---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-25-029055"
form_type: "8-K"
ticker: "RILY"
cik: "0001464790"
company_name: "BRC Group Holdings, Inc."
filed_at: "2025-04-04T23:59:59+00:00"
generated_at: "2026-05-23T20:52:41.323115+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# B. Riley reports $68M-$74M impairment at Nogin, Nasdaq non-compliance notice; sells wealth mgmt unit for $26M

## Summary
- Impairment charge $68M-$74M on Nogin goodwill/intangibles; Nogin assigned assets to creditors on March 31, 2025.
- Nasdaq notified B. Riley for late 10-K filing; must submit plan by June 2, 2025; extension to Sept 29 possible.
- Completed sale of wealth management unit to Stifel on April 4; received $26M cash for 36 advisors with ~$4B AUM.
- Remaining wealth management unit has ~240 advisors with ~$15B AUM as of March 31, 2025.

## SEC filing metadata
- accession: 0001213900-25-029055
- form_type: 8-K
- ticker: RILY
- cik: 0001464790
- company_name: BRC Group Holdings, Inc.
- filed_at: 2025-04-04T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 2.06, 3.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1464790/000121390025029055/0001213900-25-029055-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1464790/000121390025029055/ea0237252-8k_briley.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-25-029055
- JSON: https://secwatch.observer/filing/0001213900-25-029055.json
- Plain text: https://secwatch.observer/filing/0001213900-25-029055.txt

## Key facts
- Listing & Compliance Notices
  BRC Group Holdings, Inc. received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).
  - Exchange: nasdaq
  - Notice: deficiency notice
  - Deficiency: late filing
  - Rules: 5250(c)(1)
  source text: April 3, 2025, the Company received a notice (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”), which indicated that, as a result of the Company’s delay in filing its Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report”), the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”), which requires Nasdaq-listed companies to timely file all required periodic financial reports with the U.S. Securities and Exchange Commission (the “SEC”). The Notice states that the Company has 60 calendar days from the date of the Notice, or until Jun
  evidence_url: https://www.sec.gov/Archives/edgar/data/1464790/000121390025029055/0001213900-25-029055-index.htm
- Restructurings & Charges
  BRC Group Holdings, Inc. announced a impairment with charges of approximately $68 million to $74 million affecting Nogin Commerce, LLC.
  - Type: impairment
  - Charge: approximately $68 million to $74 million
  - Affected area: Nogin Commerce, LLC
  source text: the Company based on the factors noted above concluded that goodwill and other intangible assets of Nogin were impaired and the charges are estimated to be approximately $68 million to $74 million.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1464790/000121390025029055/0001213900-25-029055-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.