Statement of Changes in Beneficial Ownership (4)
January 04 2023 - 3:17PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Mann Gregory William |
2. Issuer Name and Ticker or Trading Symbol
BurgerFi International, Inc.
[
BFI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O BURGERFI INTERNATIONAL, INC., 200 WEST CYPRESS CREEK RD., SUITE 220 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/31/2022 |
(Street)
FORT LAUDERDALE, FL 33309
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 12/31/2022 | | M(1) | | 26455 | A | (2) | 36455 | D | |
Common Stock | 12/31/2022 | | F(3) | | 7937 | D | $1.26 | 28518 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units | (2) | 12/31/2022 | | M (1) | | | 26455 | (1) | (1) | Common Stock | 26455 | $0.00 | 0 | D | |
Restricted Stock Units | (2) | 1/3/2023 | | A (4) | | 79365 | | (4) | (4) | Common Stock | 79365 | $0.00 | 79365 | D | |
Explanation of Responses: |
(1) | On January 3, 2022, the Reporting Person was granted 26,455 restricted stock units under the issuer's 2020 Omnibus Equity Incentive Plan (the "Plan"), which restricted stock units vested on December 31, 2022 and will be settled in shares of common stock. |
(2) | Each restricted stock unit represents a contingent right to receive one share of BurgerFi International, Inc. common stock. |
(3) | Shares disposed of represent shares withheld by the issuer to pay taxes due upon vesting of restricted stock units. |
(4) | On January 3, 2023, the Reporting Person was granted 79,365 restricted stock units under the Plan, which shall vest and be settled in shares of common stock on December 31, 2023, subject to the Reporting Person's continuous service as a director of BurgerFi International, Inc. until such time and earlier vesting due to a change of control. |
Remarks: EXHIBIT LIST: Exhibit 24 - Power of Attorney |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Mann Gregory William C/O BURGERFI INTERNATIONAL, INC. 200 WEST CYPRESS CREEK RD., SUITE 220 FORT LAUDERDALE, FL 33309 | X |
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Signatures
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/s/ Stefan Schnopp, Attorney in Fact for Gregory Mann | | 1/4/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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