respectively, which is based on the 30-day Secured Overnight Financing Rate plus 2.73%.

Western Sizzlin Revolver

Western Sizzlin’s available line of credit is $500. As of December 31, 2023 and 2022, Western Sizzlin had no debt outstanding under its revolver.

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Lease Assets and Obligations

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Lease Assets and Obligations

Lease Assets and Obligations

Lease obligations include the following.

	December 31,
	2023		2022
Current portion of lease obligations
Finance lease liabilities	$	1,258	$	1,237
Finance obligations	4,826		5,161
Operating lease liabilities	8,771		10,583
Total current portion of lease obligations	$	14,855	$	16,981
Long-term lease obligations
Finance lease liabilities	$	3,581	$	4,129
Finance obligations	56,471		58,868
Operating lease liabilities	26,337		28,847
Total long-term lease obligations	$	86,389	$	91,844

Nature of Leases

Steak n Shake and Western Sizzlin operate restaurants that are located on sites owned by us and leased from third parties. In addition, they own sites and lease sites from third parties that are leased and/or subleased to franchisees.

Lease Costs

A significant portion of our operating and finance lease portfolio includes restaurant locations. We recognize fixed lease expense for operating leases on a straight-line basis over the lease term. For finance leases, we recognize amortization expense on the right-of-use asset and interest expense on the lease liability over the lease term.

Total lease costs consist of the following.

	2023		2022		2021
Finance lease costs:
Amortization of right-of-use assets	$	949	$	1,290	$	1,576
Interest on lease liabilities	345		422		521
Operating lease costs*	284		2,736		1,119
Total lease costs	$	1,578	$	4,448	$	3,216

*Includes short-term leases, variable lease costs, and sublease income.

Supplemental cash flow information related to leases is as follows.

	Year Ended December 31,
	2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Financing cash flows from finance leases	$	1,220	$	1,396
Operating cash flows from finance leases	$	345	$	421
Operating cash flows from operating leases	$	12,469	$	12,946

Supplemental balance sheet information related to leases is as follows.

	December 31,
	2023		2022
Finance leases:
Property and equipment, net	$	3,574	$	4,352

Weighted-average lease terms and discount rates are as follows.

	2023
Weighted-average remaining lease terms:
Finance leases	4.73 years
Operating leases	5.41 years
Weighted-average discount rates:
Finance leases	7.0%
Operating leases	7.0%

Maturities of lease liabilities as of December 31, 2023, are as follows.

Year	Operating Leases		Finance Leases
2024	$	10,863	$	1,552
2025	9,070		1,403
2026	6,551		1,063
2027	4,272		728
2028	3,451		337
After 2028	7,792		613
Total lease payments	41,999		5,696
Less interest	6,891		857
Total lease liabilities	$	35,108	$	4,839

Rent expense is presented below.

	2023		2022		2021
Minimum rent	$	12,712	$	14,333	$	14,926
Contingent rent	73		105		137
Rent expense	$	12,785	$	14,438	$	15,063

Lease Income

The components of lease income are as follows.

	2023		2022		2021
Operating lease income	$	16,343	$	15,698	$	13,173
Variable lease income	7,349		5,875		3,479
Total lease income	$	23,692	$	21,573	$	16,652

The following table displays the Company’s future minimum rental receipts for non-cancelable leases and subleases as of December 31, 2023. Franchise partner leases and subleases are short-term leases and have been excluded from the table.

	Operating Leases
Year	Subleases		Owned Properties
2024	$	622	$	396
2025	544		404
2026	225		407
2027	206		415
2028	86		423
After 2028	—		2,435
Total future minimum receipts	$	1,683	$	4,480

Lease Assets and Obligations

Lease Assets and Obligations

Lease obligations include the following.

	December 31,
	2023		2022
Current portion of lease obligations
Finance lease liabilities	$	1,258	$	1,237
Finance obligations	4,826		5,161
Operating lease liabilities	8,771		10,583
Total current portion of lease obligations	$	14,855	$	16,981
Long-term lease obligations
Finance lease liabilities	$	3,581	$	4,129
Finance obligations	56,471		58,868
Operating lease liabilities	26,337		28,847
Total long-term lease obligations	$	86,389	$	91,844

Nature of Leases

Steak n Shake and Western Sizzlin operate restaurants that are located on sites owned by us and leased from third parties. In addition, they own sites and lease sites from third parties that are leased and/or subleased to franchisees.

Lease Costs

A significant portion of our operating and finance lease portfolio includes restaurant locations. We recognize fixed lease expense for operating leases on a straight-line basis over the lease term. For finance leases, we recognize amortization expense on the right-of-use asset and interest expense on the lease liability over the lease term.

Total lease costs consist of the following.

	2023		2022		2021
Finance lease costs:
Amortization of right-of-use assets	$	949	$	1,290	$	1,576
Interest on lease liabilities	345		422		521
Operating lease costs*	284		2,736		1,119
Total lease costs	$	1,578	$	4,448	$	3,216

*Includes short-term leases, variable lease costs, and sublease income.

Supplemental cash flow information related to leases is as follows.

	Year Ended December 31,
	2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Financing cash flows from finance leases	$	1,220	$	1,396
Operating cash flows from finance leases	$	345	$	421
Operating cash flows from operating leases	$	12,469	$	12,946

Supplemental balance sheet information related to leases is as follows.

	December 31,
	2023		2022
Finance leases:
Property and equipment, net	$	3,574	$	4,352

Weighted-average lease terms and discount rates are as follows.

	2023
Weighted-average remaining lease terms:
Finance leases	4.73 years
Operating leases	5.41 years
Weighted-average discount rates:
Finance leases	7.0%
Operating leases	7.0%

Maturities of lease liabilities as of December 31, 2023, are as follows.

Year	Operating Leases		Finance Leases
2024	$	10,863	$	1,552
2025	9,070		1,403
2026	6,551		1,063
2027	4,272		728
2028	3,451		337
After 2028	7,792		613
Total lease payments	41,999		5,696
Less interest	6,891		857
Total lease liabilities	$	35,108	$	4,839

Rent expense is presented below.

	2023		2022		2021
Minimum rent	$	12,712	$	14,333	$	14,926
Contingent rent	73		105		137
Rent expense	$	12,785	$	14,438	$	15,063

Lease Income

The components of lease income are as follows.

	2023		2022		2021
Operating lease income	$	16,343	$	15,698	$	13,173
Variable lease income	7,349		5,875		3,479
Total lease income	$	23,692	$	21,573	$	16,652

The following table displays the Company’s future minimum rental receipts for non-cancelable leases and subleases as of December 31, 2023. Franchise partner leases and subleases are short-term leases and have been excluded from the table.

	Operating Leases
Year	Subleases		Owned Properties
2024	$	622	$	396
2025	544		404
2026	225		407
2027	206		415
2028	86		423
After 2028	—		2,435
Total future minimum receipts	$	1,683	$	4,480

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Related Party Transactions

12 Months Ended

Dec. 31, 2023

Related Party Transactions [Abstract]

Related Party Transactions

Related Party Transactions

Services Agreement

During 2017, the Company entered into a services agreement with Biglari Enterprises LLC and Biglari Capital Corp. (collectively, the “Biglari Entities”) under which the Biglari Entities provide business and administrative related services to the Company. The Biglari Entities are owned by Mr. Biglari. The services agreement has a rolling five-year term, with annual adjustments to the fixed fee. The fixed fee increased from $700 per month to $800 per month in December 2023. The fixed fee had not been adjusted since its inception in October 2017.

The Company paid Biglari Enterprises $8,500 in service fees during 2023 and $8,400 during 2022. The services agreement does not alter the Company’s hurdle rate connected with the incentive reallocation paid to Biglari Capital Corp.

Investments in The Lion Fund, L.P., and The Lion Fund II, L.P.

As of December 31, 2023, the Company’s investments in The Lion Fund, L.P., and The Lion Fund II, L.P., had a fair value of $472,772.

Contributions to and distributions from The Lion Fund, L.P., and The Lion Fund II, L.P., were as follows.

	2023		2022		2021
Contributions	$	45,030	$	59,877	$	12,300
Distributions	(14,500)		(70,700)		(180,170)
	$	30,530	$	(10,823)	$	(167,870)

As the general partner of the investment partnerships, Biglari Capital will earn an incentive reallocation fee, on December 31 of each year, for the Company’s investments equal to 25% of the net profits above a hurdle rate of 6% over the previous high-water mark. There were no incentive reallocations in 2023, 2022, or 2021. Gains on the Company’s common stock and the related incentive reallocations are eliminated in our financial statements.

Incentive Agreement

The Incentive Agreement establishes a performance-based annual incentive payment for Mr. Biglari contingent upon the growth in adjusted equity in each year attributable to our operating businesses. In order for Mr. Biglari to receive any incentive, our operating businesses must achieve an annual increase in shareholders’ equity in excess of 6% (the “hurdle rate”) above the previous highest level (the “high-water mark”). Mr. Biglari will receive 25% of any incremental book value created above the high-water mark plus the hurdle rate. In 2023, Mr. Biglari earned an incentive fee of $7,271. The incentive fee will be paid in 2024 and is recorded as accrued compensation within accounts payable and accrued expenses as of December 31, 2023. No incentive fees were earned during 2022 or 2021.

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Commitments and Contingencies	12 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and ContingenciesWe are involved in various legal proceedings and have certain unresolved claims pending. We believe, based on examination of these matters and experiences to date, that the ultimate liability, if any, in excess of amounts already provided in our consolidated financial statements, is not likely to have a material effect on our results of operations, financial position, or cash flow.

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Fair Value of Financial Assets

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value of Financial Assets

Fair Value of Financial Assets

The fair values of substantially all of our financial instruments were measured using market or income approaches. Considerable judgment may be required in interpreting the market data used to develop the estimates of fair value. Accordingly, the fair values presented are not necessarily indicative of the amounts that could be realized in an actual current market exchange. The use of alternative market assumptions and/or estimation methodologies may have a material effect on the estimated fair value.

The hierarchy for measuring fair value consists of Levels 1 through 3, which are described below.

•Level 1 – Inputs represent unadjusted quoted prices for identical assets or liabilities exchanged in active markets.

•Level 2 – Inputs include directly or indirectly observable inputs (other than Level 1 inputs), such as quoted prices for similar assets or liabilities exchanged in active or inactive markets; quoted prices for identical assets or liabilities exchanged in inactive markets; other inputs that may be considered in fair value determinations of the assets or liabilities, such as interest rates and yield curves, volatilities, prepayment speeds, loss severities, credit risks, and default rates; and inputs that are derived principally from, or corroborated by, observable market data by correlation or other means. Pricing evaluations generally reflect discounted expected future cash flows, which incorporate yield curves for instruments with similar characteristics, such as credit ratings, estimated durations, and yields for other instruments of the issuer or entities in the same industry sector.

•Level 3 – Inputs include unobservable inputs used in the measurement of assets and liabilities. Management is required to use its own assumptions regarding unobservable inputs because there is little, if any, market activity in the assets or liabilities and we may be unable to corroborate the related observable inputs. Unobservable inputs require management to make certain projections and assumptions about the information that would be used by market participants in pricing assets or liabilities.

The following methods and assumptions were used to determine the fair value of each class of the following assets recorded at fair value in the consolidated balance sheets:

Cash equivalents: Cash equivalents primarily consist of money market funds, which are classified within Level 1 of the fair value hierarchy.

Equity securities: The Company’s investments in equity securities are classified within Level 1 of the fair value hierarchy. 

Bonds: The Company’s investments in bonds consist of both corporate and government debt. Bonds are classified as Level 1 of the fair value hierarchy.

Non-qualified deferred compensation plan investments: The assets of the non-qualified plan are set up in a rabbi trust. They represent mutual funds and publicly traded securities, each of which are classified within Level 1 of the fair value hierarchy.

As of December 31, 2023 and 2022, the fair values of financial assets were as follows.

	December 31,
	2023								2022
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	2,374	$	—	$	—	$	2,374	$	17,608	$	—	$	—	$	17,608
Equity securities:
Consumer goods	26,660		—		—		26,660		17,274		—		—		17,274
Other	3,171		—		—		3,171		2,031		—		—		2,031
Bonds:
Government	61,536		—		—		61,536		48,456		—		—		48,456
Corporate	3,199		—		—		3,199		2,199		—		—		2,199
Non-qualified deferred compensation plan investments	—		—		—		—		699		—		—		699
Total assets at fair value	$	96,940	$	—	$	—	$	96,940	$	88,267	$	—	$	—	$	88,267

There were no changes in the valuation techniques used to measure fair values on a recurring basis.

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Business Segment Reporting

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Business Segment Reporting

Business Segment Reporting

Our reportable business segments are organized in a manner that reflects how management views those business activities. Our restaurant operations include Steak n Shake and Western Sizzlin. Our insurance operations include First Guard and Southern Pioneer. Our oil and gas operations include Southern Oil and Abraxas Petroleum. The Company also reports segment information for Maxim. Other business activities not specifically identified with reportable business segments are presented under corporate and other. We report our earnings from investment partnerships separate from our corporate expenses. We assess and measure segment operating results based on segment earnings as disclosed below. Segment earnings from operations are neither necessarily indicative of cash available to fund cash requirements nor synonymous with cash flow from operations. The tabular information that follows shows data of our reportable segments reconciled to amounts reflected in the consolidated financial statements.

A disaggregation of our consolidated data for each of the three most recent years is presented in the tables which follow.

	Revenue
	2023		2022		2021
Operating Businesses:
Restaurant Operations:
Steak n Shake	$	239,956	$	231,820	$	263,135
Western Sizzlin	10,901		9,748		8,155
Total Restaurant Operations	250,857		241,568		271,290
Insurance Operations:
Underwriting:
First Guard	36,917		35,914		33,521
Southern Pioneer	24,308		24,035		21,890
Investment income and other	6,047		4,591		3,198
Total Insurance Operations	67,272		64,540		58,609
Oil and Gas Operations:
Abraxas Petroleum	27,576		11,455		—
Southern Oil	17,495		46,091		33,004
Total Oil and Gas Operations	45,071		57,546		33,004
Maxim	2,118		4,577		3,203
	$	365,318	$	368,231	$	366,106

	Earnings (Loss) Before Income Taxes
	2023		2022		2021
Operating Businesses:
Restaurant Operations:
Steak n Shake	$	26,170	$	11,478	$	13,524
Western Sizzlin	1,793		1,484		931
Total Restaurant Operations	27,963		12,962		14,455
Insurance Operations:
Underwriting:
First Guard	9,492		6,578		10,573
Southern Pioneer	(1,038)		(1,277)		1,744
Investment income and other	4,629		4,603		2,118
Total Insurance Operations	13,083		9,904		14,435
Oil and Gas Operations:
Abraxas Petroleum	22,410		652		—
Southern Oil	3,356		24,539		9,713
Total Oil and Gas Operations	25,766		25,191		9,713
Maxim	11		1,760		814
Interest expense not allocated to segments	(681)		(399)		(1,121)
Operating Businesses	66,142		49,418		38,296
Corporate and other	(22,946)		(13,099)		(13,383)
Investment gains (losses)	2,211		(3,393)		6,401
Investment partnership gains (losses)	19,440		(75,953)		10,953
	$	64,847	$	(43,027)	$	42,267

	Capital Expenditures
	2023		2022		2021
Operating Businesses:
Restaurant	$	21,294	$	24,470	$	60,296
Insurance	309		1,558		1,451
Oil and Gas	544		906		996
Operating Businesses	22,147		26,934		62,743
Corporate and other	1,258		2,812		1,806
	$	23,405	$	29,746	$	64,549

	Depreciation, Depletion, and Amortization
	2023		2022		2021
Operating Businesses:
Restaurant	$	27,031	$	27,496	$	21,484
Insurance	339		193		176
Oil and Gas	10,339		8,013		8,073
Operating Businesses	37,709		35,702		29,733
Corporate and other	1,270		741		317
	$	38,979	$	36,443	$	30,050

A disaggregation of our consolidated assets is presented in the table that follows.

	Identifiable Assets
	December 31,
	2023		2022
Reportable segments:
Restaurant Operations:
Steak n Shake	$	325,229	$	341,199
Western Sizzlin	20,296		19,431
Total Restaurant Operations	345,525		360,630
Insurance Operations:
First Guard	67,204		58,997
Southern Pioneer	76,324		75,373
Total Insurance Operations	143,528		134,370
Oil and Gas Operations:
Abraxas Petroleum	66,155		81,339
Southern Oil	43,644		49,416
Total Oil and Gas Operations	109,799		130,755
Maxim	16,056		16,093
Corporate	35,411		30,832
Investment partnerships	199,103		155,794
	$	849,422	$	828,474

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Supplemental Disclosures of Cash Flow Information

12 Months Ended

Dec. 31, 2023

Supplemental Cash Flow Elements [Abstract]

Supplemental Disclosures of Cash Flow Information

Supplemental Disclosures of Cash Flow Information

A summary of supplemental cash flow information for each of the three years ending December 31, 2023, 2022, and 2021 is presented in the following table.

	2023		2022		2021
Cash paid during the year for:
Interest on debt	$	710	$	359	$	994
Interest on obligations under leases	5,114		5,493		6,039
Income taxes	5,677		1,092		4,532
Non-cash investing and financing activities
Capital expenditures in accounts payable	2,077		1,897		8,733
Finance lease additions	694		—		733
Finance lease retirements	—		—		1,216

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Supplemental Oil and Gas Disclosures (Unaudited)

12 Months Ended

Dec. 31, 2023

Extractive Industries [Abstract]

Supplemental Oil and Gas Disclosures (Unaudited)

Supplemental Oil and Gas Disclosures (Unaudited)

The Company has determined it had significant oil and gas producing activities during the years ended December 31, 2023, December 31, 2022, and December 31, 2021, in accordance with ASC 932 “Extractive Activities — Oil and Gas.”

Estimated Quantities of Proved Oil and Natural Gas Reserves

The Company classifies recoverable hydrocarbons based on their status at the time of reporting. Within the commercial classification are proved reserves and two categories of unproved reserves: probable and possible. The potentially recoverable categories are also referred to as contingent resources. For reserve estimates to be classified as proved, they must meet all SEC and Company standards.

Proved oil and gas reserves are the estimated quantities that geoscience and engineering data demonstrate with reasonable certainty to be economically producible from known reservoirs under existing economic conditions, operating methods, and government regulations. Net proved reserves exclude royalties and interests owned by others and reflect contractual arrangements and royalty obligations in effect at the time of the estimate. Proved reserves are classified as either developed or undeveloped. Proved developed reserves are the quantities expected to be recovered through existing wells with existing equipment and operating methods. Proved undeveloped reserves are the quantities expected to be recovered from new wells on undrilled acreage or from existing wells where a relatively major expenditure is required for recompletion. Due to the inherent uncertainties and the limited nature of reservoir data, estimates of reserves are subject to change as additional information becomes available.

We engaged Netherland, Sewell & Associates, Inc. (“NSAI”), to prepare our reserve estimates for all of our estimated proved reserves at December 31, 2023. All proved oil and natural gas reserves are located in the United States, primarily offshore in the shallow waters of the Gulf of Mexico and in the Permian Basin.

The following table sets forth our estimate of the net proved oil and gas reserves for the years ended December 31, 2023 and 2022.

	Oil (MBbl)	Gas (MMcf)	Liquids (MBbl)	MBOE
Total proved reserves at December 31, 2021	2,361	26,544	—	6,785
Revisions	(355)	(3,288)	—	(903)
Extensions	—	—	—	—
Acquisition of reserves	3,415	19,334	1,550	8,188
Production	(450)	(2,341)	(42)	(882)
Total proved reserves at December 31, 2022	4,971	40,249	1,508	13,188
Revisions	(512)	(14,934)	(42)	(3,043)
Extensions	219	470	66	362
Acquisition of reserves	—	—	—	—
Production	(542)	(2,181)	(111)	(1,016)
Total proved reserves at December 31, 2023	4,136	23,604	1,421	9,491
Proved developed reserves
December 31, 2023	3,534	21,395	1,355	8,455
December 31, 2022	4,507	32,132	1,508	11,371
Proved undeveloped reserves
December 31, 2023	602	2,209	66	1,036
December 31, 2022	464	8,117	—	1,817

Revisions are affected by commodity prices as well as changes to previous proved reserve estimates based on the evaluation of production and operating performance data.

Bbl — One stock tank barrel, or 42 United States gallons liquid volume.

MBbl — Thousand barrels.

MMcf — Million cubic feet of natural gas.

MBOE — Thousand barrels of oil equivalent.

Natural gas is converted to an oil equivalent basis at six thousand cubic feet per one barrel of oil.

Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Natural Gas Reserves

The standardized measure of discounted future net cash flows presented in the following table was computed using the 12-month unweighted average of the first-day-of-the-month commodity prices, the costs in effect at December 31, 2023 and 2022, and a 10 percent discount factor. The Company cautions that actual future net cash flows may vary considerably from these estimates. Although the Company’s estimates of total proved reserves, development costs, and production rates were based on the best available information, the development and production of the crude oil and natural gas reserves may not occur in the periods assumed. Actual prices realized, costs incurred, and production quantities may vary significantly from those used. Therefore, the estimated future net cash flow computations should not be considered to represent the Company’s estimate of the expected revenues or the current value of proved reserves.

The following table sets forth the standardized measure of discounted future net cash flows attributable to proved crude oil and natural gas reserves as of December 31, 2023 and 2022.

	December 31, 2023		December 31, 2022
Future cash inflows	$	367,867	$	728,382
Future production costs	(172,239)		(288,816)
Future development and abandonment costs	(28,533)		(36,719)
Future income tax expense	(22,919)		(69,999)
Future net cash flows	144,176		332,848
10% annual discount for estimated timing of cash flows	(51,727)		(122,781)
Standardized measure of discounted future net cash flows	$	92,449	$	210,067

Changes in Standardized Measure of Discounted Future Net Cash Flows

Principle changes in the standardized measure of discounted future net cash flows attributable to the Company’s proved oil and natural gas reserves are as follows.

Standardized measure at December 31, 2021	$	77,759
Net change in prices and production costs	58,439
Net change in future development costs	104
Sales of oil and natural gas, net of production expenses	(41,859)
Acquisition of reserves	141,051
Revisions of previous quantity estimates	(9,072)
Net change in taxes	(26,456)
Accretion of discount	9,862
Changes in timing and other	239
Standardized measure at December 31, 2022	$	210,067
Net change in prices and production costs	(86,323)
Net change in future development costs	(101)
Sales of oil and natural gas, net of production expenses	(27,706)
Extensions	8,836
Revisions of previous quantity estimates	(59,164)
Net change in taxes	30,792
Accretion of discount	22,641
Changes in timing and other	(6,593)
Standardized measure at December 31, 2023	$	92,449

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Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, including Steak n Shake Inc., Western Sizzlin Corporation, First Guard Insurance Company, Maxim Inc., Southern Pioneer Property & Casualty Insurance Company, Southern Oil Company, and Abraxas Petroleum Corporation. Intercompany accounts and transactions have been eliminated in consolidation.

Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents, and Restricted Cash

Cash equivalents primarily consist of U.S. Government securities and money market accounts, all of which have original maturities of three months or less. Cash equivalents are carried at fair value. The statement of cash flows includes restricted cash with cash and cash equivalents.

Investments

Investments

We classify investments in fixed maturity securities at the acquisition date as either available-for-sale or held-to-maturity and re-evaluate the classification at each balance sheet date. Securities classified as held-to-maturity are carried at amortized cost, reflecting the ability and intent to hold the securities to maturity. As of December 31, 2023 and 2022, all investments were classified as available-for-sale and carried at fair value with net unrealized gains or losses reported in the statements of earnings. Realized gains and losses on disposals of investments are determined by the specific identification of the cost of investments sold. Dividends earned on investments are reported as investment income by our insurance companies. We consider investment income as a component of our aggregate insurance operating results. However, we consider investment gains and losses, whether realized or unrealized, as non-operating.

Investment Partnerships

Investment Partnerships

The Company holds a limited interest in The Lion Fund, L.P., and The Lion Fund II, L.P. (collectively the “investment partnerships”). Biglari Capital Corp. (“Biglari Capital”), an entity solely owned by Mr. Biglari, is the general partner of the investment partnerships. Our interests in the investment partnerships are accounted as equity method investments because of our retained limited partner interests. The Company records investment partnership gains (inclusive of the investment partnerships’ unrealized gains and losses on their securities) as a component of other income based on our proportional ownership interest in the partnerships. The investment partnerships are, for purposes of generally accepted accounting principles (“GAAP”), investment companies under the AICPA Audit and Accounting Guide Investment Companies.

Concentration of Equity Price Risk

Concentration of Equity Price Risk

The majority of our investments are conducted through investment partnerships that generally hold common stocks. We also hold marketable securities directly. We concentrate a high percentage of the investments in a small number of equity securities. A significant decline in the general stock market or in the prices of our major investments may have a materially adverse effect on our earnings and on consolidated shareholders’ equity.

Receivables

Receivables

Our accounts receivable balance consists primarily of franchisee, customer, and other receivables. We carry our accounts receivable at cost less an allowance for doubtful accounts, which is based on a history of past write-offs and collections and current credit conditions. Allowance for doubtful accounts was $2,546 and $1,151 at December 31, 2023 and 2022, respectively.

Inventories

Inventories

Inventories are valued at the lower of cost (first-in, first-out method) or market, and consist primarily of restaurant food items and supply inventory.

Property and Equipment

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are recognized on the straight-line method over the estimated useful lives of the assets (10 to 30 years for buildings and land improvements, and 3 to 10 years for equipment). Leasehold improvements are amortized on the straight-line method over the shorter of the estimated useful lives of the improvements or the term of the related leases. Interest costs associated with the construction of new restaurants are capitalized. Major improvements are also capitalized, while repairs and maintenance are expensed as incurred. We review our long-lived restaurant assets whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For purposes of this assessment, assets are evaluated at the lowest level for which there are identifiable cash flows, which is generally at the individual restaurant level. Assets included in the impairment assessment generally consist of property, equipment, and leasehold improvements directly associated with an individual restaurant as well as any related finance or operating lease assets. If the future undiscounted cash flows of an asset are less than the recorded value, an impairment is recorded for the difference between the carrying value and the estimated fair value of the asset.

Oil and Gas Properties

Oil and Gas Properties

The successful efforts method is used for crude oil and natural gas exploration and production activities. All costs for development wells, related plant and equipment, proved mineral interests in crude oil and natural gas properties, and related asset retirement obligation assets are capitalized. Costs of exploratory wells are capitalized pending determination of whether the wells found proved reserves. Costs of wells that are assigned proved reserves remain capitalized. Costs are also capitalized for exploratory wells that have found crude oil and natural gas reserves, even if the reserves cannot be classified as proved when the drilling is completed, provided the exploratory well has found a sufficient quantity of reserves to justify its completion as a producing well and the company is making sufficient progress assessing the reserves and the economic and operating viability of the project. All other exploratory wells and costs are expensed. We did not have any property acquisition or exploration activities during 2023, and our development costs were nominal.

Asset Retirement Obligations

Asset Retirement Obligations

Asset retirement obligations relate to future costs associated with the plugging and abandonment of oil and gas wells, the removal of equipment and facilities from leased acreage, and the return of such land to its original condition. The Company determines its asset retirement obligation amounts by calculating the present value of the estimated future cash outflows associated with its plug and abandonment obligations. The fair value of a liability for an asset retirement obligation is recorded in the period in which it is incurred, and the cost of such liability increases the carrying amount of the related long-lived asset by the same amount. The liability is accreted each period through charges to depreciation, depletion, and amortization expense, and the capitalized cost is depleted on a unit-of-production basis over the proved developed reserves of the related asset. If an asset retirement obligation is settled for an amount other than the recorded amount, a gain or loss is recognized.

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

Goodwill and indefinite life intangible assets are not amortized, but are tested for potential impairment on an annual basis using either a qualitative or quantitative approach, or more often if events or circumstances change that could cause goodwill or indefinite life intangible assets to become impaired. Other purchased intangible assets are amortized over their estimated useful lives, generally on a straight-line basis. We perform reviews for impairment of intangible assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss is recognized when

estimated future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying value. When an impairment is identified, we reduce the carrying value of the asset to its estimated fair value. During 2023, 2022 and 2021, no impairments were recorded to goodwill. During 2023, we recorded impairments to indefinite life intangible assets of $20. During 2022 and 2021, no impairments were recorded to other intangible assets. Refer to Note 8 for information regarding our goodwill and other intangible assets.

Dual Class Common Stock

Dual Class Common Stock

The Company has two classes of common stock, designated Class A common stock and Class B common stock. Each Class A common share is entitled to one vote. Class B common stock possesses economic rights equal to one-fifth (1/5th) of such rights of Class A common stock; however, Class B common stock has no voting rights.

Earnings Per Share

Earnings Per Share

Earnings per share of common stock is based on the weighted-average number of shares outstanding during the year. The shares of Company stock attributable to our limited partner interest in the investment partnerships — based on our proportional ownership during this period — are considered treasury stock on the consolidated balance sheet and thereby deemed not to be included in the calculation of weighted-average common shares outstanding. However, these shares are legally outstanding.

The Company has applied the “two-class method” of computing earnings per share as prescribed in Accounting Standards Codification (“ASC”) 260, “Earnings Per Share.” The equivalent Class A common stock applied for computing earnings per share excludes the proportional shares of Biglari Holdings’ stock held by the investment partnerships. In the tabulation below is the equivalent Class A common stock for earnings per share.

Revenue Recognition

Revenue Recognition

Restaurant operations

Restaurant operations revenues were disaggregated as follows.

	2023		2022		2021
Net sales	$	152,545	$	149,184	$	187,913
Franchise partner fees	72,552		63,853		55,641
Franchise royalties and fees	16,443		19,678		21,736
Other	9,317		8,853		6,000
	$	250,857	$	241,568	$	271,290

Net Sales

Net sales are composed of retail sales of food through company-operated stores. Company-operated store revenues are recognized, net of discounts and sales taxes, when our obligation to perform is satisfied at the point of sale. Sales taxes related to these sales are collected from customers and remitted to the appropriate taxing authority and are not reflected in the Company’s consolidated statements of earnings as revenue.

Franchise Partner Fees

Franchise partner fees are composed of up to 15% of sales as well as 50% of profits. We are therefore fully affected by the operating results of the business, unlike in a traditional franchising arrangement, where the franchisor obtains a royalty fee based on sales only. We generate the majority of our revenue from our share of the franchise partners’ profits. An initial franchise fee of ten thousand dollars is recognized when the operator becomes a franchise partner. The Company recognizes franchise partner fees monthly as underlying restaurant sales occur.

The Company leases or subleases property and equipment to franchisees under lease arrangements. Both real estate and equipment rental payments are charged to franchisees and are recognized in accordance with ASC 842, “Leases.” During the years ended 2023, 2022, and 2021, restaurant operations recognized $22,687, $20,426, and $15,483, respectively, in franchise partner fees related to rental income.

Franchise Royalties and Fees

Franchise royalties and fees from Steak n Shake and Western Sizzlin franchisees are based upon a percentage of sales of the franchise restaurant and are recognized as earned. Franchise royalties are billed on a monthly basis. Initial franchise fees when a new restaurant opens or at the start of a new franchise term are recorded as deferred revenue when received and recognized as revenue over the term of the franchise agreement.

During the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $1,207, $1,810, and $2,033, respectively, in revenue related to initial franchise fees. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to franchise fees of $2,280 and $3,484, respectively. Restaurant operations expect to recognize approximately $443 of deferred revenue during 2024.

Our advertising arrangements with franchisees are reported in franchise royalties and fees. During the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $4,479, $6,386, and $6,829, respectively, in revenue related to franchisee advertising fees. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to franchisee advertising fees of $1,945 and $2,748, respectively. Restaurant operations expect to recognize approximately $1,556 of deferred revenue during 2024.

Other Revenue

Restaurant operations sells gift cards to customers which can be redeemed for retail food sales within our stores. Gift cards are recorded as deferred revenue when issued and are subsequently recorded as net sales upon redemption. Restaurant operations estimates breakage related to gift cards when the likelihood of redemption is remote. This estimate utilizes historical trends based on the vintage of the gift card. Breakage on gift cards is recorded as other revenue in proportion to the rate of gift card redemptions by vintage. 

For the years ended December 31, 2023, 2022, and 2021, restaurant operations recognized $5,276, $5,395, and $5,903, respectively, of revenue from gift card redemptions. As of December 31, 2023 and 2022, restaurant operations had deferred revenue recorded in accrued expenses related to unredeemed gift cards of $5,144 and $9,279, respectively. Restaurant operations expect to recognize approximately $2,500 of deferred revenue during 2024.

Insurance Premiums and Commissions 

Insurance premiums are earned over the terms of the related policies. Expenses incurred in connection with acquiring new insurance business, including acquisition costs, are charged to operations as incurred. Premiums earned are stated net of amounts ceded to reinsurer.

Oil and Gas

Revenues are derived from the sale of produced oil and natural gas. Revenue is recognized when the performance obligation is satisfied, which typically occurs at the point in time when control of the product transfers to the customer. Payment is due within 30 days of delivery.

Licensing Revenue and Other

Licensing revenue is recognized when earned. We derive value and revenues from intellectual property assets through a range of licensing and business activities, including licensing and syndication of our trademarks and copyrights in the United States and internationally. Magazine subscription and advertising revenues are recognized at the magazine cover date. The unearned portion of magazine subscriptions is deferred until the magazine’s cover date, at which time a proportionate share of the gross subscription price is recognized as revenue.

Restaurant Cost of Sales

Restaurant Cost of Sales

Cost of sales includes the cost of food, restaurant operating costs, and restaurant occupancy costs. Cost of sales excludes depreciation and amortization, which is presented as a separate line item on the consolidated statement of earnings.

Insurance Losses and Underwriting Expenses

Insurance Losses and Underwriting Expenses

Liabilities for estimated unpaid losses and loss adjustment expenses with respect to claims occurring on or before the balance sheet date are established under insurance contracts issued by our insurance subsidiaries. Such estimates include provisions for reported claims or case estimates, provisions for incurred but not reported claims, and legal and administrative costs to settle claims. The estimates of unpaid losses and amounts recoverable under reinsurance are established and continually reviewed by using a variety of actuarial, statistical, and analytical techniques. Reinsurance contracts do not relieve the ceding company of its obligations to indemnify policyholders with respect to the underlying insurance contracts.

Oil and Gas Production Costs

Oil and Gas Production Costs

Oil and gas production costs are costs incurred to operate and maintain wells and related equipment and facilities, including lease operating expenses and production taxes.

Marketing Expense

Marketing Expense

Advertising costs are charged to expense at the later of the date the expenditure is incurred or the date the promotional item is first communicated. Marketing expense is included in selling, general and administrative expenses in the consolidated statement of earnings.

Savings Plans

Savings Plans

Several of our subsidiaries also sponsor defined contribution retirement plans, such as 401(k) or profit-sharing plans. Employee contributions to the plans are subject to regulatory limitations and the specific plan provisions. Some of the plans allow for discretionary contributions as determined by management. Employer contributions expensed with respect to these plans were not material.

Foreign Currency Translation

Foreign Currency Translation

The Company has certain subsidiaries located in foreign jurisdictions. For subsidiaries whose functional currency is other than the U.S. dollar, the translation of functional currency statements to U.S. dollar statements uses end-of-period exchange rates for assets and liabilities, weighted-average exchange rates for revenue and expenses, and historical rates for equity. The resulting currency translation adjustment is recorded in accumulated other comprehensive income, as a component of equity.

Use of Estimates

Use of Estimates

Preparation of the consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from the estimates.

New Accounting Standards

New Accounting Standards

In November 2023, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance to improve reportable segment disclosure requirements. The new guidance requires that public entities disclose additional information related to significant segment expenses regularly provided to the chief operating decision maker and other segment items. The guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. We are evaluating the impact of the new guidance on our disclosures.

In December 2023, the FASB issued authoritative guidance modifying the disclosure requirements for income tax. Notable changes in the new guidance include disaggregation of income tax information by jurisdiction and changes to the presentation of information for the reconciliation of effective tax rates. The guidance is effective for fiscal years beginning after December 15, 2024. We are evaluating the impact of the new guidance on our disclosures.

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Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Schedule of Common stock

The following table presents shares authorized, issued, and outstanding.

	December 31, 2023		December 31, 2022		December 31, 2021
	Class A	Class B	Class A	Class B	Class A	Class B
Common stock authorized	500,000	10,000,000	500,000	10,000,000	500,000	10,000,000
Common stock issued and outstanding	206,864	2,068,640	206,864	2,068,640	206,864	2,068,640

Schedule of Class A common stock earnings

In the tabulation below is the equivalent Class A common stock for earnings per share. There are no dilutive securities outstanding.

	2023	2022	2021
Equivalent Class A common stock outstanding	620,592	620,592	620,592
Proportional ownership of Company stock held by investment partnerships	330,606	322,561	303,341
Equivalent Class A common stock for earnings per share	289,986	298,031	317,251

Schedule of restaurant operations revenues

Restaurant operations revenues were disaggregated as follows.

	2023		2022		2021
Net sales	$	152,545	$	149,184	$	187,913
Franchise partner fees	72,552		63,853		55,641
Franchise royalties and fees	16,443		19,678		21,736
Other	9,317		8,853		6,000
	$	250,857	$	241,568	$	271,290

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Business Acquisitions (Tables)

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The purchase price allocation is as follows.

	September 14, 2022
Cash and cash equivalents	$	21,726
Receivables and other assets	6,518
Property and equipment	75,400
Total identifiable assets acquired	103,644
Accounts payable and accrued expenses	(10,719)
Asset retirement obligations	(3,587)
Deferred taxes	(449)
Total liabilities assumed	(14,755)
Noncontrolling interest	(8,889)
Total consideration	$	80,000

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Investment Partnerships (Tables)

12 Months Ended

Dec. 31, 2023

Investments [Abstract]

Schedule of Fair Value and Carrying Value of our Partnership Interest

The fair value and adjustment for Company common stock held by the investment partnerships to determine the carrying value of our partnership interest are presented below.

	Fair Value		Company Common Stock		Carrying Value
Partnership interest at December 31, 2020	$	590,926	$	171,376	$	419,550
Investment partnership gains (losses)	51,145		40,192		10,953
Distributions (net of contributions)	(167,870)				(167,870)
Increase in proportionate share of Company stock held			12,234		(12,234)
Partnership interest at December 31, 2021	$	474,201	$	223,802	$	250,399
Investment partnership gains (losses)	(80,374)		(4,421)		(75,953)
Distributions (net of contributions)	(10,823)				(10,823)
Increase in proportionate share of Company stock held			7,829		(7,829)
Partnership interest at December 31, 2022	$	383,004	$	227,210	$	155,794
Investment partnership gains (losses)	59,238		39,797		19,441
Contributions (net of distributions)	30,530				30,530
Increase in proportionate share of Company stock held			6,662		(6,662)
Partnership interest at December 31, 2023	$	472,772	$	273,669	$	199,103

Schedule of Carrying Value of Investment Partnerships Net of Deferred Taxes

The carrying value of the investment partnerships net of deferred taxes is presented below.

	December 31,
	2023		2022
Carrying value of investment partnerships	$	199,103	$	155,794
Deferred tax liability related to investment partnerships	(27,896)		(23,643)
Carrying value of investment partnerships net of deferred taxes	$	171,207	$	132,151

Schedule of Gains from Investment Partnerships

Gains/losses from investment partnerships recorded in the Company’s consolidated statements of earnings are presented below.

	2023		2022		2021
Gains (losses) from investment partnerships	$	19,440	$	(75,953)	$	10,953
Tax expense (benefit)	4,794		(18,992)		2,054
Contribution to net earnings	$	14,646	$	(56,961)	$	8,899

Schedule of Equity Method Investments

Summarized financial information for The Lion Fund, L.P. and The Lion Fund II, L.P., is presented below.

	Equity in Investment Partnerships
	Lion Fund			Lion Fund II
Total assets as of December 31, 2023	$	371,365		$	373,302
Total liabilities as of December 31, 2023	$	26,594		$	185,024
Revenue for the year ended December 31, 2023	$	48,242		$	31,157
Earnings for the year ended December 31, 2023	$	47,154		$	21,135
Biglari Holdings’ ownership interest	89.7		%	86.8		%
Total assets as of December 31, 2022	$	285,071		$	330,832
Total liabilities as of December 31, 2022	$	10,517		$	167,847
Revenue for the year ended December 31, 2022	$	(8,353)		$	(79,397)
Earnings for the year ended December 31, 2022	$	(8,690)		$	(82,534)
Biglari Holdings’ ownership interest	88.5		%	86.0		%
Total assets as of December 31, 2021	$	114,749		$	564,022
Total liabilities as of December 31, 2021	$	7,763		$	130,417
Revenue for the year ended December 31, 2021	$	20,068		$	41,486
Earnings for the year ended December 31, 2021	$	19,994		$	40,621
Biglari Holdings’ ownership interest	62.7		%	93.9		%

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Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2023

Other Assets [Abstract]

Schedule of Other Current Assets

Other current assets include the following.

	December 31,
	2023		2022
Deferred commissions on gift cards sold by third parties	$	1,019	$	1,454
Assets held for sale	773		4,700
Prepaid contractual obligations	5,593		4,341
Other current assets	$	7,385	$	10,495

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Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment are composed of the following.

	December 31,
	2023		2022
Land	$	139,897	$	143,313
Buildings	151,716		151,627
Land and leasehold improvements	149,795		151,496
Equipment	212,424		222,661
Oil and gas properties	145,065		144,888
Construction in progress	1,629		2,238
	800,526		816,223
Less accumulated depreciation, depletion, and amortization	(420,035)		(415,498)
Property and equipment, net	$	380,491	$	400,725

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Asset Retirement Obligations (Tables)

12 Months Ended

Dec. 31, 2023

Asset Retirement Obligation [Abstract]

Schedule of Asset Retirement Obligations

A reconciliation of the ending aggregate carrying amount of asset retirement obligations is as follows.

	December 31
	2023		2022
Beginning balance	$	14,645	$	10,624
Acquired balance	—		3,587
Liabilities settled	(294)		(106)
Accretion expense	695		540
Asset retirement obligation	$	15,046	$	14,645

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Goodwill and Other Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

A reconciliation of the change in the carrying value of goodwill is as follows.

	Restaurants		Insurance		Total
Balance as of December 31, 2021
Goodwill	$	28,134	$	25,713	$	53,847
Accumulated impairment losses	(300)		—		(300)
	$	27,834	$	25,713	$	53,547
Change in foreign exchange rates during 2022	(34)		—		(34)
Balance as of December 31, 2022	$	27,800	$	25,713	$	53,513
Change in foreign exchange rates during 2023	17		—		17
Balance as of December 31, 2023	$	27,817	$	25,713	$	53,530

Schedule of Indefinite-Lived Intangible Assets

Intangible assets with indefinite lives are composed of the following.

	Trade Names		Lease Rights		Total
Balance as of December 31, 2021
Intangibles	$	15,876	$	11,315	$	27,191
Accumulated impairment losses	—		(3,728)		(3,728)
	$	15,876	$	7,587	$	23,463
Change in foreign exchange rates during 2022	—		(426)		(426)
Balance as of December 31, 2022	$	15,876	$	7,161	$	23,037
Impairment	—		(20)		(20)
Change in foreign exchange rates during 2023	—		213		213
Balance as of December 31, 2023	$	15,876	$	7,354	$	23,230

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Accounts Payable And Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

Schedule of Accrued Liabilities

Accounts payable and accrued expenses include the following.

	December 31,
	2023		2022
Accounts payable	$	22,448	$	28,431
Gift cards and other marketing	7,089		12,028
Insurance accruals	2,565		6,012
Compensation	12,821		4,400
Deferred revenue	5,314		4,445
Taxes payable	11,050		14,896
Oil and gas payable	3,560		3,877
Other	1,896		4,527
Accounts payable and accrued expenses	$	66,743	$	78,616

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Unpaid Loss and Loss Adjustment Expense (Tables)

12 Months Ended

Dec. 31, 2023

Insurance [Abstract]

Schedule of Liability for Unpaid Claims and Claims Adjustment Expense

A reconciliation of the changes in claim liabilities, net of reinsurance, for each of the years ended December 31, 2023 and 2022 follows.

	2023		2022
Balances at beginning of year:
Gross liabilities	$	17,520	$	14,993
Reinsurance recoverable on unpaid losses	(715)		(1,892)
Net liabilities	16,805		13,101
Incurred losses and loss adjustment expenses:
Current accident year	39,303		37,837
Prior accident years	(3,634)		(652)
Total	35,669		37,185
Paid losses and loss adjustment expenses:
Current accident year	30,554		27,415
Prior accident years	6,752		6,066
Total	37,306		33,481
Balances at December 31:
Net liabilities	15,168		16,805
Reinsurance recoverable on unpaid losses	937		715
Gross liabilities	$	16,105	$	17,520

Our net incurred and paid liability losses and loss adjustment expenses are summarized by accident year below. IBNR and case development liabilities are as of December 31, 2023.

	Incurred Losses and Loss Adjustment Expenses through December 31,
Accident Year	2017*		2018*		2019*		2020*		2021*		2022*		2023		IBNR and Case Development Liabilities		Cumulative Number of Reported Claims
2017	$	29,627	$	28,778	$	28,895	$	28,537	$	28,189	$	28,213	$	28,171	$	179	4,343
2018			26,576		26,650		26,455		26,385		26,328		26,194		145		3,762
2019					27,331		26,746		26,444		26,325		25,972		141		3,681
2020							26,415		25,118		24,305		23,804		323		3,662
2021									26,555		26,527		26,267		1,874		3,685
2022											34,356		32,137		3,399		3,876
2023													35,450		8,198		3,611
													$	197,995

	Cumulative Paid Losses and Loss Adjustment Expenses through December 31,
Accident Year	2017*		2018*		2019*		2020*		2021*		2022*		2023
2017	$	22,293	$	25,491	$	26,991	$	27,584	$	27,815	$	27,990	$	27,992
2018			20,246		23,796		24,844		25,589		25,974		26,049
2019					20,755		23,787		24,647		25,357		25,831
2020							20,481		22,614		23,386		23,481
2021									19,649		22,800		24,393
2022											24,775		28,738
2023													27,252
Paid losses and loss adjustment expenses													183,736
Incurred less paid losses and loss adjustment expenses													14,259
Unpaid loss adjustment expenses													909
Net unpaid losses and loss adjustment expenses													$	15,168

*Unaudited required supplemental information

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Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit)

The components of the provision for income taxes consist of the following.

	2023		2022		2021
Current:
Federal	$	2,197	$	1,935	$	1,053
State	544		2,925		467
Deferred	6,567		(15,582)		5,269
Income tax expense (benefit)	$	9,308	$	(10,722)	$	6,789
Reconciliation of effective income tax:
Tax at U.S. statutory rates	$	13,618	$	(9,036)	$	8,875
State income taxes, net of federal benefit	1,572		(555)		192
Federal income tax credits	(1,309)		(106)		(864)
Dividends received deduction	(1,169)		(1,183)		(468)
Valuation allowance	709		614		(723)
162(m) compensation limitation	1,506		—		—
Foreign tax rate differences	(97)		(124)		(78)
Abraxas tax attributes	(5,660)		—		—
Other	138		(332)		(145)
Income tax expense (benefit)	$	9,308	$	(10,722)	$	6,789

Schedule of Deferred Tax Assets and Liabilities

Our deferred tax assets and liabilities consist of the following.

	December 31,
	2023		2022
Deferred tax assets:
Insurance reserves	$	1,734	$	1,490
Compensation accruals	653		373
Gift card accruals	749		1,159
Net operating loss credit carryforward	19,840		12,597
Valuation allowance on net operating losses	(14,643)		(6,043)
Deferred income	351		830
Bad debt reserve	667		1,104
Other	313		487
Total deferred tax assets	9,664		11,997
Deferred tax liabilities:
Investment partnerships	27,896		23,643
Investments	288		(197)
Goodwill and intangibles	16,350		16,027
Fixed assets and depletable assets basis difference	3,069		3,867
Total deferred tax liabilities	47,603		43,340
Net deferred tax liability	$	(37,939)	$	(31,343)

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Lease Assets and Obligations (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Schedule of Debt

Lease obligations include the following.

	December 31,
	2023		2022
Current portion of lease obligations
Finance lease liabilities	$	1,258	$	1,237
Finance obligations	4,826		5,161
Operating lease liabilities	8,771		10,583
Total current portion of lease obligations	$	14,855	$	16,981
Long-term lease obligations
Finance lease liabilities	$	3,581	$	4,129
Finance obligations	56,471		58,868
Operating lease liabilities	26,337		28,847
Total long-term lease obligations	$	86,389	$	91,844

Schedule of Lease Cost

Total lease costs consist of the following.

	2023		2022		2021
Finance lease costs:
Amortization of right-of-use assets	$	949	$	1,290	$	1,576
Interest on lease liabilities	345		422		521
Operating lease costs*	284		2,736		1,119
Total lease costs	$	1,578	$	4,448	$	3,216

*Includes short-term leases, variable lease costs, and sublease income.

Rent expense is presented below.

	2023		2022		2021
Minimum rent	$	12,712	$	14,333	$	14,926
Contingent rent	73		105		137
Rent expense	$	12,785	$	14,438	$	15,063

Schedule of Cash Flow, Supplemental Disclosures

Supplemental cash flow information related to leases is as follows.

	Year Ended December 31,
	2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Financing cash flows from finance leases	$	1,220	$	1,396
Operating cash flows from finance leases	$	345	$	421
Operating cash flows from operating leases	$	12,469	$	12,946

A summary of supplemental cash flow information for each of the three years ending December 31, 2023, 2022, and 2021 is presented in the following table.

	2023		2022		2021
Cash paid during the year for:
Interest on debt	$	710	$	359	$	994
Interest on obligations under leases	5,114		5,493		6,039
Income taxes	5,677		1,092		4,532
Non-cash investing and financing activities
Capital expenditures in accounts payable	2,077		1,897		8,733
Finance lease additions	694		—		733
Finance lease retirements	—		—		1,216

Schedule of Supplemental Balance Sheet Information Related to Leases

Supplemental balance sheet information related to leases is as follows.

	December 31,
	2023		2022
Finance leases:
Property and equipment, net	$	3,574	$	4,352

Schedule of Weighted-Average Lease Terms and Discount Rates

Weighted-average lease terms and discount rates are as follows.

	2023
Weighted-average remaining lease terms:
Finance leases	4.73 years
Operating leases	5.41 years
Weighted-average discount rates:
Finance leases	7.0%
Operating leases	7.0%

Schedule of Lessee, Operating Lease, Liability, Maturity

Maturities of lease liabilities as of December 31, 2023, are as follows.

Year	Operating Leases		Finance Leases
2024	$	10,863	$	1,552
2025	9,070		1,403
2026	6,551		1,063
2027	4,272		728
2028	3,451		337
After 2028	7,792		613
Total lease payments	41,999		5,696
Less interest	6,891		857
Total lease liabilities	$	35,108	$	4,839

Schedule of Finance Lease, Liability, Fiscal Year Maturity

Maturities of lease liabilities as of December 31, 2023, are as follows.

Year	Operating Leases		Finance Leases
2024	$	10,863	$	1,552
2025	9,070		1,403
2026	6,551		1,063
2027	4,272		728
2028	3,451		337
After 2028	7,792		613
Total lease payments	41,999		5,696
Less interest	6,891		857
Total lease liabilities	$	35,108	$	4,839

Schedule of Operating Lease, Lease Income

The components of lease income are as follows.

	2023		2022		2021
Operating lease income	$	16,343	$	15,698	$	13,173
Variable lease income	7,349		5,875		3,479
Total lease income	$	23,692	$	21,573	$	16,652

Schedule of Lessor, Operating Lease, Payment to be Received, Fiscal Year Maturity

The following table displays the Company’s future minimum rental receipts for non-cancelable leases and subleases as of December 31, 2023. Franchise partner leases and subleases are short-term leases and have been excluded from the table.

	Operating Leases
Year	Subleases		Owned Properties
2024	$	622	$	396
2025	544		404
2026	225		407
2027	206		415
2028	86		423
After 2028	—		2,435
Total future minimum receipts	$	1,683	$	4,480

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Related Party Transactions (Tables)

12 Months Ended

Dec. 31, 2023

Related Party Transactions [Abstract]

Schedule of Contributions to and Distributions from the Investment Partnerships

Contributions to and distributions from The Lion Fund, L.P., and The Lion Fund II, L.P., were as follows.

	2023		2022		2021
Contributions	$	45,030	$	59,877	$	12,300
Distributions	(14,500)		(70,700)		(180,170)
	$	30,530	$	(10,823)	$	(167,870)

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Fair Value of Financial Assets (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

As of December 31, 2023 and 2022, the fair values of financial assets were as follows.

	December 31,
	2023								2022
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	2,374	$	—	$	—	$	2,374	$	17,608	$	—	$	—	$	17,608
Equity securities:
Consumer goods	26,660		—		—		26,660		17,274		—		—		17,274
Other	3,171		—		—		3,171		2,031		—		—		2,031
Bonds:
Government	61,536		—		—		61,536		48,456		—		—		48,456
Corporate	3,199		—		—		3,199		2,199		—		—		2,199
Non-qualified deferred compensation plan investments	—		—		—		—		699		—		—		699
Total assets at fair value	$	96,940	$	—	$	—	$	96,940	$	88,267	$	—	$	—	$	88,267

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Business Segment Reporting (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

A disaggregation of our consolidated data for each of the three most recent years is presented in the tables which follow.

	Revenue
	2023		2022		2021
Operating Businesses:
Restaurant Operations:
Steak n Shake	$	239,956	$	231,820	$	263,135
Western Sizzlin	10,901		9,748		8,155
Total Restaurant Operations	250,857		241,568		271,290
Insurance Operations:
Underwriting:
First Guard	36,917		35,914		33,521
Southern Pioneer	24,308		24,035		21,890
Investment income and other	6,047		4,591		3,198
Total Insurance Operations	67,272		64,540		58,609
Oil and Gas Operations:
Abraxas Petroleum	27,576		11,455		—
Southern Oil	17,495		46,091		33,004
Total Oil and Gas Operations	45,071		57,546		33,004
Maxim	2,118		4,577		3,203
	$	365,318	$	368,231	$	366,106

Schedule of Earnings (Loss) by Segment

	Earnings (Loss) Before Income Taxes
	2023		2022		2021
Operating Businesses:
Restaurant Operations:
Steak n Shake	$	26,170	$	11,478	$	13,524
Western Sizzlin	1,793		1,484		931
Total Restaurant Operations	27,963		12,962		14,455
Insurance Operations:
Underwriting:
First Guard	9,492		6,578		10,573
Southern Pioneer	(1,038)		(1,277)		1,744
Investment income and other	4,629		4,603		2,118
Total Insurance Operations	13,083		9,904		14,435
Oil and Gas Operations:
Abraxas Petroleum	22,410		652		—
Southern Oil	3,356		24,539		9,713
Total Oil and Gas Operations	25,766		25,191		9,713
Maxim	11		1,760		814
Interest expense not allocated to segments	(681)		(399)		(1,121)
Operating Businesses	66,142		49,418		38,296
Corporate and other	(22,946)		(13,099)		(13,383)
Investment gains (losses)	2,211		(3,393)		6,401
Investment partnership gains (losses)	19,440		(75,953)		10,953
	$	64,847	$	(43,027)	$	42,267

Schedule of Consolidated Capital Expenditure, Depreciation and Amortization Captions

	Capital Expenditures
	2023		2022		2021
Operating Businesses:
Restaurant	$	21,294	$	24,470	$	60,296
Insurance	309		1,558		1,451
Oil and Gas	544		906		996
Operating Businesses	22,147		26,934		62,743
Corporate and other	1,258		2,812		1,806
	$	23,405	$	29,746	$	64,549

	Depreciation, Depletion, and Amortization
	2023		2022		2021
Operating Businesses:
Restaurant	$	27,031	$	27,496	$	21,484
Insurance	339		193		176
Oil and Gas	10,339		8,013		8,073
Operating Businesses	37,709		35,702		29,733
Corporate and other	1,270		741		317
	$	38,979	$	36,443	$	30,050

Schedule of Reconciliation of Assets from Segment to Consolidated

A disaggregation of our consolidated assets is presented in the table that follows.

	Identifiable Assets
	December 31,
	2023		2022
Reportable segments:
Restaurant Operations:
Steak n Shake	$	325,229	$	341,199
Western Sizzlin	20,296		19,431
Total Restaurant Operations	345,525		360,630
Insurance Operations:
First Guard	67,204		58,997
Southern Pioneer	76,324		75,373
Total Insurance Operations	143,528		134,370
Oil and Gas Operations:
Abraxas Petroleum	66,155		81,339
Southern Oil	43,644		49,416
Total Oil and Gas Operations	109,799		130,755
Maxim	16,056		16,093
Corporate	35,411		30,832
Investment partnerships	199,103		155,794
	$	849,422	$	828,474

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Supplemental Disclosures of Cash Flow Information (Tables)

12 Months Ended

Dec. 31, 2023

Supplemental Cash Flow Elements [Abstract]

Schedule of Cash Flow, Supplemental Disclosures

Supplemental cash flow information related to leases is as follows.

	Year Ended December 31,
	2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Financing cash flows from finance leases	$	1,220	$	1,396
Operating cash flows from finance leases	$	345	$	421
Operating cash flows from operating leases	$	12,469	$	12,946

A summary of supplemental cash flow information for each of the three years ending December 31, 2023, 2022, and 2021 is presented in the following table.

	2023		2022		2021
Cash paid during the year for:
Interest on debt	$	710	$	359	$	994
Interest on obligations under leases	5,114		5,493		6,039
Income taxes	5,677		1,092		4,532
Non-cash investing and financing activities
Capital expenditures in accounts payable	2,077		1,897		8,733
Finance lease additions	694		—		733
Finance lease retirements	—		—		1,216

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Supplemental Oil and Gas Disclosures (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2023

Extractive Industries [Abstract]

Schedule of Proved Developed and Undeveloped Oil and Gas Reserve Quantities

The following table sets forth our estimate of the net proved oil and gas reserves for the years ended December 31, 2023 and 2022.

	Oil (MBbl)	Gas (MMcf)	Liquids (MBbl)	MBOE
Total proved reserves at December 31, 2021	2,361	26,544	—	6,785
Revisions	(355)	(3,288)	—	(903)
Extensions	—	—	—	—
Acquisition of reserves	3,415	19,334	1,550	8,188
Production	(450)	(2,341)	(42)	(882)
Total proved reserves at December 31, 2022	4,971	40,249	1,508	13,188
Revisions	(512)	(14,934)	(42)	(3,043)
Extensions	219	470	66	362
Acquisition of reserves	—	—	—	—
Production	(542)	(2,181)	(111)	(1,016)
Total proved reserves at December 31, 2023	4,136	23,604	1,421	9,491
Proved developed reserves
December 31, 2023	3,534	21,395	1,355	8,455
December 31, 2022	4,507	32,132	1,508	11,371
Proved undeveloped reserves
December 31, 2023	602	2,209	66	1,036
December 31, 2022	464	8,117	—	1,817

Revisions are affected by commodity prices as well as changes to previous proved reserve estimates based on the evaluation of production and operating performance data.

Bbl — One stock tank barrel, or 42 United States gallons liquid volume.

MBbl — Thousand barrels.

MMcf — Million cubic feet of natural gas.

MBOE — Thousand barrels of oil equivalent.

Natural gas is converted to an oil equivalent basis at six thousand cubic feet per one barrel of oil.

Schedule of Standardized Measure of Discounted Future Cash Flows Relating to Proved Reserves Disclosure

The following table sets forth the standardized measure of discounted future net cash flows attributable to proved crude oil and natural gas reserves as of December 31, 2023 and 2022.

	December 31, 2023		December 31, 2022
Future cash inflows	$	367,867	$	728,382
Future production costs	(172,239)		(288,816)
Future development and abandonment costs	(28,533)		(36,719)
Future income tax expense	(22,919)		(69,999)
Future net cash flows	144,176		332,848
10% annual discount for estimated timing of cash flows	(51,727)		(122,781)
Standardized measure of discounted future net cash flows	$	92,449	$	210,067

Principle changes in the standardized measure of discounted future net cash flows attributable to the Company’s proved oil and natural gas reserves are as follows.

Standardized measure at December 31, 2021	$	77,759
Net change in prices and production costs	58,439
Net change in future development costs	104
Sales of oil and natural gas, net of production expenses	(41,859)
Acquisition of reserves	141,051
Revisions of previous quantity estimates	(9,072)
Net change in taxes	(26,456)
Accretion of discount	9,862
Changes in timing and other	239
Standardized measure at December 31, 2022	$	210,067
Net change in prices and production costs	(86,323)
Net change in future development costs	(101)
Sales of oil and natural gas, net of production expenses	(27,706)
Extensions	8,836
Revisions of previous quantity estimates	(59,164)
Net change in taxes	30,792
Accretion of discount	22,641
Changes in timing and other	(6,593)
Standardized measure at December 31, 2023	$	92,449

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Summary of Significant Accounting Policies - Narrative (Details)	12 Months Ended
	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Business Acquisition [Line Items]
Accounts receivable, allowance for credit loss	$ 2,546,000	$ 1,151,000
Capitalized exploratory costs	0
Goodwill impairment loss	0	0	$ 0
Impairment of intangible assets, indefinite-lived	$ 20,000	$ 0	$ 0
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration]	Impairments	Impairments	Impairments
Building and Building Improvements | Maximum
Business Acquisition [Line Items]
Property, plant and equipment, useful life	30 years
Building and Building Improvements | Minimum
Business Acquisition [Line Items]
Property, plant and equipment, useful life	10 years
Equipment | Maximum
Business Acquisition [Line Items]
Property, plant and equipment, useful life	10 years
Equipment | Minimum
Business Acquisition [Line Items]
Property, plant and equipment, useful life	3 years
Common Class B
Business Acquisition [Line Items]
Earnings (loss) per share, equivalent ratio	0.2	0.2	0.2
Mr Biglari
Business Acquisition [Line Items]
Economic interest	66.80%
Voting interest	71.00%

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Summary of Significant Accounting Policies - Schedule of Common Stock (Details) - shares	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Common Class A
Common stock authorized (in shares)	500,000	500,000	500,000
Common stock issued (in shares)	206,864	206,864	206,864
Common stock outstanding (in shares)	206,864	206,864	206,864
Common Class B
Common stock authorized (in shares)	10,000,000	10,000,000	10,000,000
Common stock issued (in shares)	2,068,640	2,068,640	2,068,640
Common stock outstanding (in shares)	2,068,640	2,068,640	2,068,640

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Summary of Significant Accounting Policies - Schedule of Class A Common Stock (Details) - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Equivalent class A common stock outstanding (in shares)	620,592	620,592	620,592
Proportional ownership of Company stock held by investment partnerships (in shares)	330,606	322,561	303,341
Antidilutive securities excluded from computation of earnings per share (in shares)	289,986	298,031	317,251

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Summary of Significant Accounting Policies - Revenue (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Total revenue	$ 365,318,000	$ 368,231,000	$ 366,106,000
Franchise partner fees sales percent	15.00%
Franchise partner fees, profits, percent	50.00%
Initial franchise partner fee	$ 10,000
Restaurant operations rental fees	22,687,000	20,426,000	15,483,000
Restaurant operations
Total revenue	250,857,000	241,568,000	271,290,000
Product | Restaurant operations
Total revenue	152,545,000	149,184,000	187,913,000
Franchisor | Restaurant operations
Total revenue	72,552,000	63,853,000	55,641,000
Royalty | Restaurant operations
Total revenue	16,443,000	19,678,000	21,736,000
Other | Restaurant operations
Total revenue	9,317,000	8,853,000	6,000,000
Franchise
Total revenue	1,207,000	1,810,000	2,033,000
Revenue, remaining performance obligation, amount	2,280,000	3,484,000
Advertising
Total revenue	4,479,000	6,386,000	6,829,000
Revenue, remaining performance obligation, amount	1,945,000	2,748,000
Gift Cards
Total revenue	5,276,000	5,395,000	$ 5,903,000
Revenue, remaining performance obligation, amount	5,144,000	$ 9,279,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Franchise
Revenue, remaining performance obligation, amount	$ 443,000
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Advertising
Revenue, remaining performance obligation, amount	$ 1,556,000
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Gift Cards
Revenue, remaining performance obligation, amount	$ 2,500,000
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year

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Business Acquisitions - Narrative (Details) - Abraxas Petroleum - USD ($) $ in Thousands	Jun. 14, 2023	Sep. 14, 2022	Oct. 26, 2022
Business Acquisition [Line Items]
Purchase price	$ 5,387	$ 80,000
Voting interests acquired	10.00%
Consolidated Entities | Common Stock
Business Acquisition [Line Items]
Preferred stock converted, percentage of outstanding common stock			90.00%

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Business Acquisitions - Purchase Price Allocation (Details) - Abraxas Petroleum $ in Thousands	Sep. 14, 2022 USD ($)
Business Acquisition [Line Items]
Cash and cash equivalents	$ 21,726
Receivables and other assets	6,518
Property and equipment	75,400
Total identifiable assets acquired	103,644
Accounts payable and accrued expenses	(10,719)
Asset retirement obligations	(3,587)
Deferred taxes	(449)
Total liabilities assumed	(14,755)
Noncontrolling interest	(8,889)
Total consideration	$ 80,000

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Investments (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Investments [Abstract]
Investments	$ 91,879	$ 69,466
Investment gains (losses)	$ 2,211	$ (3,393)	$ 6,401
Gain on sale of real estate			$ 5,047

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Investment Partnerships - Fair Value and Adjustments (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Increase (Decrease) In Equity Method Investments [Roll Forward]
Investment partnership gains (losses)	$ 19,440	$ (75,953)	$ 10,953
Fair Value
Increase (Decrease) In Equity Method Investments [Roll Forward]
Fair value of partnership interest, beginning balance	383,004	474,201	590,926
Investment partnership gains (losses)	59,238	(80,374)	51,145
Distributions (net of contributions)		(10,823)	(167,870)
Contributions (net of distributions)	30,530
Increase in proportionate share of Company stock held
Fair value of partnership interest, ending balance	472,772	383,004	474,201
Company Common Stock
Increase (Decrease) In Equity Method Investments [Roll Forward]
Fair value of partnership interest, beginning balance	227,210	223,802	171,376
Investment partnership gains (losses)	39,797	(4,421)	40,192
Distributions (net of contributions)
Contributions (net of distributions)
Increase in proportionate share of Company stock held	6,662	7,829	12,234
Fair value of partnership interest, ending balance	273,669	227,210	223,802
Carrying Value
Increase (Decrease) In Equity Method Investments [Roll Forward]
Fair value of partnership interest, beginning balance	155,794	250,399	419,550
Investment partnership gains (losses)	19,441	(75,953)	10,953
Distributions (net of contributions)		(10,823)	(167,870)
Contributions (net of distributions)	30,530
Increase in proportionate share of Company stock held	(6,662)	(7,829)	(12,234)
Fair value of partnership interest, ending balance	$ 199,103	$ 155,794	$ 250,399

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Investment Partnerships - Carrying Value (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Investments [Abstract]
Carrying value of investment partnerships	$ 199,103	$ 155,794
Deferred tax liability related to investment partnerships	(27,896)	(23,643)
Carrying value of investment partnerships net of deferred taxes	$ 171,207	$ 132,151

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Investment Partnerships - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Schedule of Equity Method Investments [Line Items]
Deferred tax liability	$ 27,896	$ 23,643
Treasury stock, at cost	416,342	409,680
Incentive reallocation fee	$ 0	$ 0	$ 0
Biglari Entities
Schedule of Equity Method Investments [Line Items]
Incentive reallocation fee, percentage	25.00%
Hurdle rate, percent	6.00%

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Investment Partnerships - Gains and Losses (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Investments [Abstract]
Gains (losses) from investment partnerships	$ 19,440	$ (75,953)	$ 10,953
Tax expense (benefit)	4,794	(18,992)	2,054
Contribution to net earnings	$ 14,646	$ (56,961)	$ 8,899

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Investment Partnerships - Summarized Financial Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Schedule of Equity Method Investments [Line Items]
Total assets	$ 849,422	$ 828,474
Total liabilities	250,092	272,906
Total earnings	$ 55,539	$ (32,305)	$ 35,478
Lion Fund, L.P.
Schedule of Equity Method Investments [Line Items]
Biglari Holdings’ ownership interest	89.70%	88.50%	62.70%
Lion Fund II, L.P.
Schedule of Equity Method Investments [Line Items]
Biglari Holdings’ ownership interest	86.80%	86.00%	93.90%
Lion Fund, L.P.
Schedule of Equity Method Investments [Line Items]
Total assets	$ 371,365	$ 285,071	$ 114,749
Total liabilities	26,594	10,517	7,763
Total revenues	48,242	(8,353)	20,068
Total earnings	47,154	(8,690)	19,994
Lion Fund II, L.P.
Schedule of Equity Method Investments [Line Items]
Total assets	373,302	330,832	564,022
Total liabilities	185,024	167,847	130,417
Total revenues	31,157	(79,397)	41,486
Total earnings	$ 21,135	$ (82,534)	$ 40,621

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Other Current Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Deferred commissions on gift cards sold by third parties	$ 1,019	$ 1,454
Assets held for sale	773	4,700
Prepaid contractual obligations	5,593	4,341
Other current assets	7,385	$ 10,495
Abraxas Petroleum | Office Building
Proceeds from sale of buildings	$ 4,719

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Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Land	$ 139,897	$ 143,313
Buildings	151,716	151,627
Land and leasehold improvements	149,795	151,496
Equipment	212,424	222,661
Oil and gas properties	145,065	144,888
Construction in progress	1,629	2,238
Total property and equipment	800,526	816,223
Less accumulated depreciation, depletion, and amortization	(420,035)	(415,498)
Property and equipment, net	$ 380,491	$ 400,725

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Property and Equipment - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 28,751	$ 28,879	$ 22,012
Depletion of oil and gas properties	9,533	7,024	7,600
Accretion expense	695	540	438
Accumulated depreciation, depletion, and accretion on oil and gas properties	44,716	35,072
Impairment of long-lived assets held-for-use	3,947	3,520	4,635
Gain (loss) on disposition of assets	21,241	$ 1,578	$ 25
Property and equipment, other, accumulated depreciation	$ 59,985
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration]	Impairments	Impairments	Impairments
Abraxas Petroleum
Property, Plant and Equipment [Line Items]
Gain (loss) on disposition of assets	$ 13,563
Steak n Shake
Property, Plant and Equipment [Line Items]
Gain (loss) on disposition of assets	7,918
Building
Property, Plant and Equipment [Line Items]
Property and equipment related costs	45,658
Land
Property, Plant and Equipment [Line Items]
Property and equipment related costs	44,180
Land and Land Improvements
Property, Plant and Equipment [Line Items]
Property and equipment related costs	$ 26,690

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Asset Retirement Obligations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward]
Beginning balance	$ 14,645	$ 10,624
Acquired balance	0	3,587
Liabilities settled	(294)	(106)
Accretion expense	695	540	$ 438
Asset retirement obligation	$ 15,046	$ 14,645	$ 10,624

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Asset Retirement Obligations - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Asset Retirement Obligation [Abstract]
Asset retirement obligation, current	$ 730	$ 577

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Goodwill and Other Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Goodwill [Line Items]
Goodwill			$ 53,847
Accumulated impairment losses			(300)
Goodwill	$ 53,530	$ 53,513	53,547
Goodwill [Roll Forward]
Beginning balance	53,513	53,547
Change in foreign exchange rates	17	(34)
Ending balance	53,530	53,513
Restaurant operations
Goodwill [Line Items]
Goodwill			28,134
Accumulated impairment losses			(300)
Goodwill	27,817	27,800	27,834
Goodwill [Roll Forward]
Beginning balance	27,800	27,834
Change in foreign exchange rates	17	(34)
Ending balance	27,817	27,800
Insurance Segment
Goodwill [Line Items]
Goodwill			25,713
Accumulated impairment losses			0
Goodwill	25,713	25,713	$ 25,713
Goodwill [Roll Forward]
Beginning balance	25,713	25,713
Change in foreign exchange rates	0	0
Ending balance	$ 25,713	$ 25,713

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Goodwill and Other Intangible Assets - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill impairment loss	$ 0	$ 0	$ 0
Impairment of intangible assets	$ 20,000	$ 0	$ 0

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Goodwill and Other Intangible Assets - Schedule of Indefinite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Indefinite-lived Intangible Assets [Line Items]
Intangibles			$ 27,191
Accumulated impairment losses			(3,728)
Intangible assets, net	$ 23,230	$ 23,037	23,463
Indefinite-lived Intangible Assets [Roll Forward]
Beginning balance	23,037	23,463
Impairment	(20)	0	0
Change in foreign exchange rates	213	(426)
Ending balance	23,230	23,037	23,463
Trade Names
Indefinite-lived Intangible Assets [Line Items]
Intangibles			15,876
Accumulated impairment losses			0
Intangible assets, net	15,876	15,876	15,876
Indefinite-lived Intangible Assets [Roll Forward]
Beginning balance	15,876	15,876
Impairment	0
Change in foreign exchange rates	0	0
Ending balance	15,876	15,876	15,876
Lease Rights
Indefinite-lived Intangible Assets [Line Items]
Intangibles			11,315
Accumulated impairment losses			(3,728)
Intangible assets, net	7,354	7,161	7,587
Indefinite-lived Intangible Assets [Roll Forward]
Beginning balance	7,161	7,587
Impairment	(20)
Change in foreign exchange rates	213	(426)
Ending balance	$ 7,354	$ 7,161	$ 7,587

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Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accounts payable	$ 22,448	$ 28,431
Gift cards and other marketing	7,089	12,028
Insurance accruals	2,565	6,012
Compensation	12,821	4,400
Deferred revenue	5,314	4,445
Taxes payable	11,050	14,896
Oil and gas payable	3,560	3,877
Other	1,896	4,527
Accounts payable and accrued expenses	$ 66,743	$ 78,616

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Unpaid Loss and Loss Adjustment Expense - Reconciliation of Changes in Claim Liabilities, Net of Reinsurance (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward]
Gross liabilities	$ 16,105	$ 17,520	$ 14,993
Reinsurance recoverable on unpaid losses	937	715	$ 1,892
Balances at beginning of year, Net liabilities	16,805	13,101
Incurred losses and loss adjustment expenses:
Current accident year	39,303	37,837
Prior accident years	(3,634)	(652)
Total	35,669	37,185
Paid losses and loss adjustment expenses:
Current accident year	30,554	27,415
Prior accident years	6,752	6,066
Total	37,306	33,481
Balances at ending of each year, Net liabilities	$ 15,168	$ 16,805

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Unpaid Loss and Loss Adjustment Expense - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Insurance [Abstract]
Prior accident years	$ 3,634	$ 652
Reductions as a percentage of net liabilities	(21.60%)	(5.00%)

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Unpaid Loss and Loss Adjustment Expense - Paid Liability Losses and Loss Adjustment Expenses by Accident Year (Details) $ in Thousands	Dec. 31, 2023 USD ($) claim	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Short-Duration Insurance Contracts, Historical Claims Duration [Line Items]
Incurred losses and loss adjustment expenses	$ 197,995
Cumulative paid losses and loss adjustment expenses	183,736
Incurred less paid losses and loss adjustment expenses	14,259
Unpaid loss adjustment expenses	909
Net unpaid losses and loss adjustment expenses	15,168
2017
Short-Duration Insurance Contracts, Historical Claims Duration [Line Items]
Incurred losses and loss adjustment expenses	28,171	$ 28,213	$ 28,189	$ 28,537	$ 28,895	$ 28,778	$ 29,627
IBNR and Case Development Liabilities	$ 179
Cumulative Number of Reported Claims | claim	4,343
Cumulative paid losses and loss adjustment expenses	$ 27,992	27,990	27,815	27,584	26,991	25,491	$ 22,293
2018
Short-Duration Insurance Contracts, Historical Claims Duration [Line Items]
Incurred losses and loss adjustment expenses	26,194	26,328	26,385	26,455	26,650	26,576
IBNR and Case Development Liabilities	$ 145
Cumulative Number of Reported Claims | claim	3,762
Cumulative paid losses and loss adjustment expenses	$ 26,049	25,974	25,589	24,844	23,796	$ 20,246
2019
Short-Duration Insurance Contracts, Historical Claims Duration [Line Items]
Incurred losses and loss adjustment expenses	25,972	26,325	26,444	26,746	27,331
IBNR and Case Development Liabilities	$ 141
Cumulative Number of Reported Claims | claim	3,681
Cumulative paid losses and loss adjustment expenses	$ 25,831	25,357	24,647	23,787	$ 20,755
2020
Short-Duration Insurance Contracts, Historical Claims Duration [Line Items]
Incurred losses and loss adjustment expenses	23,804	24,305	25,118	26,415
IBNR and Case Development Liabilities	$ 323
Cumulative Number of Reported Claims | claim	3,662
Cumulative paid losses and loss adjustment expenses	$ 23,481	23,386	22,614	$ 20,481
2021
Short-Duration Insurance Contracts, Historical Claims Duration [Line Items]
Incurred losses and loss adjustment expenses	26,267	26,527	26,555
IBNR and Case Development Liabilities	$ 1,874
Cumulative Number of Reported Claims | claim	3,685
Cumulative paid losses and loss adjustment expenses	$ 24,393	22,800	$ 19,649
2022
Short-Duration Insurance Contracts, Historical Claims Duration [Line Items]
Incurred losses and loss adjustment expenses	32,137	34,356
IBNR and Case Development Liabilities	$ 3,399
Cumulative Number of Reported Claims | claim	3,876
Cumulative paid losses and loss adjustment expenses	$ 28,738	$ 24,775
2023
Short-Duration Insurance Contracts, Historical Claims Duration [Line Items]
Incurred losses and loss adjustment expenses	35,450
IBNR and Case Development Liabilities	$ 8,198
Cumulative Number of Reported Claims | claim	3,611
Cumulative paid losses and loss adjustment expenses	$ 27,252

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Income Taxes - Components of Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current:
Federal	$ 2,197	$ 1,935	$ 1,053
State	544	2,925	467
Deferred	6,567	(15,582)	5,269
Income tax expense (benefit)	9,308	(10,722)	6,789
Reconciliation of effective income tax:
Tax at U.S. statutory rates	13,618	(9,036)	8,875
State income taxes, net of federal benefit	1,572	(555)	192
Federal income tax credits	(1,309)	(106)	(864)
Dividends received deduction	(1,169)	(1,183)	(468)
Valuation allowance	709	614	(723)
162(m) compensation limitation	1,506	0	0
Foreign tax rate differences	(97)	(124)	(78)
Abraxas tax attributes	(5,660)	0	0
Other	138	(332)	(145)
Income tax expense (benefit)	$ 9,308	$ (10,722)	$ 6,789

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Income Taxes - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Income (loss) from continuing operations before income taxes, domestic	$ 67,736	$ (40,624)	$ 43,886
Loss from continuing operations before income taxes, foreign	2,889	2,403	$ 1,619
Unrecognized tax benefits	348	99
Income tax examination, penalties and interest expense	48	13
Taxes payable	$ 980	$ 3,881

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Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Insurance reserves	$ 1,734	$ 1,490
Compensation accruals	653	373
Gift card accruals	749	1,159
Net operating loss credit carryforward	19,840	12,597
Valuation allowance on net operating losses	(14,643)	(6,043)
Deferred income	351	830
Bad debt reserve	667	1,104
Other	313	487
Total deferred tax assets	9,664	11,997
Deferred tax liabilities:
Investment partnerships	27,896	23,643
Investments	288
Investments		(197)
Goodwill and intangibles	16,350	16,027
Fixed assets and depletable assets basis difference	3,069	3,867
Total deferred tax liabilities	47,603	43,340
Net deferred tax liability	$ (37,939)	$ (31,343)

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Lines of Credit (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 13, 2022
Line of Credit
Debt Instrument [Line Items]
Line of credit	$ 0	$ 10,000,000	$ 30,000,000
Debt instrument, basis spread on variable rate	8.06%	6.53%
Line of Credit | Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	2.73%	2.73%
Western Sizzlin Revolver | Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit	$ 500,000
Long-term line of credit	$ 0	$ 0

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Lease Assets and Obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current portion of lease obligations
Finance lease liabilities	$ 1,258	$ 1,237
Finance obligations	4,826	5,161
Operating lease liabilities	8,771	10,583
Total current portion of lease obligations	14,855	16,981
Long-term lease obligations
Finance lease liabilities	3,581	4,129
Finance obligations	56,471	58,868
Operating lease liabilities	26,337	28,847
Total long-term lease obligations	$ 86,389	$ 91,844
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Total current portion of lease obligations	Total current portion of lease obligations
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Total current portion of lease obligations	Total current portion of lease obligations
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Total long-term lease obligations	Total long-term lease obligations
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Total long-term lease obligations	Total long-term lease obligations

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Lease Assets and Obligations - Lease Costs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Finance lease costs:
Amortization of right-of-use assets	$ 949	$ 1,290	$ 1,576
Interest on lease liabilities	345	422	521
Operating lease costs	284	2,736	1,119
Total lease costs	$ 1,578	$ 4,448	$ 3,216

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Lease Assets and Obligations - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Financing cash flows from finance leases	$ 1,220	$ 1,396
Operating cash flows from finance leases	345	421
Operating cash flows from operating leases	$ 12,469	$ 12,946

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Lease Assets and Obligations - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Property and equipment, net	$ 3,574	$ 4,352

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Lease Assets and Obligations - Weighted-Average Lease Terms and Discounts (Details)	Dec. 31, 2023
Weighted-average remaining lease terms:
Finance leases	4 years 8 months 23 days
Operating leases	5 years 4 months 28 days
Weighted-average discount rates:
Finance leases	7.00%
Operating leases	7.00%

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Lease Assets and Obligations - Maturities of Lease Liabilities (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Operating Leases
2024	$ 10,863
2025	9,070
2026	6,551
2027	4,272
2028	3,451
After 2028	7,792
Total lease payments	41,999
Less interest	6,891
Total lease liabilities	35,108
Finance Leases
2024	1,552
2025	1,403
2026	1,063
2027	728
2028	337
After 2028	613
Total lease payments	5,696
Less interest	857
Total lease liabilities	$ 4,839

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Lease Assets and Obligations - Rent Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Minimum rent	$ 12,712	$ 14,333	$ 14,926
Contingent rent	73	105	137
Rent expense	$ 12,785	$ 14,438	$ 15,063

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Lease Assets and Obligations - Lease Income (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Operating lease income	$ 16,343	$ 15,698	$ 13,173
Variable lease income	7,349	5,875	3,479
Total lease income	$ 23,692	$ 21,573	$ 16,652
OperatingLeaseIncomeComprehensiveIncomeExtensibleListNotDisclosedFlag	true	true	true

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Lease Assets and Obligations - Future Minimum Rental Receipts (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Subleases
Operating Leases
2024	$ 622
2025	544
2026	225
2027	206
2028	86
After 2028	0
Total future minimum receipts	1,683
Owned Properties
Operating Leases
2024	396
2025	404
2026	407
2027	415
2028	423
After 2028	2,435
Total future minimum receipts	$ 4,480

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Related Party Transactions (Details) - USD ($)	1 Months Ended	12 Months Ended				74 Months Ended
	Dec. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2017	Nov. 30, 2023
Related Party Transaction [Line Items]
Contributions		$ 45,030,000	$ 59,877,000	$ 12,300,000
Distributions		(14,500,000)	(70,700,000)	(180,170,000)
Total contributions and distributions		30,530,000	(10,823,000)	(167,870,000)
Incentive reallocation fee		0	0	0
Incentive fees		7,271,000	0	$ 0
Related Party | Biglari Entities
Related Party Transaction [Line Items]
Term of agreement					5 years
Period fees payment	$ 800,000					$ 700,000
Management fee expense		8,500,000	$ 8,400,000
Related Party | Lion Fund, L.P.
Related Party Transaction [Line Items]
Investments, fair value disclosure	472,772,000	472,772,000
Related Party | Lion Fund II, L.P.
Related Party Transaction [Line Items]
Investments, fair value disclosure	$ 472,772,000	$ 472,772,000
Biglari Entities
Related Party Transaction [Line Items]
Incentive reallocation fee, percentage	25.00%	25.00%
Hurdle rate, percent	6.00%	6.00%
Incremental book value, percentage	25.00%	25.00%

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Fair Value of Financial Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Assets
Cash equivalents	$ 2,374	$ 17,608
Equity Securities
Non-qualified deferred compensation plan investments	0	699
Total assets at fair value	96,940	88,267
Consumer goods
Equity Securities
Equity securities:	26,660	17,274
Other
Equity Securities
Equity securities:	3,171	2,031
Government
Equity Securities
Bonds:	61,536	48,456
Corporate
Equity Securities
Bonds:	3,199	2,199
Level 1
Assets
Cash equivalents	2,374	17,608
Equity Securities
Non-qualified deferred compensation plan investments	0	699
Total assets at fair value	96,940	88,267
Level 1 | Consumer goods
Equity Securities
Equity securities:	26,660	17,274
Level 1 | Other
Equity Securities
Equity securities:	3,171	2,031
Level 1 | Government
Equity Securities
Bonds:	61,536	48,456
Level 1 | Corporate
Equity Securities
Bonds:	3,199	2,199
Level 2
Assets
Cash equivalents	0	0
Equity Securities
Non-qualified deferred compensation plan investments	0	0
Total assets at fair value	0	0
Level 2 | Consumer goods
Equity Securities
Equity securities:	0	0
Level 2 | Other
Equity Securities
Equity securities:	0	0
Level 2 | Government
Equity Securities
Bonds:	0	0
Level 2 | Corporate
Equity Securities
Bonds:	0	0
Level 3
Assets
Cash equivalents	0	0
Equity Securities
Non-qualified deferred compensation plan investments	0	0
Total assets at fair value	0	0
Level 3 | Consumer goods
Equity Securities
Equity securities:	0	0
Level 3 | Other
Equity Securities
Equity securities:	0	0
Level 3 | Government
Equity Securities
Bonds:	0	0
Level 3 | Corporate
Equity Securities
Bonds:	$ 0	$ 0

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Business Segment Reporting - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Total revenue	$ 365,318	$ 368,231	$ 366,106
Restaurant Operations
Segment Reporting Information [Line Items]
Total revenue	250,857	241,568	271,290
Restaurant Operations | Steak n Shake
Segment Reporting Information [Line Items]
Total revenue	239,956	231,820	263,135
Restaurant Operations | Western Sizzlin
Segment Reporting Information [Line Items]
Total revenue	10,901	9,748	8,155
Insurance premiums and other
Segment Reporting Information [Line Items]
Total revenue	67,272	64,540	58,609
Insurance premiums and other | Investment income and other
Segment Reporting Information [Line Items]
Total revenue	6,047	4,591	3,198
Insurance premiums and other | First Guard | Underwriting:
Segment Reporting Information [Line Items]
Total revenue	36,917	35,914	33,521
Insurance premiums and other | Southern Pioneer | Underwriting:
Segment Reporting Information [Line Items]
Total revenue	24,308	24,035	21,890
Oil And Gas Operations
Segment Reporting Information [Line Items]
Total revenue	45,071	57,546	33,004
Oil And Gas Operations | Abraxas Petroleum
Segment Reporting Information [Line Items]
Total revenue	27,576	11,455	0
Oil And Gas Operations | Southern Oil
Segment Reporting Information [Line Items]
Total revenue	17,495	46,091	33,004
Maxim
Segment Reporting Information [Line Items]
Total revenue	$ 2,118	$ 4,577	$ 3,203

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Business Segment Reporting - Earnings (Losses) Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Investment gains (losses)	$ 2,211	$ (3,393)	$ 6,401
Investment partnership gains (losses)	19,440	(75,953)	10,953
Earnings (Loss) Before Income Taxes	64,847	(43,027)	42,267
Operating Segments
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	66,142	49,418	38,296
Interest expense not allocated to segments	(681)	(399)	(1,121)
Segment Reconciling Items
Segment Reporting Information [Line Items]
Corporate and other	(22,946)	(13,099)	(13,383)
Investment gains (losses)	2,211	(3,393)	6,401
Investment partnership gains (losses)	19,440	(75,953)	10,953
Restaurant Operations | Operating Segments
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	27,963	12,962	14,455
Restaurant Operations | Operating Segments | Steak n Shake
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	26,170	11,478	13,524
Restaurant Operations | Operating Segments | Western Sizzlin
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	1,793	1,484	931
Insurance Operations | Operating Segments
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	13,083	9,904	14,435
Insurance Operations | Operating Segments | Investment income and other
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	4,629	4,603	2,118
Insurance Operations | Operating Segments | First Guard | Underwriting:
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	9,492	6,578	10,573
Insurance Operations | Operating Segments | Southern Pioneer | Underwriting:
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	(1,038)	(1,277)	1,744
Oil And Gas Operations | Operating Segments
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	25,766	25,191	9,713
Oil And Gas Operations | Operating Segments | Abraxas Petroleum
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	22,410	652	0
Oil And Gas Operations | Operating Segments | Southern Oil
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	3,356	24,539	9,713
Maxim | Operating Segments
Segment Reporting Information [Line Items]
Earnings (Loss) Before Income Taxes	$ 11	$ 1,760	$ 814

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Business Segment Reporting - Capital Expenditures (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Capital Expenditures	$ 23,405	$ 29,746	$ 64,549
Operating Segments
Segment Reporting Information [Line Items]
Capital Expenditures	22,147	26,934	62,743
Segment Reconciling Items
Segment Reporting Information [Line Items]
Capital Expenditures	1,258	2,812	1,806
Restaurant Operations | Operating Segments
Segment Reporting Information [Line Items]
Capital Expenditures	21,294	24,470	60,296
Insurance Operations | Operating Segments
Segment Reporting Information [Line Items]
Capital Expenditures	309	1,558	1,451
Oil And Gas Operations | Operating Segments
Segment Reporting Information [Line Items]
Capital Expenditures	$ 544	$ 906	$ 996

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Business Segment Reporting - Depreciation and Amortization (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Depreciation, Depletion, and Amortization	$ 38,979	$ 36,443	$ 30,050
Operating Segments
Segment Reporting Information [Line Items]
Depreciation, Depletion, and Amortization	37,709	35,702	29,733
Segment Reconciling Items
Segment Reporting Information [Line Items]
Depreciation, Depletion, and Amortization	1,270	741	317
Restaurant | Operating Segments
Segment Reporting Information [Line Items]
Depreciation, Depletion, and Amortization	27,031	27,496	21,484
Insurance | Operating Segments
Segment Reporting Information [Line Items]
Depreciation, Depletion, and Amortization	339	193	176
Oil and Gas | Operating Segments
Segment Reporting Information [Line Items]
Depreciation, Depletion, and Amortization	$ 10,339	$ 8,013	$ 8,073

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Business Segment Reporting - Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Identifiable Assets	$ 849,422	$ 828,474
Corporate, Non-Segment
Segment Reporting Information [Line Items]
Identifiable Assets	35,411	30,832
Segment Reconciling Items
Segment Reporting Information [Line Items]
Identifiable Assets	199,103	155,794
Restaurant Operations | Operating Segments
Segment Reporting Information [Line Items]
Identifiable Assets	345,525	360,630
Restaurant Operations | Operating Segments | Steak n Shake
Segment Reporting Information [Line Items]
Identifiable Assets	325,229	341,199
Restaurant Operations | Operating Segments | Western Sizzlin
Segment Reporting Information [Line Items]
Identifiable Assets	20,296	19,431
Insurance Operations | Operating Segments
Segment Reporting Information [Line Items]
Identifiable Assets	143,528	134,370
Insurance Operations | Operating Segments | First Guard
Segment Reporting Information [Line Items]
Identifiable Assets	67,204	58,997
Insurance Operations | Operating Segments | Southern Pioneer
Segment Reporting Information [Line Items]
Identifiable Assets	76,324	75,373
Oil And Gas Operations | Operating Segments
Segment Reporting Information [Line Items]
Identifiable Assets	109,799	130,755
Oil And Gas Operations | Operating Segments | Abraxas Petroleum
Segment Reporting Information [Line Items]
Identifiable Assets	66,155	81,339
Oil And Gas Operations | Operating Segments | Southern Oil
Segment Reporting Information [Line Items]
Identifiable Assets	43,644	49,416
Maxim | Operating Segments
Segment Reporting Information [Line Items]
Identifiable Assets	$ 16,056	$ 16,093

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Supplemental Disclosures of Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash paid during the year for:
Interest on debt	$ 710	$ 359	$ 994
Interest on obligations under leases	5,114	5,493	6,039
Income taxes	5,677	1,092	4,532
Non-cash investing and financing activities
Capital expenditures in accounts payable	2,077	1,897	8,733
Finance lease additions	694	0	733
Finance lease retirements	$ 0	$ 0	$ 1,216

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Supplemental Oil and Gas Disclosures (Unaudited) - Estimate of Reserves (Details) MMcf in Thousands, MBoe in Thousands, MBbls in Thousands	12 Months Ended
	Dec. 31, 2023 MBoe MMcf MBbls ft³	Dec. 31, 2022 MBoe MMcf MBbls
Proved Developed and Undeveloped Reserves [Roll Forward]
Energy equivalent factor | ft³	6,000
Oil (MBbl)
Proved Developed and Undeveloped Reserves [Roll Forward]
Beginning balance	4,971	2,361
Revisions	(512)	(355)
Extensions	219	0
Acquisition of reserves	0	3,415
Production	(542)	(450)
Ending balance	4,136	4,971
Total proved developed reserves	3,534	4,507
Total proved undeveloped reserves	602	464
Gas (MMcf)
Proved Developed and Undeveloped Reserves [Roll Forward]
Beginning balance | MMcf	40,249	26,544
Revisions | MMcf	(14,934)	(3,288)
Extensions | MMcf	470	0
Acquisition of reserves | MMcf	0	19,334
Production | MMcf	(2,181)	(2,341)
Ending balance | MMcf	23,604	40,249
Total proved developed reserves | MMcf	21,395	32,132
Total proved undeveloped reserves | MMcf	2,209	8,117
Liquids (MBbl)
Proved Developed and Undeveloped Reserves [Roll Forward]
Beginning balance	1,508	0
Revisions	(42)	0
Extensions	66	0
Acquisition of reserves	0	1,550
Production	(111)	(42)
Ending balance	1,421	1,508
Total proved developed reserves	1,355	1,508
Total proved undeveloped reserves	66	0
MBOE
Proved Developed and Undeveloped Reserves [Roll Forward]
Beginning balance | MBoe	13,188	6,785
Revisions | MBoe	(3,043)	(903)
Extensions | MBoe	362	0
Acquisition of reserves | MBoe	0	8,188
Production | MBoe	(1,016)	(882)
Ending balance | MBoe	9,491	13,188
Total proved developed reserves | MBoe	8,455	11,371
Total proved undeveloped reserves | MBoe	1,036	1,817

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Supplemental Oil and Gas Disclosures (Unaudited) - Estimate of Future Cash Flows (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Extractive Industries [Abstract]
Future cash inflows	$ 367,867	$ 728,382
Future production costs	(172,239)	(288,816)
Future development and abandonment costs	(28,533)	(36,719)
Future income tax expense	(22,919)	(69,999)
Future net cash flows	144,176	332,848
10% annual discount for estimated timing of cash flows	(51,727)	(122,781)
Standardized measure of discounted future net cash flows	$ 92,449	$ 210,067	$ 77,759
Annual discount for estimated timing of cash flows	10.00%	10.00%

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Supplemental Oil and Gas Disclosures (Unaudited) - Change in Standardized Measure of Discounted Future Net Cash Flows (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Change in Standardized Measure of Discounted Future Net Cash Flows
Standardized measure at beginning of year	$ 210,067	$ 77,759
Net change in prices and production costs	(86,323)	58,439
Net change in future development costs	(101)	104
Sales of oil and natural gas, net of production expenses	(27,706)	(41,859)
Acquisition of reserves and extensions	8,836	141,051
Revisions of previous quantity estimates	(59,164)	(9,072)
Net change in taxes	30,792	(26,456)
Accretion of discount	22,641	9,862
Changes in timing and other	(6,593)	239
Standardized measure at end of year	$ 92,449	$ 210,067