BRC Group extends CEO incentive pay through 2027
BRC Group Holdings, Inc. (RILY) reported that its Compensation Committee approved Amendment No. 1 to the amended and restated employment agreement with Co-Chief Executive Officer Bryant R. Riley, effective August 25, 2026.
Rhea-AI Filing Summary
BRC Group Holdings, Inc. (RILY) reported that its Compensation Committee approved Amendment No. 1 to the amended and restated employment agreement with Co-Chief Executive Officer Bryant R. Riley, effective August 25, 2026. The amendment keeps the Executive compensated under the existing Incentive Program through the earlier of the end of fiscal year 2027 or termination of his participation under the agreement as amended. It removes all references to a “Holdback Amount,” so amounts earned by the Executive will not be subject to holdback. It also deletes a provision that prohibited the Executive from receiving an equity award during the Employment Period, allowing for potential equity grants. The full amendment is provided as Exhibit 10.1 and incorporated by reference.
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8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Par value per share: $0.0001 per share
Series A coupon rate: 6.875%
Series B coupon rate: 7.375%
+5 more
8 metrics
Par value per share
$0.0001 per share
Common Stock, par value per share registered under Section 12(b)
Series A coupon rate
6.875%
Cumulative Perpetual Preferred Stock represented by depositary shares
Series B coupon rate
7.375%
Cumulative Perpetual Preferred Stock represented by depositary shares
Senior Notes due 2026 coupon
5.00%
5.00% Senior Notes due 2026 (RILYG)
Senior Notes due 2026 coupon
6.50%
6.50% Senior Notes due 2026 (RILYN)
Senior Notes due 2028 coupon
5.25%
5.25% Senior Notes due 2028 (RILYZ)
Senior Notes due 2028 coupon
6.00%
6.00% Senior Notes due 2028 (RILYT)
Effective date of employment amendment
August 25, 2026
Date Amendment No. 1 to CEO employment agreement became effective
Key Terms
Incentive Program, Holdback Amount, Cumulative Perpetual Preferred Stock, Depositary Shares, +2 more
6 terms
Incentive Program financial
"the Executive will continue to be compensated through the Incentive Program"
Holdback Amount financial
"no amounts earned by the Executive will be subject to holdback and all references to “Holdback Amount”"
Cumulative Perpetual Preferred Stock financial
"Depositary Shares (each representing 1/1000th of a share of 6.875% Series A Cumulative Perpetual Preferred Stock)"
A cumulative perpetual preferred stock is a share that acts like a long-lasting hybrid between a bond and a dividend-paying stock: it promises regular fixed payments that, if missed, accumulate and must be paid later before common shareholders get dividends, and it has no set maturity date. Investors care because it can provide steady, higher-priority income similar to interest, but with limited capital upside, sensitivity to interest rates, and the risk that payments can be delayed even though they continue to accrue.
Senior Notes financial
"5.00% Senior Notes due 2026 | | RILYG | | Nasdaq Global Market"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
Employment Period financial
"because it prohibits Executive from receiving an equity award during the Employment Period"
FAQ
What did RILY change in Bryant R. Riley’s employment agreement on August 25, 2026?
The company approved Amendment No. 1, effective August 25, 2026, which extends compensation through the Incentive Program, removes all Holdback Amount provisions so earned amounts are not held back, and deletes a restriction that had prohibited equity awards during the Employment Period.
How long will Bryant R. Riley participate in RILY’s Incentive Program under the amended agreement?
Under the amendment, Bryant R. Riley will continue to be compensated through the Incentive Program through the earlier of the end of fiscal year 2027 or the termination of his participation and eligibility in accordance with the employment agreement, as amended.
What is the impact of removing the Holdback Amount from RILY’s CEO employment agreement?
The amendment states that no amounts earned by Bryant R. Riley will be subject to holdback, and all references to “Holdback Amount” are removed from the employment agreement, eliminating contractual holdback on his earned compensation.
Does the amended RILY employment agreement allow equity awards to Bryant R. Riley?
Yes. The amendment removes the last sentence of Section 3.3 of the employment agreement, which had prohibited the Executive from receiving an equity award during the Employment Period, thereby allowing the possibility of equity awards.
Where can investors review the full text of the RILY CEO employment amendment?
The complete text of Amendment No. 1 to the amended and restated employment agreement between BRC Group Holdings, Inc. and Bryant R. Riley is filed as Exhibit 10.1 and is incorporated by reference.
What are some of the securities of RILY listed on the Nasdaq Global Market?
Listed securities include Common Stock, $0.0001 par value (symbol RILY), depositary shares representing 1/1000th of 6.875% Series A and 7.375% Series B Cumulative Perpetual Preferred Stock (symbols RILYP and RILYL), and several senior notes due 2026 and 2028.
AI-generated analysis. How Rhea-AI works. Not financial advice.
