UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e) Equity Grants to Executive Officers
Effective January 3, 2022, the Board of Directors (the “Board”) of BurgerFi, International, Inc. (the “Company”) approved grants under the Company’s 2020 Omnibus Equity Incentive Plan (as amended from time to time, the “Plan”), to each of Ophir Sternberg, the Company’s Executive Chairman, and Michael Rabinovitch, the Company’s Chief Financial Officer, pursuant to the terms of their respective grant agreements, as follows: Mr. Sternberg was granted 303,956 unrestricted shares of common stock of the Company pursuant to a grant agreement which is attached as Exhibit 10.1 hereto and is incorporated by reference and Mr. Rabinovitch was granted 174,613 unrestricted shares of common stock of the Company pursuant to a grant agreement which is attached as Exhibit 10.2 hereto and is incorporated by reference.
Amendment and Restatement of Equity Grant to Executive Officer
As previously disclosed by the Company, on July 13, 2021, Mr. Rabinovitch was granted 100,000 restricted stock units (“RSUs”) under the Plan, which shall vest in four annual installments of 20,000, 20,000, 20,000 and 40,000 RSUs, subject to the Company’s per share stock price achieving certain price thresholds for a period of time, as set forth in the related grant agreement. Effective January 3, 2022, the Board approved of an amendment and restatement of such grant agreement to revise certain of such price thresholds from $19.00 per share, $19.00 per share, $22.00 per share and $25.00 per share to $11.00 per share, $11.00 per share, $13.00 per share and $15.00 per share, respectively, as more fully set forth in the amended and restated grant agreement which is attached as Exhibit 10.3 hereto and is incorporated by reference.
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The foregoing descriptions of the grant agreements are intended only as summaries and are qualified in their entirety by reference to the actual terms of the respective grant agreements attached to this Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description | |
| 10.1+ | Unrestricted Stock Award Agreement between Ophir Sternberg and BurgerFi International Inc., dated January 3, 2022. | |
| 10.2+ | Unrestricted Stock Award Agreement between Michael Rabinovitch and BurgerFi International Inc., dated January 3, 2022. | |
| 10.3+ | Amended and Restated Restricted Stock Unit Award Agreement between Michael Rabinovitch and BurgerFi International Inc., dated January 3, 2022. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
| + | Indicates a management contract or a compensatory plan or agreement. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: January 6, 2022
| BURGERFI INTERNATIONAL, INC. | ||
| By: | /s/ Michael Rabinovitch | |
| Michael Rabinovitch | ||
| Chief Financial Officer | ||