Sec Form 4 Filing - BIGLARI, SARDAR @ Biglari Holdings Inc. - 2018-06-05

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person BIGLARI, SARDAR 2. Issuer Name and Ticker or Trading Symbol Biglari Holdings Inc. [ BH.A] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) 17802 IH 10 WEST, SUITE 400 3. Date of Earliest Transaction (MM/DD/YY) 06/05/2018 (Street) SAN ANTONIO, TX78257 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Class A common stock ( 1 ) 06/05/2018 P( 2 ) 62 A $ 994.5145 ( 3 ) 3,163.1 ( 1 ) I ( 4 ) See Footnote. Class A common stock ( 1 ) 06/07/2018 P( 2 ) 19 A $ 1,005.5221 ( 5 ) 3,182.1 ( 1 ) I ( 4 ) See Footnote. Class A common stock ( 1 ) 72,621 ( 1 ) I ( 6 ) By The Lion Fund II, L.P. Class A common stock ( 1 ) 0.1 ( 1 ) D Class A common stock ( 1 ) 36,571.7 ( 1 ) I ( 7 ) By The Lion Fund, L.P.

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BIGLARI, SARDAR 17802 IH 10 WEST, SUITE 400 SAN ANTONIO, TX78257 X X Chief Executive Officer BIGLARI CAPITAL CORP. 17802 IH 10 WEST, SUITE 400 SAN ANTONIO, TX78257 X Signatures By: /s/ Sardar Biglari 06/07/2018 Signature of Reporting Person Date By: Biglari Capital Corp.; By: /s/ Sardar Biglari, Chairman and Chief Executive Officer 06/07/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Biglari Holdings Inc. implemented a dual class structure on April 30, 2018. The Company's common stock was replaced with Class A common stock and Class B common stock. ( 2 )These transactions were effected pursuant to a Rule 10b5-1 trading plan. ( 3 )The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $979.50 to $1,005.79. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission ("SEC"), upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. ( 4 )Shares owned directly by BCC. Mr. Biglari may be deemed a beneficial owner of the shares of Class A common stock of the Issuer owned directly by BCC. ( 5 )The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $995.00 to $1,015.00. 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. ( 6 )Shares owned directly by The Lion Fund II, L.P. (the "Lion Fund II"). Biglari Capital Corp ("BCC") is the general partner of the Lion Fund II. Sardar 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 common stock of the Issuer owned directly by the Lion Fund II. ( 7 )Shares owned directly by the 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 common stock of the Issuer owned directly by the Lion Fund I.

Remarks: This Form 4 is filed jointly by Mr. Biglari and BCC. Each of Mr. Biglari and BCC disclaims beneficial ownership of the shares of Class A common stock reported herein except to the extent of his or its pecuniary interest therein. On April 30, 2018 Biglari Holdings Inc. merged into a subsidiary of NBHSA Inc. Immediately after the merger, the former Biglari Holdings Inc. changed its name to OBH Inc. and NBHSA Inc., the successor to OBH Inc., changed its name to Biglari Holdings Inc.

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).

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