Biglari Holdings Inc. Announces 2024 Annual Meeting of Shareholders

TL;DR

<b>Biglari Holdings Inc. will hold its Annual Meeting of Shareholders on April 17, 2024, to elect directors and ratify auditor selection.</b>

AI Summary

Biglari Holdings Inc. (BH) filed a Proxy Statement (DEF 14A) with the SEC on March 19, 2024. The Annual Meeting of Shareholders for Biglari Holdings Inc. is scheduled for April 17, 2024, at 1:00 p.m. CDT. The meeting will be held at the Majestic Theatre, 224 East Houston Street, San Antonio, Texas 78205. Key agenda items include the election of directors and the ratification of Deloitte & Touche LLP as the independent registered public accounting firm. The filing is a Definitive Proxy Statement (DEF 14A) submitted on March 19, 2024. The company was formerly known as NBHSA Inc. and changed its name on December 21, 2017.

Why It Matters

For investors and stakeholders tracking Biglari Holdings Inc., this filing contains several important signals. Shareholders have the opportunity to vote on the composition of the Board of Directors, directly influencing the company's strategic direction and governance. The ratification of the independent auditor is a critical step in ensuring financial transparency and compliance with regulatory standards.

Risk Assessment

Risk Level: low — Biglari Holdings Inc. shows low risk based on this filing. The filing is a routine proxy statement for an annual shareholder meeting, with no immediate financial or operational changes indicated.

Analyst Insight

Shareholders should review the proxy materials to make informed voting decisions on director elections and auditor ratification.

Key Numbers

• April 17, 2024 — Annual Meeting Date (Date of the Annual Meeting of Shareholders)
• 1:00 p.m. Central Daylight Time — Meeting Time (Time of the Annual Meeting)
• 20240319 — Filing Date (Date the DEF 14A was filed)
• 20171221 — Name Change Date (Date Biglari Holdings Inc. changed its name from NBHSA Inc.)

Key Players & Entities

• Biglari Holdings Inc. (company) — Registrant name
• April 17, 2024 (date) — Date of Annual Meeting
• Majestic Theatre (location) — Location of Annual Meeting
• San Antonio, Texas (location) — Meeting location city and state
• Deloitte & Touche LLP (company) — Proposed independent auditor
• NBHSA Inc. (company) — Former company name
• 20171221 (date) — Date of name change
• March 19, 2024 (date) — Filing date

FAQ

Risk Factors

• Compliance with SEC Regulations [low — regulatory]: The company must comply with all SEC rules and regulations regarding proxy solicitations and shareholder meetings.
• Shareholder Engagement [low — operational]: Effective communication and engagement with shareholders are crucial for successful annual meetings and corporate governance.

Industry Context

Biglari Holdings Inc. operates in the retail sector, primarily through its ownership of restaurant concepts. This filing pertains to corporate governance and shareholder voting procedures.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, specifically Rule 14a-101, which governs the content of proxy statements.

What Investors Should Do

1. Review the list of director nominees and their qualifications.
2. Evaluate the proposal to ratify Deloitte & Touche LLP as the independent auditor.
3. Understand the voting procedures and deadlines for proxy submission.

Key Dates

• 2024-04-17: Annual Meeting of Shareholders — Shareholders will vote on director elections and auditor ratification.
• 2024-03-19: Filing Date — Definitive Proxy Statement (DEF 14A) filed with the SEC.

Year-Over-Year Comparison

This is a routine DEF 14A filing for the annual shareholder meeting, similar to previous years, focusing on director elections and auditor ratification.

Key Financial Figures

• $90,000 — will receive an annual cash retainer of $90,000, and the Chair of the Audit and Compens
• $10,000 — e an additional annual cash retainer of $10,000. For his role as Vice Chairman of the B
• $270,000 — will receive an annual cash retainer of $270,000. The following table provides compensa
• $25,000 — AB), who has continuously held at least $25,000 in market value of the Corporation's se

Filing Documents

• bhproxystatementfor2024ann.htm (DEF 14A) — 230KB
• biglariholdingsinc_prxyxgtb.jpg (GRAPHIC) — 473KB
• biglariholdingsinc_prxyxgtc.jpg (GRAPHIC) — 301KB
• 0001726173-24-000011.txt (&nbsp;) — 1297KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION Compensation Discussion and Analysis The Compensation Discussion and Analysis is designed to provide shareholders with a better understanding of our compensation philosophy. It explains the compensation-related actions taken regarding the executive officers identified in the Summary Compensation Table (the "Named Executive Officers"). Biglari Holdings is not a conventional company. As a result, our compensation system is unconventional and idiosyncratic to Biglari Holdings. The Company is composed of two distinct components operating businesses and investments. Our compensation system is, therefore, broken into two segments, one for operations and the other for investments. The Company conducts its operations through its subsidiaries Steak n Shake Inc., Western Sizzlin Corporation, First Guard Insurance Company, Southern Oil Company, Southern Pioneer Property Casualty Insurance Company, Maxim Inc., and Abraxas Petroleum Corporation. As CEO of Biglari Holdings, Mr. Biglari oversees the Company's operating businesses his incentive compensation is tied to the performance of these operating businesses. Mr. Biglari's compensation is reviewed annually by the Compensation Committee of the Corporation's Board of Directors (the "Commi

View Full Filing

View this DEF 14A filing on SEC EDGAR