B. Riley enters new employment agreement with Co-CEO Bryant Riley; ties pay to revenue generation

BRC Group Holdings, Inc.

Eliminates base salary (replaced by California exempt wage threshold) and cash bonus/LTI awards; CEO participates in BRS senior managing director incentive program based on revenue share.
Executive earned $2.48M initial incentive; additional $8.35M due by Nov 15, 2025; subject to clawback if resigns or terminated for cause within 24 months.
Severance payment set at $2.8M lump sum plus COBRA reimbursement up to 12 months upon termination without cause, death/disability, or resignation for good reason.
Compensation structure effective through fiscal year 2026; Compensation Committee can terminate program at any time at its discretion.
Company notes CEO generated ~$59M in revenues for BRS from March 9 to September 30, 2025, used to compute initial incentive payments.

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