Form Type: 4

SEC EDGAR Link
Accession Number:0000921895-19-002845
Date:2019-11-18
Issuer: BIGLARI HOLDINGS INC. (BH)
Original Submission Date:

Reporting Person:

BIGLARI, SARDAR
17802 IH 10 WEST, SUITE 400
SAN ANTONIO, TX 78257

Reporting Person:

BIGLARI CAPITAL CORP.
17802 IH 10 WEST, SUITE 400
SAN ANTONIO, TX 78257

Reporting Person:

LION FUND II, L.P.
17802 IH 10 WEST, SUITE 400
SAN ANTONIO, TX 78257

Reporting Person:

LION FUND, L.P.
17802 IH 10 WEST, SUITE 400
SAN ANTONIO, TX 78257

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2019-11-18 P 2,284 a $576.07 5,385 direct
CLASS A COMMON STOCK 2019-11-19 P 848 a $575.35 6,233 direct
CLASS A COMMON STOCK 2019-11-20 P 100 a $584.08 6,333 direct
CLASS A COMMON STOCK 0 $0.00 16,280 f4 indirect
CLASS A COMMON STOCK 0 $0.00 72,621 f5 indirect
CLASS A COMMON STOCK 0 $0.00 36,572 f6 indirect
CLASS B COMMON STOCK 0 $0.00 1 direct
CLASS B COMMON STOCK 0 $0.00 55,014 f4 indirect
CLASS B COMMON STOCK 0 $0.00 726,218 f5 indirect
CLASS B COMMON STOCK 0 $0.00 365,726 f6 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 the price reported in column 4 is a weighted average price. these shares were purchased in multiple transactions at prices ranging from $575.00 to $580.00. the reporting persons undertake to provide to the issuer, any security holder of the issuer or the staff of the securities and exchange commision (the "sec"), upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
f2 the price reported in column 4 is a weighted average price. these shares were purchased in multiple transactions at prices ranging from $575.00 to $578.00. the reporting persons undertake to provide to the issuer, any security holder of the issuer or the staff of the sec, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
f3 the price reported in column 4 is a weighted average price. these shares were purchased in multiple transactions at prices ranging from $580.00 to $589.82. the reporting persons undertake to provide to the issuer, any security holder of the issuer or the staff of the sec, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
f4 shares owned directly by biglari capital corp. ("bcc"), including shares of class a and class b common stock of the issuer transferred for no consideration by sardar biglari to bcc. mr. biglari may be deemed a beneficial owner of the shares of class a and class b common stock of the issuer owned directly by bcc.
f5 shares owned directly by the lion fund ii, l.p. (the "lion fund ii"). bcc is the general partner of the lion fund ii. mr. biglari is the sole member, chairman and chief executive officer of bcc. by virtue of these relationships, bcc and mr. biglari may be deemed to beneficially own the shares of class a and class b common stock of the issuer owned directly by the lion fund ii.
f6 shares owned directly by the lion fund, l.p. (the "lion fund i"). bcc is the general partner of the lion fund i. mr. biglari is the sole member, chairman and chief executive officer of bcc. by virtue of these relationships, bcc and mr. biglari may be deemed to beneficially own the shares of class a and class b common stock of the issuer owned directly by the lion fund i.

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