4//SEC Filing
Engaged Capital LLC 4
Accession 0001062993-24-009380
CIK 0001891101other
Filed
May 2, 8:00 PM ET
Accepted
May 3, 9:10 PM ET
Size
17.8 KB
Accession
0001062993-24-009380
Insider Transaction Report
Form 4
BRC Inc.BRCC
Engaged Capital Holdings, LLC
10% Owner
Transactions
- Award
Class A Common Stock
2024-05-01+53,887→ 121,524 total
Holdings
- 506,092(indirect: By Trust)
Class A Common Stock
- 12,851,018(indirect: By: Engaged Capital Flagship Master Fund, LP)
Class A Common Stock
Transactions
- Award
Class A Common Stock
2024-05-01+53,887→ 121,524 total
Holdings
- 12,851,018(indirect: By: Engaged Capital Flagship Master Fund, LP)
Class A Common Stock
- 506,092(indirect: By Trust)
Class A Common Stock
Welling Glenn W.
Director10% Owner
Transactions
- Award
Class A Common Stock
2024-05-01+53,887→ 121,524 total
Holdings
- 12,851,018(indirect: By: Engaged Capital Flagship Master Fund, LP)
Class A Common Stock
- 506,092(indirect: By Trust)
Class A Common Stock
Engaged Capital LLC
10% Owner
Transactions
- Award
Class A Common Stock
2024-05-01+53,887→ 121,524 total
Holdings
- 12,851,018(indirect: By: Engaged Capital Flagship Master Fund, LP)
Class A Common Stock
- 506,092(indirect: By Trust)
Class A Common Stock
Engaged Capital II Offshore, Ltd.
10% Owner
Transactions
- Award
Class A Common Stock
2024-05-01+53,887→ 121,524 total
Holdings
- 12,851,018(indirect: By: Engaged Capital Flagship Master Fund, LP)
Class A Common Stock
- 506,092(indirect: By Trust)
Class A Common Stock
ENGAGED CAPITAL II LP
10% Owner
Transactions
- Award
Class A Common Stock
2024-05-01+53,887→ 121,524 total
Holdings
- 506,092(indirect: By Trust)
Class A Common Stock
- 12,851,018(indirect: By: Engaged Capital Flagship Master Fund, LP)
Class A Common Stock
Footnotes (4)
- [F1]Represents awards of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. (the "Issuer") in the form of (i) 33,512 restricted stock units that vest on the first anniversary of the grant date and (ii) 20,375 restricted stock units that vest in equal quarterly installments until 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.
- [F2]This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), 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.
- [F3]Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the 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.
Issuer
BRC Inc.
CIK 0001891101
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001559771
Filing Metadata
- Form type
- 4
- Filed
- May 2, 8:00 PM ET
- Accepted
- May 3, 9:10 PM ET
- Size
- 17.8 KB