B. Riley Financial, Inc. - Jun 2, 2023 Form 4 Insider Report for B. Riley Principal 250 Merger Corp. (BRIV)

Signature
/s/ Bryant R. Riley for B. Riley Financial, Inc. Name: Bryant R. Riley Title: Co-Chief Executive Officer
Stock symbol
BRIV
Transactions as of
Jun 2, 2023
Transactions value $
$0
Form type
4
Date filed
6/2/2023, 07:39 PM
Previous filing
May 31, 2023
Next filing
Jun 7, 2023

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BRIV Class B. Common Stock Disposed to Issuer -1 -100% 0 Jun 2, 2023 Class A Common Stock 1 By B. Riley Principal 250 Sponsor Co. LLC F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

B. Riley Financial, Inc. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On April 21, 2023, the Issuer announced that its board of directors had determined to redeem all of its outstanding shares of Class A common stock sold in the Issuer's initial public offering (the "Public Shares"), effective as of May 4, 2023, because the Issuer will not be able to consummate an initial business combination within the time period required by its amended and restated certificate of incorporation.
F2 As of the close of business on May 4, 2023, the Public Shares were deemed cancelled and represented only the rights to receive the per-share redemption price. In connection with the redemption of the Public Shares and anticipated dissolution of the Issuer, on May 4, 2023, B. Riley Principal 250 Sponsor Co., LLC (the "Sponsor") forfeited to the Issuer for no consideration 4,312,499 shares of Class B common stock and 600,000 shares of Class A common stock. In connection with the dissolution of the Issuer, on June 2, 2023, the Sponsor surrendered to the Issuer one share of Class B common stock.
F3 B. Riley Principal Investments, LLC ("BRPI") is the managing member of B. Riley Principal 250 Sponsor Co., LLC (the "Sponsor") and is a wholly-owned subsidiary of B. Riley Financial, Inc. ("BRF"). BRPI and BRF had voting and dispositive power over the securities held by the Sponsor. Bryant R. Riley is the Co-Chief Executive Officer and Chairman of the Board of Directors of BRF. Bryant R. Riley is also the Chairman of the Board of Directors of the Issuer. As a result, each of BRPI, BRF and Bryant R. Riley may be deemed to have indirectly beneficially owned the securities directly held the Sponsor. Each of BRPI, BRF and Bryant R. Riley disclaimed beneficial ownership over any securities directly held by the Sponsor other than to the extent of its/his respective pecuniary interest therein, directly or indirectly.
F4 The shares of Class B common stock were convertible for shares of the Issuer's Class A common stock at the time of the Issuer's initial business combination as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333- 253464) (the "Registration Statement") and had no expiration date.

Remarks:

The Sponsor, BRPI and BRF may be deemed directors by deputization by virtue of their representation on the board of directors of the Issuer. Bryant R. Riley is Chairman of the board of directors of the Issuer.