On February 8, 2012, the Board of Directors (the "Board") of Biglari Holdings Inc. (the "Company") elected William L. Johnson as a director of the Company. The Board also appointed Mr. Johnson to serve on each of the Audit Committee and the Governance, Compensation and Nominating Committee of the Board.
Mr. Johnson, age 69, has been President and Chief Executive Officer of The Berean Group, LLC, a business consulting firm, since June 2002. Mr. Johnson served as Vice Chairman of the Board of Fremont Michigan InsuraCorp, Inc., a property and casualty insurance provider, from 2003 until 2011.
There is no arrangement or understanding between Mr. Johnson and any other person pursuant to which he was elected as a director of the Company. There are no transactions in which Mr. Johnson has an interest requiring disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended. Mr. Johnson will receive compensation for his service as a member of the Board in accordance with the Company's standard compensation arrangements for non-employee directors, which are summarized in the Company's Definitive Proxy Statement for its 2011 annual meeting of shareholders, as filed with the Securities and Exchange Commission on March 9, 2011.