BRC Group Holdings (RILY) Proxy Filing summary

Executive summary

• Annual Meeting scheduled virtually for December 1, 2025, at 8:00 A.M. Pacific Time.

• Proxy materials and annual report are available online, with options for paper or email copies upon request.

• Stockholders can attend and vote virtually using a unique control number.

Voting matters and shareholder proposals

• Election of eight directors for a one-year term expiring at the 2026 Annual Meeting.

• Ratification of BDO USA, P.C. as independent registered public accounting firm for fiscal year ending December 31, 2025.

• Advisory vote on executive compensation and on the frequency of such advisory votes.

• Board recommends voting FOR all director nominees, FOR Proposals 2 and 3, and for "3 Years" on Proposal 4.

• Provision to conduct any other business properly brought before the meeting.

Board of directors and corporate governance

• Eight nominees listed for election to the board, including Bryant R. Riley, Thomas J. Kelleher, and others.

• Directors to serve until the 2026 Annual Meeting or until successors are elected and qualified.