BRC INC SEC Filings

Engaged Capital and related parties have updated their Schedule 13D for BRC Inc. (Class A common stock). Engaged Capital Flagship Master Fund directly beneficially owns 13,935,560 shares, representing approximately 12.2% of BRC Inc.’s outstanding shares, based on 114,647,011 shares outstanding as of October 29, 2025. Including shares held via the Welling Family Trust and directly owned stock and RSUs, Glenn W. Welling is deemed to beneficially own 14,597,791 shares, or about 12.7% of the class.

The filing details how these shares were acquired through a forward purchase agreement, a subscription agreement, distributions related to SilverBox and other transactions, as well as RSU awards for Welling’s board service. It also notes that the SEC issued an order on January 16, 2026 settling charges that Engaged Capital failed to disclose certain conflicts of interest related to a SPAC sponsor; Engaged Capital agreed to a cease-and-desist order, a censure and a $200,000 civil penalty, which has been paid. The reporting persons state they have made no BRC share transactions in the last 60 days and include standard disclaimers about deemed beneficial ownership.

BlackRock, Inc. filed a Schedule 13G reporting a passive ownership stake in BRC Inc Class A stock. As of 12/31/2025, BlackRock beneficially owned 5,872,016 Class A shares, representing 5.1% of the class. It had sole voting power over 5,800,371 shares and sole dispositive power over 5,872,016 shares, with no shared voting or dispositive power.

BlackRock states the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of BRC Inc. Various underlying clients have rights to dividends or sale proceeds, but no single client holds more than five percent of the total outstanding common shares.

BRC Inc. furnished an update stating that it has issued a press release with preliminary estimates for its net revenue, gross margin and Adjusted EBITDA for the year ended December 31, 2025. These figures are not final and remain subject to the completion of the year-end closing process, management and board review, and work by the audit committee, so the actual results may differ materially from this guidance.

The company also notes that its independent auditors have not audited, reviewed or compiled these preliminary estimates and that the guidance is not a substitute for its upcoming Form 10-K. On January 13, 2026, BRC Inc. is presenting at the ICR Conference 2026 to outline multi-year growth opportunities in large beverage categories and its profitability goals, with the related investor presentation and press release furnished as exhibits and posted to its investor relations website.

BRC Inc. reported a new stock option award to a senior insider who is a director, officer, founder, and 10% owner. On 12/31/2025, the insider received a stock option covering 1,146,727 shares of Class A common stock with an exercise price of $1.11 per share and an expiration date of 12/31/2032.

According to the disclosure, 30% of the options vest on March 31, 2026, and the remaining 70% vest on the first anniversary of the grant date. The award was granted under BRC Inc.’s 2022 Omnibus Incentive Plan and is subject to the insider continuing to provide service through each vesting date.

BRC Inc. director reports open market share purchase

A director of BRC Inc. (BRCC), filing individually, reported an open market purchase of 100,000 shares of Class A Common Stock on 11/17/2025. The weighted average purchase price was $1.2943 per share, with individual trades executed in a price range from $1.28 to $1.31. After this transaction, the reporting person beneficially owned 1,886,203 shares of Class A Common Stock indirectly through a trust.

Alyeska Investment Group, L.P., together with Alyeska Fund GP, LLC and Anand Parekh, filed a Schedule 13G reporting beneficial ownership of 10,388,195 shares of BRC Inc. (BRCC) Class A common stock, representing 9.01% of the class. The filing lists shared voting and dispositive power over 10,388,195 shares and no sole voting or dispositive power. The event date is 09/30/2025.

The percentage is calculated based on 114,647,011 Class A shares outstanding, as referenced in a prospectus dated November 3, 2025. The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.

BRC Inc. (BRCC) reported an insider purchase on a Form 4. A director bought 100,000 Class A shares on 11/12/2025 with a weighted average price of $1.2845. The filing notes multiple open‑market transactions within a price range of $1.26 to $1.31. After these purchases, the director beneficially owned 451,184 shares, held directly. The transaction code was P, indicating a purchase.

T. Rowe Price Investment Management, Inc. filed a Schedule 13G reporting passive beneficial ownership in BRC Inc-A (BRCC). The firm disclosed 7,873,867 shares of common stock, representing 6.9% of the class as of the event date. It holds sole voting and sole dispositive power over 7,873,867 shares, with no shared powers.

The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.

BRC Inc. (BRCC) filed an 8-K noting a non-deal roadshow. Beginning on November 13, 2025, senior management will meet with existing and potential investors. An investor presentation to be used in these meetings is furnished as Exhibit 99.1.

The materials are furnished under Item 7.01 (Regulation FD) and are not deemed “filed” for Section 18 purposes, nor incorporated into other filings except by specific reference. BRCC’s Class A common stock trades on the NYSE under the symbol BRCC.