Engaged Capital LLC 4
4 · BRC Inc. · Filed Jun 3, 2026
Research Summary
AI-generated summary of this filing
BRC Inc. (BRCC) Director Glenn W. Welling Receives Award
What Happened
- Glenn W. Welling, a director of BRC Inc. (BRCC) and a reported member of a >10% Section 13(d) group, was awarded 80,645 restricted stock units (RSUs) under BRC’s 2022 Omnibus Incentive Plan on 2026-06-01.
- The RSUs were granted at $0.00 per unit (i.e., no cash consideration). Each RSU represents a contingent right to receive one share of Class A common stock upon settlement.
Key Details
- Transaction date: 2026-06-01; Form 4 filed: 2026-06-03.
- Transaction type/code: A (Grant/Award). Price per unit reported: $0.00. Total units: 80,645.
- Shares owned after transaction: Not specified in the Form 4 excerpt provided.
- Notable footnotes:
- F1: This Form 4 is a joint filing by Engaged Capital entities and Mr. Welling; they may be part of a Section 13(d) group owning >10% of BRC. Mr. Welling is a director and disclaims beneficial ownership except to the extent of pecuniary interest.
- F2: The award is RSUs that vest on the first anniversary of the grant; each RSU converts to one share on settlement for no consideration.
- F3/F4: Explain the ownership attribution among Engaged Capital Flagship Master, its adviser/manager entities, and the Welling Family Trust.
- Filing timeliness: Form filed 2026-06-03 reporting a 2026-06-01 grant; no late-filing flag indicated in the provided data.
Context
- RSU awards are compensation/retention vehicles and do not represent an open-market purchase (less direct as a bullish signal than an outright purchase). These RSUs will only become shares if and when they vest and are settled (vest date per footnote: ~one year after grant).
- Because Mr. Welling is reported as part of a >10% Section 13(d) group and is affiliated with investment entities, this filing reflects both his director role and institutional ownership structure rather than a simple personal trade.
Insider Transaction Report
Form 4
BRC Inc.BRCC
Welling Glenn W.
Director10% Owner
Transactions
- Award
Class A Common Stock
[F1][F2]2026-06-01+80,645→ 335,736 total
Holdings
- 13,935,560(indirect: By: Engaged Capital Flagship Master Fund, LP)
Class A Common Stock
[F1][F3] - 506,092(indirect: By Trust)
Class A Common Stock
[F1][F4]
Footnotes (4)
- [F1]This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of BRC Inc.'s (the "Issuer") outstanding Class A Common Stock. Mr. Welling is a director of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
- [F2]Represents an award of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. that vest on the first anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock upon settlement for no consideration.
- [F3]Securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.
- [F4]Securities held in the Welling Family Trust. Mr. Welling, as Trustee of the Welling Family Trust, may be deemed to beneficially own the securities held in the Welling Family Trust.