SEC Form 4 · accession 0000921895-26-001547
BRC Inc. · BRCC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Engaged Capital LLC
10% Owner
Engaged Capital Holdings, LLC
10% Owner
Glenn W. Welling
Director · 10% Owner
Period of report
Jun 1, 2026
Accepted (ET)
Jun 3, 2026 · 6:41 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001891101
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Jun 1, 2026 | A | 80,645 | $0.00 | A | 335,736 | D | |
| Class A Common StockF1,F3 | holding | — | — | — | 13,935,560 | I | By: Engaged Capital Flagship Master Fund, LP | |
| Class A Common StockF1,F4 | holding | — | — | — | 506,092 | I | By: Welling Family Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), 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.
- F2Represents an award of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. that vest on 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.
- F3Securities 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.
- F4Securities 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.