UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
 § 240.13d-2(a)
(Amendment No. 34)1
Biglari Holdings Inc.
 (Name of Issuer)
Common Stock, $.50 Stated Value
 (Title of Class of Securities)
08986R101
 (CUSIP Number)
Sardar Biglari
17802 IH 10 West, Suite 400
San Antonio, Texas 78257
(210) 344-3400
(Name, Address and Telephone Number of Person
 Authorized to Receive Notices and Communications)
January 30, 2018
 (Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
1          The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP NO. 08986R101

1
NAME OF REPORTING PERSON
 
Sardar Biglari
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
PF, AF, OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
 PURSUANT TO ITEM 2(d) OR 2(e)
 
 ☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,111,548
  
8
SHARED VOTING POWER
 
7,475
  
9
SOLE DISPOSITIVE POWER
 
1,111,548
  
10
SHARED DISPOSITIVE POWER
 
7,475
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,111,548
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 CERTAIN SHARES
 
 ☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
53.8%
  
14
TYPE OF REPORTING PERSON
 
IN
  


2
CUSIP NO. 08986R101

1
NAME OF REPORTING PERSON
 
The Lion Fund, L.P. (the “Lion Fund I”)
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
WC, AF, OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
 PURSUANT TO ITEM 2(d) OR 2(e)
 
 ☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
365,726
  
8
SHARED VOTING POWER
 
- 0 -
  
9
SOLE DISPOSITIVE POWER
 
365,726
  
10
SHARED DISPOSITIVE POWER
 
- 0 -
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
365,726
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 CERTAIN SHARES
 
 ☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
17.7%
  
14
TYPE OF REPORTING PERSON
 
PN
  


3
CUSIP NO. 08986R101

1
NAME OF REPORTING PERSON
 
The Lion Fund II, L.P. (the “Lion Fund II”)
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
WC, AF
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
 PURSUANT TO ITEM 2(d) OR 2(e)
 
 ☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
705,414
  
8
SHARED VOTING POWER
 
- 0 -
  
9
SOLE DISPOSITIVE POWER
 
705,414
  
10
SHARED DISPOSITIVE POWER
 
- 0 -
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
705,414
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 CERTAIN SHARES
 
 ☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
34.1%
  
14
TYPE OF REPORTING PERSON
 
PN
  


4
CUSIP NO. 08986R101

1
NAME OF REPORTING PERSON
 
Biglari Capital Corp. (“BCC”)
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
AF, OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
 PURSUANT TO ITEM 2(d) OR 2(e)
 
 ☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas
  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,102,158
  
8
SHARED VOTING POWER
 
- 0 -
  
9
SOLE DISPOSITIVE POWER
 
1,102,158
  
10
SHARED DISPOSITIVE POWER
 
- 0 -
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,102,158
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 CERTAIN SHARES
 
 ☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
53.3%
  
14
TYPE OF REPORTING PERSON
 
OO
  


5
CUSIP NO. 08986R101

1
NAME OF REPORTING PERSON
 
The Steak n Shake 401(k) Savings Plan (the “401(k) Plan”)
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
 PURSUANT TO ITEM 2(d) OR 2(e)
 
 ☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,128
  
8
SHARED VOTING POWER
 
- 0 -
  
9
SOLE DISPOSITIVE POWER
 
1,128
  
10
SHARED DISPOSITIVE POWER
 
- 0 -
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,128
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 CERTAIN SHARES
 
 ☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
  
14
TYPE OF REPORTING PERSON
 
EP
  


6
CUSIP NO. 08986R101

1
NAME OF REPORTING PERSON
 
The Steak n Shake Non-Qualified Savings Plan (the “Non-Qualified Savings Plan”)
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
 PURSUANT TO ITEM 2(d) OR 2(e)
 
 ☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
786
  
8
SHARED VOTING POWER
 
- 0 -
  
9
SOLE DISPOSITIVE POWER
 
786
  
10
SHARED DISPOSITIVE POWER
 
- 0 -
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
786
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 CERTAIN SHARES
 
 ☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
  
14
TYPE OF REPORTING PERSON
 
EP
  


7
CUSIP NO. 08986R101

1
NAME OF REPORTING PERSON
 
Philip L. Cooley
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
PF, OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
 PURSUANT TO ITEM 2(d) OR 2(e)
 
 ☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
  
8
SHARED VOTING POWER
 
7,475
  
9
SOLE DISPOSITIVE POWER
 
- 0 -
  
10
SHARED DISPOSITIVE POWER
 
7,475
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
7,475
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 CERTAIN SHARES
 
 ☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
  
14
TYPE OF REPORTING PERSON
 
IN
  



8
 
CUSIP NO. 08986R101

 
The following constitutes Amendment No. 34 (“Amendment No. 34”) to the Schedule 13D filed by the undersigned. This Amendment No. 34 amends the Schedule 13D as specifically set forth herein.
The aggregate percentage of Shares reported owned by each person named herein is based upon 2,067,613 Shares outstanding, which is the number of Shares outstanding as of November 1, 2017, as reported in the Quarterly Report on Form 10-Q for the period ended September 30, 2017 filed by the Issuer with the Securities and Exchange Commission on November 3, 2017.
Item 3.   Source and Amount of Funds or Other Consideration.
Item 3 is hereby amended and supplemented as follows:
Subsequent to filing Amendment No. 33 on December 28, 2017, Lion Fund II acquired 25,831 Shares pursuant to the 2017 Purchase Plan defined and described in Amendment No. 33 as amended, for an aggregate cost of $10,704,285. Lion Fund II used its working capital to make such purchases.
9



SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: February 7, 2018
THE LION FUND, L.P.
  
       
 
By:
Biglari Capital Corp.
  
   
General Partner
  
       
 
By:
/s/ Sardar Biglari
  
   
Sardar Biglari, Chief Executive Officer
  
       
 
THE LION FUND II, L.P.
  
       
 
By:
Biglari Capital Corp.
  
   
General Partner
  
       
 
By:
/s/ Sardar Biglari
  
   
Sardar Biglari, Chief Executive Officer
  
       
 
BIGLARI CAPITAL CORP.
  
       
 
By:
/s/ Sardar Biglari
  
   
Sardar Biglari, Chief Executive Officer
  
       
 
THE STEAK N SHAKE 401(K) SAVINGS PLAN
 
  
 
By:
Steak n Shake Inc.
  
   
Plan Sponsor
  
       
 
By:
/s/ Sardar Biglari
  
   
Sardar Biglari, Chief Executive Officer
  
       
 
THE STEAK N SHAKE NON-QUALIFIED SAVINGS PLAN
  
       
 
By:
Steak n Shake Inc.
  
   
Plan Sponsor
  
       
 
By:
/s/ Sardar Biglari
  
   
Sardar Biglari, Chief Executive Officer
  
       
 
/s/ Sardar Biglari
  
 
SARDAR BIGLARI
  
 
Individually and as Attorney-In-Fact for Philip L. Cooley
  

 
 
 
 
 
10