New Risk • Jul 14
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 32% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Debt is not well covered by operating cash flow (currently running at an operating cash loss). High level of non-cash earnings (72% accrual ratio). Shareholders have been substantially diluted in the past year (32% increase in shares outstanding). Minor Risks Share price has been volatile over the past 3 months (11% average weekly change). Significant insider selling over the past 3 months (€2.3m sold). Recent Insider Transactions • Jun 25
Co-Founder recently sold €1.5m worth of stock On the 16th of June, Bryant Riley sold around 195k shares on-market at roughly €7.76 per share. This transaction amounted to 2.8% of their direct individual holding at the time of the trade. This was the largest sale by an insider in the last 3 months. This was Bryant's only on-market trade for the last 12 months. Board Change • Jun 17
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 5 experienced directors. 3 highly experienced directors. Independent Director Tammy Brandt was the last director to join the board, commencing their role in 2021. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Announcement • Apr 10
BRC Group Holdings, Inc., Annual General Meeting, May 19, 2026 BRC Group Holdings, Inc., Annual General Meeting, May 19, 2026. Announcement • Mar 30
BRC Group Holdings, Inc. Launches BRC Specialty Finance BRC Group Holdings, Inc. announced the launch of BRC Specialty Finance, a platform focused on addressing the short- and medium-term capital needs of underserved U.S. public companies, generally with market capitalizations under $1 billion. BRC Specialty Finance will provide these companies with flexible financing solutions ranging from $10 million to $100 million. The platform is designed to serve businesses overlooked by traditional lenders that retain meaningful enterprise value, public market access, and identifiable catalysts. Financing structures may be supported by a range of collateral and capital markets considerations. BRC Specialty Finance is differentiated by its public company focus, capital markets fluency, and solutions-oriented approach. Rather than applying a one-size-fits-all direct lending model, BRC Specialty Finance structures financing around each borrower's capital structure, liquidity profile, and strategic objectives. The platform's ability to pair credit underwriting with real-time capital markets insights provides borrowers with greater flexibility at a time when many traditional financing sources have become more constrained. A large segment of the public small-cap and middle-market universe remains structurally underserved. As banks continue to reduce exposure to smaller issuers, regional lenders consolidate, and many private credit providers focus increasingly on larger borrowers, a meaningful gap has emerged in the capital needs of public companies. BRC Specialty Finance offers financing solutions including structured equity loans, bridge loans, special situations credit, and direct lending, which are designed to deliver flexible, responsive capital across a range of special situation financing requirements. Announcement • Mar 18
BRC Group Holdings, Inc. announced delayed annual 10-K filing On 03/17/2026, BRC Group Holdings, Inc. announced that they will be unable to file their next 10-K by the deadline required by the SEC. Announcement • Jan 29
BRC Group Holdings, Inc. Provides Earnings Guidance for the Fourth Quarter and Full Year Ended December 31, 2025 BRC Group Holdings, Inc. provided earnings guidance for the fourth quarter and full year ended December 31, 2025. For the fourth quarter, net income attributable to the company is expected to be within the range
$60.0 million to $65.4 million, compared to $0.9 million in the fourth quarter 2024, revenues are expected to range from $271.0 million to $282.5 million, compared to $178.6 million in the fourth quarter 2024, basic and diluted earnings per common share (EPS) are expected to range from $1.96 and $2.14, compared to $0.03 in the fourth quarter 2024.
For the full year of 2025, net income available to common shareholders is expected to range from $274.5 million to $279.9 million, compared to a loss of $772.3 million in the full year 2024, revenues are expected to range from $960.2 million to $971.7 million, compared to $746.4 million in the full year 2024, basic and diluted earnings per common share (EPS) are expected to range from $8.98 and $9.16, compared to a loss of $25.46 in the full year 2024. Announcement • Nov 29
B. Riley Receives Expected Nasdaq Delinquency Notification B. Riley Financial, Inc. announced it received an expected delinquency notification letter from Nasdaq on November 21, 2025, pursuant to Nasdaq Listing Rule 5810(b). The letter indicated that the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Filing Rule”) as a result of the delayed filing of the Company’s Form 10-Q for the period ended September 30, 2025 (the “Third Quarter 10-Q”). The Nasdaq listing rules require listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (the “SEC”). This notification has no immediate effect on the listing of the Company’s securities on Nasdaq. As previously disclosed on November 19, 2025, the Company participated in a hearing with a Nasdaq Hearings Panel (the “Panel”) on November 4, 2025 in connection with the Company’s non-compliance with the Filing Rule, as previously notified by the Nasdaq Listing Qualifications Staff on April 3, 2025, May 21, 2025, and August 20, 2025. Those notices were in connection with the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “2024 10-K”), the Quarterly Report on Form 10-Q for the period ended March 31, 2025 (the “First Quarter 10-Q”) and the Form 10-Q for the period ended June 30, 2025, respectively. On November 18, 2025, the Panel granted the Company’s request for an exception to the Filing Rule, which provides the Company with an exception to the Filing Rule through no later than January 20, 2026 to file the Third Quarter 10-Q with the SEC, among other terms and conditions disclosed on November 18, 2025. Also on November 18, 2025, the Company filed the First Quarter 10-Q with the SEC. Previously, on September 19, 2025, the Company filed the 2024 10-K with the SEC. The Company intends to take all appropriate actions to regain compliance with the Nasdaq listing requirements and to maintain its listing on Nasdaq. Announcement • Nov 13
B. Riley Financial, Inc. announced delayed 10-Q filing On 11/12/2025, B. Riley Financial, Inc. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Oct 23
B. Riley Financial, Inc., Annual General Meeting, Dec 01, 2025 B. Riley Financial, Inc., Annual General Meeting, Dec 01, 2025. Announcement • Oct 15
B. Riley Financial, Inc. Announces Decision of Michael Sheldon of Not to Seek Re-Election B. Riley Financial, Inc. announced that on October 10, 2025, Michael Sheldon, a member of the Company’s Board of Directors, informed the Company of his decision not to seek re-election at the Company’s next annual meeting of stockholders. Announcement • Oct 07
B. Riley Financial Receives Nasdaq Staff Determination Letter; Will Seek Hearing & Continued Listing B. Riley Financial, Inc. announced that, on October 1, 2025, the Company received a Staff Determination Letter from the Nasdaq Listing Qualifications Staff (the “Staff”) based on the Company's non-compliance with Nasdaq Listing Rule 5250(c)(1) (the “Filing Rule”), as previously notified by the Staff on April 3, 2025, May 21, 2025, and August 20, 2025. The basis for the Staff Determination Letter is that the Company has not yet filed its Quarterly Reports on Form 10-Q for the periods ended March 31, 2025 and June 30, 2025 (the “Delayed Reports”), with the Securities and Exchange Commission (the “SEC”). The Company filed its Form 10-K for the fiscal year ended December 31, 2024 (the “2024 Form 10-K”) on September 19, 2025 and is actively working towards the filing of the Delayed Reports to ensure full compliance with the Listing Rules. The Staff Determination Letter noted that, after the Staff’s review of the materials submitted by the Company on September 4, 2025 and September 19, 2025 (the “Updated Plan of Compliance”), it lacked the discretion within Nasdaq’s rules to grant the Company a further exception beyond the September 29, 2025 deadline that was previously granted to regain compliance with the Filing Rule. The Staff Determination Letter has no immediate effect and will not immediately result in the suspension of trading or delisting of the Company’s securities. The Staff Determination Letter notified the Company that it may request a hearing before a Nasdaq Hearings Panel (“Hearings Panel”), pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. A request for a hearing regarding one or more delinquent filings will automatically stay the suspension of the Company’s securities for a period of at least 15 calendar days from the date of the hearing request. By Nasdaq rule, when a company requests a hearing for one or more late SEC periodic public filings, it must also request an extension of the stay through the hearing date and subsequently during any additional extension period granted by a Hearings Panel following the hearing. Hearings are typically scheduled to occur approximately 30-45 days after the date of the hearing request. The Company intends to timely submit a request for a hearing including continued listing of its securities pending the hearing and the Hearings Panel’s decision. There can be no assurance that the Hearings Panel will grant any of the Company’s requests for additional time. In the unlikely event that Nasdaq is not able to rule on the stay of a suspension prior to the expiration of the automatic stay, it has been Nasdaq’s practice to take no action until a Hearings Panel is able to make a ruling on the extended stay request. Once the Hearings Panel makes a ruling on the extended stay, the Company intends to make a subsequent announcement. Announcement • Aug 23
B. Riley Financial Announces Notification of Delinquency with Nasdaq B. Riley Financial, Inc. announced it received an expected delinquency notification letter from Nasdaq on August 20, 2025, which indicated that the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) as a result of the delayed filing of the Company’s Form 10-Q for the period ended June 30, 2025. The Nasdaq Listing Rule requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (the “SEC”). This notification has no immediate effect on the listing of the Company’s securities on Nasdaq. Nasdaq has granted the Company an exception until September 29, 2025 to file its delinquent Form 10-K for the year ended December 31, 2024 (the “Initial Delinquent Filing”), its delinquent Form 10-Q for the period ended March 31, 2025 and its delinquent Form 10-Q for the period ended June 30, 2025. As a result, any additional exceptions to allow the Company to regain compliance with all delinquent filings will be limited to a maximum of 180 calendar days from the due date of the Initial Delinquent Filing, or September 29, 2025. As a result of this additional delinquency, the Company must submit an update, by September 4, 2025, to its original plan to regain compliance with respect to the filing requirement. Announcement • Aug 13
B. Riley Financial, Inc. announced delayed 10-Q filing On 08/12/2025, B. Riley Financial, Inc. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Jun 09
B. Riley Financial Receives Extension from Nasdaq Regarding Listing Rules B. Riley Financial, Inc. announced it received an additional delinquency notification letter from Nasdaq on June 4, 2025, which indicated that the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) as a result of the delayed filing of the Company’s Annual Report on Form 10-K for the period ended December 31, 2024 and its Quarterly Report on Form 10-Q for the period ended March 31, 2025. The Nasdaq Listing Rule requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (the “SEC”). This notification has no immediate effect on the listing of the Company’s securities on Nasdaq. The Notice states that based on Nasdaq’s further review and the materials submitted on June 2, 2025, the Staff has determined to grant an exception to enable the Company to regain compliance with the Rule. The Notice also indicates that this exception to allow the Company to regain compliance with all delinquent filings will be due on or before September 29, 2025. The Company regrets the continued delays in it’s Annual and Quarterly filings, which have been impacted by a confluence of significant events and transactions completed in 2024. The Company is working diligently to file the Annual and Quarterly Reports as promptly as practical, and expects to return to a normal filing cadence by Fall 2025. Announcement • May 20
B. Riley Financial, Inc. Announces Chief Financial Officer Changes, Effective June 3, 2025 B. Riley Financial, Inc. announced that Scott Yessner has been appointed Chief Financial Officer, effective June 3, 2025. Mr. Yessner, who has served as a strategic advisor for B. Riley Financial for the past two months, will succeed Phillip Ahn, who is departing to pursue another opportunity. Mr. Yessner brings to B. Riley significant experience and a proven track record as the Chief Financial Officer of public and private companies, with a particular focus on leading corporate transformations. He previously served as CFO of California Expanded Metal Products Company (CEMCO), where he helped the company improve EBITDA by $40 million over two years, which ultimately culminated in CEMCO's sale. Prior to that, he was the CFO of Universal Technical Institute where he oversaw a transformation that delivered $45 million improvement in EBITDA and during which time the company's stock price increased 250%. Earlier in his career, he served as a divisional Chief Financial Officer for several large diversified financial services companies, including Wells Fargo Advisors and MUFG Union Bank. Mr. Yessner has held various finance and strategy roles at Jackson National Life Insurance Company. Mr. Yessner has also served as an advisor to private equity firms. Mr. Yessner received a B. A in Economics from the University of California, Los Angeles and is a CPA licensed in CA. Announcement • May 14
B. Riley Financial, Inc. announced delayed 10-Q filing On 05/13/2025, B. Riley Financial, Inc. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Apr 05
B. Riley Financial Receives A Non-Compliance Notice from the Nasdaq Stock Market On April 3, 2025, B. Riley Financial, Inc. received a notice from the Nasdaq Stock Market LLC, which indicated that, as a result of the Company’s delay in filing its Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report”), the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”), which requires Nasdaq-listed companies to timely file all required periodic financial reports with the U.S. Securities and Exchange Commission (the “SEC”). The Notice states that the Company has 60 calendar days from the date of the Notice, or until June 2, 2025, to submit a plan to regain compliance with the Rule. If Nasdaq accepts the Company’s plan to regain compliance, then Nasdaq may grant the Company up to 180 calendar days from the prescribed due date of its Annual Report, or until September 29, 2025, to file its Annual Report to regain compliance. The Notice has no immediate effect on the listing of the Company’s securities on Nasdaq. The Company continues to work diligently to complete its Annual Report and plans to file its Annual Report as promptly as possible to regain compliance with the Rule. 
