B. Riley discloses chairman's unauthorized share pledges, prior filings understated

BRC Group Holdings, Inc.

Bryant R. Riley pledged total 5,804,124 shares to Axos Bank, not 4,389,553 as reported.
Additional pledges made without required approval under company's insider trading policy.
Proxy statements (2020, 2023, 2024) and Form 10-K amendments understated pledged shares.
Board authorized Audit Committee investigation; Winston & Strawn LLP hired as independent counsel.
Board approved Audit Committee's remedial and personnel actions; Riley and Kelleher recused.

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