STOCK TITAN

Lion Fund tied to Biglari Holdings (BH) adds 2,278 Class B shares in open-market buys

Filing Impact
(Very High)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Biglari Holdings Inc. insider entities associated with Chairman and CEO Sardar Biglari reported open-market purchases of Class B common stock. The Lion Fund, L.P. bought 1,743 shares on June 4 at a weighted average price of $286.76 per share and 535 shares on June 5 at a weighted average price of $297.14 per share. After these purchases, The Lion Fund, L.P. is shown holding 1,400,382 Class B shares. Additional indirect holdings through Biglari Capital Corp. and small direct positions in both Class A and Class B shares are also reported, highlighting that most exposure is held via investment entities rather than directly in Mr. Biglari’s name.

Positive

  • None.

Negative

  • None.

Insights

Associated investment entities made modest net open-market share purchases.

Entities linked to Sardar Biglari, primarily The Lion Fund, L.P., executed open-market purchases totaling 2,278 shares of Biglari Holdings Class B stock at weighted average prices of $286.76 and $297.14. These are straightforward cash buys, not option exercises or complex derivatives.

The filing also lists sizeable existing positions, including 1,400,382 Class B shares and significant Class A holdings at the fund level, plus smaller positions via Biglari Capital Corp. and direct ownership. Within this context, the new purchases appear incremental relative to the overall stake.

There is no reference to Rule 10b5-1 trading plans or other pre-arranged mechanisms in the excerpt, so the transactions look discretionary open-market activity by the fund. Overall, the filing mainly updates investors on the scale and structure of ownership rather than signaling a major strategic shift.

Insider BIGLARI, SARDAR, BIGLARI CAPITAL CORP., LION FUND, L.P.
Role Chairman and CEO | null | null
Bought 2,278 shs ($659K)
Type Security Shares Price Value
Purchase Class B common stock 535 $297.14 $159K
Purchase Class B common stock 1,743 $286.76 $500K
holding Class A common stock -- -- --
holding Class A common stock -- -- --
holding Class A common stock -- -- --
holding Class B common stock -- -- --
holding Class B common stock -- -- --
Holdings After Transaction: Class B common stock — 1,400,382 shares (Indirect, By The Lion Fund, L.P.); Class A common stock — 128,811.7 shares (Indirect, By The Lion Fund, L.P.); Class A common stock — 0.1 shares (Direct, null); Class B common stock — 1 shares (Direct, null)
Footnotes (1)
  1. 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. Shares owned directly by The Lion Fund, L.P. (the "Lion Fund"). BCC is the general partner of the Lion Fund. 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. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $284.99 to $287.50. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $293.34 to $298.81. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
Class B shares bought June 4 1,743 shares Open-market purchase at $286.76 weighted average price
Class B shares bought June 5 535 shares Open-market purchase at $297.14 weighted average price
Total net shares bought 2,278 shares Net-buy across reported open-market purchases
Lion Fund Class B holdings 1,400,382 shares Class B common stock after reported transactions
Lion Fund Class A holdings 128,811.7 shares Class A common stock position reported as indirect
Biglari Capital Class B holdings 71,855 shares Indirect Class B common stock via Biglari Capital Corp.
Biglari Capital Class A holdings 25,663.1 shares Indirect Class A common stock via Biglari Capital Corp.
open-market purchase financial
"transaction_action": "open-market purchase""
An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.
beneficially own financial
"Mr. Biglari may be deemed to beneficially own the shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
weighted average price financial
"The price reported in column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Class A common stock financial
"Shares owned directly by Biglari Capital Corp., including shares of Class A common stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Class B common stock financial
"Shares owned directly by The Lion Fund, L.P. of Class B common stock"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
BIGLARI, SARDAR

(Last)(First)(Middle)
19100 RIDGEWOOD PKWY, SUITE 1200

(Street)
SAN ANTONIO TEXAS 78259

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Biglari Holdings Inc. [ BH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class B common stock06/04/2026P1,743A$286.76(3)1,399,847I(2)By The Lion Fund, L.P.
Class B common stock06/05/2026P535A$297.14(4)1,400,382I(2)By The Lion Fund, L.P.
Class A common stock128,811.7I(2)By The Lion Fund, L.P.
Class A common stock0.1D
Class A common stock25,663.1I(1)By Biglari Capital Corp.
Class B common stock1D
Class B common stock71,855I(1)By Biglari Capital Corp.
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction 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 (Month/Day/Year)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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
BIGLARI, SARDAR

(Last)(First)(Middle)
19100 RIDGEWOOD PKWY, SUITE 1200

(Street)
SAN ANTONIO TEXAS 78259

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
1. Name and Address of Reporting Person*
BIGLARI CAPITAL CORP.

(Last)(First)(Middle)
19100 RIDGEWOOD PKWY, SUITE 1200

(Street)
SAN ANTONIO TEXAS 78259

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
LION FUND, L.P.

(Last)(First)(Middle)
19100 RIDGEWOOD PKWY, SUITE 1200

(Street)
SAN ANTONIO TEXAS 78259

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. 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.
2. Shares owned directly by The Lion Fund, L.P. (the "Lion Fund"). BCC is the general partner of the Lion Fund. 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.
3. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $284.99 to $287.50. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
4. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $293.34 to $298.81. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
Remarks:
This Form 4 is filed jointly by Mr. Biglari, BCC and the Lion Fund. Each of Mr. Biglari, BCC and the Lion Fund disclaims beneficial ownership of the shares of Class A and Class B common stock reported herein except to the extent of his or its pecuniary interest therein.
By: /s/ Sardar Biglari06/05/2026
By: Biglari Capital Corp.; By: /s/ Sardar Biglari, Chairman and Chief Executive Officer06/05/2026
By: The Lion Fund, L.P.; By: Biglari Capital Corp., its general partner; By: /s/ Sardar Biglari, Chairman and Chief Executive Officer06/05/2026
** Signature of Reporting PersonDate
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Biglari Holdings (BH) report in this Form 4?

The filing reports open-market purchases of 2,278 Class B shares by The Lion Fund, L.P., an entity associated with Sardar Biglari. These were bought at weighted average prices around $286.76 and $297.14 per share, increasing the fund’s existing stake.

Who actually bought the Biglari Holdings (BH) shares disclosed in this Form 4?

The purchases were made by The Lion Fund, L.P., not directly by Sardar Biglari. Footnotes state the fund holds the shares, while Biglari Capital Corp. is its general partner and Mr. Biglari may be deemed to beneficially own the fund’s holdings through these relationships.

How many Biglari Holdings (BH) Class B shares does The Lion Fund, L.P. hold after these trades?

After the reported purchases, The Lion Fund, L.P. is shown holding 1,400,382 Class B shares. This figure reflects the updated position following the 1,743-share buy on June 4 and the 535-share buy on June 5, as disclosed in the transaction detail table.

What prices were paid for the Biglari Holdings (BH) shares in the reported insider purchases?

The filing reports weighted average prices. On June 4, shares were purchased at $286.76 per share across trades from $284.99 to $287.50. On June 5, shares were purchased at $297.14 per share across trades from $293.34 to $298.81.

Does this Biglari Holdings (BH) Form 4 involve derivatives or only common stock?

The reported transactions involve common stock only, specifically Class B shares purchased in the open market. The derivative summary section is empty in the provided data, indicating no option or other derivative exercises were reported in connection with these transactions.