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BRC Group Holdings, Inc. (RILY) Form 8-K — Oct 28, 2026

$RILYForm 8-KItems 5.02, 8.01, 9.01Filed Oct 28, 2026, 5:00 PM ET0001213900-26-113367Original filing

BRC Group Holdings (RILY) completed a short-form merger on October 22, 2026 in which its wholly owned subsidiary BRSH Merger Sub LLC merged into B. Riley Securities Holdings, Inc., with BRSH surviving. BRC's merger sub already owned more than 90% of BRSH's common stock prior to closing. Minority BRSH shareholders received $8.88 per share in cash, while BRSH restricted stock awards were cancelled and replaced with substitute BRC restricted stock awards at a 2:1 share ratio under the B.

Key figures

Substitute award shares moore
374720
Substitute award conversion ratio
2x BRSH restricted shares to BRC restricted shares
Merger consideration per brsh share
$8.88
Merger sub ownership prior to effective time
>90%

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