B. Riley Financial, Inc. - Nov 30, 2023 Form 4 Insider Report for Arena Group Holdings, Inc. (AREN)

Role: 10%+ Owner
Signature: B. Riley Financial, Inc., by: /s/ Bryant R. Riley, Co-Chief Executive Officer
Stock symbol: AREN
Transactions as of: Nov 30, 2023
Transactions value $: -$21,460,049
Form type: 4
Date filed: 12/4/2023, 07:00 AM
Previous filing: Nov 16, 2023
Next filing: Jan 9, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AREN	Common Stock, par value $0.01 per share	Sale	-$15.4M	-5.32M	-100%	$2.90	0	Nov 30, 2023	By BRF Investments, LLC	F1, F2, F3
transaction	AREN	Common Stock, par value $0.01 per share	Sale	-$1.05M	-363K	-100%	$2.90	0	Nov 30, 2023	By B. Riley Securities, Inc.	F1, F2, F3
transaction	AREN	Common Stock, par value $0.01 per share	Sale	-$85.1K	-29.3K	-100%	$2.90	0	Nov 30, 2023	By B. Riley Principal Investments, LLC	F1, F2, F3
transaction	AREN	Common Stock, par value $0.01 per share	Sale	-$4.61M	-1.59M	-100%	$2.90	0	Nov 30, 2023	Direct	F4
transaction	AREN	Common Stock, par value $0.01 per share	Sale	-$67.4K	-23.2K	-100%	$2.90	0	Nov 30, 2023	By Bryant R. Riley, as UTMA custodian for Abigail Riley	F1, F3
transaction	AREN	Common Stock, par value $0.01 per share	Sale	-$74.8K	-25.8K	-100%	$2.90	0	Nov 30, 2023	By Bryant R. Riley, as UTMA custodian for Charlie Riley	F1, F3
transaction	AREN	Common Stock, par value $0.01 per share	Sale	-$67.4K	-23.2K	-100%	$2.90	0	Nov 30, 2023	By Bryant R. Riley, as UTMA custodian for Susan Riley	F1, F3
transaction	AREN	Common Stock, par value $0.01 per share	Sale	-$67.4K	-23.2K	-100%	$2.90	0	Nov 30, 2023	By Bryant R. Riley, as UTMA custodian for Eloise Riley	F1, F3

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
holding	AREN	Warrants to purchase Common Stock						28.4K	Nov 30, 2023	Common Stock, par value $0.01 per share	28.4K	$1.00	By BRF Investments, LLC	F1, F2, F3, F5, F6

* 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	This Form 4 is filed jointly by B. Riley Financial, Inc., a Delaware corporation ("BRF"), B. Riley Securities, Inc., a Delaware corporation ("BRS"), B. Riley Principal Investments, LLC, a Delaware limited liability company ("BRPI"), BRF Investments, LLC, a Delaware corporation ("BRFI"), and Bryant R. Riley.
F2	BRF is the parent company of BRS, BRPI and BRFI. As a result, BRF may be deemed to indirectly beneficially own the securities of The Arena Group Holdings, Inc. (the "Issuer") held of record by BRS, BRPI and BRFI. BRF expressly disclaims beneficial ownership of the securities of the Issuer reported herein held indirectly except to the extent of such Reporting Person's pecuniary interest therein.
F3	Bryant R. Riley, as Chief Executive Officer of BRCM and Chairman and Co-Chief Executive Officer of BRF, has voting power and dispositive power over the securities of the Issuer held of record by BRS, BRPI and BRFI. As a result, Bryant R. Riley may be deemed to indirectly beneficially own the securities of the Issuer held of record by BRS, BRPI and BRFI. Bryant R. Riley expressly disclaims beneficial ownership of the securities of the Issuer reported herein held indirectly except to the extent of his pecuniary interest therein.
F4	Represents shares held directly by Bryant R. Riley.
F5	The warrants to purchase shares of Common Stock (the "Warrants") held by BRS are exercisable on or prior to October 20, 2025 at an initial exercise price of $1.00 per share. The Warrants are only exercisable in the event the Issuer amends its Certificate of Incorporation to authorize additional shares of Common Stock upon receiving shareholder approval of such amendment. This amendment has not been filed and/or accepted by the State of Delaware as of the date of this filing. The Warrants are also subject to a beneficial ownership limitation of 4.99%.
F6	Represents warrants previously held by BRPI and subsequently transferred to BRFI, and reflects the 1-for-22 reverse stock split effected on February 9, 2022 in connection with the Issuer uplisting its Common Stock to the NYSE American stock exchange.