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

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
04 Dec 2023, 07:00:11 UTC
Prior SEC filing
16 Nov 2023
Next SEC filing
09 Jan 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
B. Riley Financial, Inc., by: /s/ Bryant R. Riley, Co-Chief Executive Officer

Key filing fact

BRC Group Holdings, Inc. filed Form 4 for Arena Group Holdings, Inc. (AREN) on 04 Dec 2023.

Key facts

  • This page summarizes BRC Group Holdings, Inc.'s Form 4 filing for Arena Group Holdings, Inc. (AREN).
  • 8 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 04 Dec 2023, 07:00.

Change

  • Previous filing in this sequence was filed on 16 Nov 2023.
  • Current net transaction value: -$21,460,049.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

AREN transaction

Common Stock, par value $0.01 per share

Sale

Transaction value
$15,437,518
Shares
-5,323,282
Change %
-100%
Price
$2.90
Shares after
0
Date
30 Nov 2023
Ownership
By BRF Investments, LLC
Footnotes
F1, F2, F3
AREN transaction

Common Stock, par value $0.01 per share

Sale

Transaction value
$1,053,413
Shares
-363,246
Change %
-100%
Price
$2.90
Shares after
0
Date
30 Nov 2023
Ownership
By B. Riley Securities, Inc.
Footnotes
F1, F2, F3
AREN transaction

Common Stock, par value $0.01 per share

Sale

Transaction value
$85,092
Shares
-29,342
Change %
-100%
Price
$2.90
Shares after
0
Date
30 Nov 2023
Ownership
By B. Riley Principal Investments, LLC
Footnotes
F1, F2, F3
AREN transaction

Common Stock, par value $0.01 per share

Sale

Transaction value
$4,607,062
Shares
-1,588,642
Change %
-100%
Price
$2.90
Shares after
0
Date
30 Nov 2023
Ownership
Direct
Footnotes
F4
AREN transaction

Common Stock, par value $0.01 per share

Sale

Transaction value
$67,373
Shares
-23,232
Change %
-100%
Price
$2.90
Shares after
0
Date
30 Nov 2023
Ownership
By Bryant R. Riley, as UTMA custodian for Abigail Riley
Footnotes
F1, F3
AREN transaction

Common Stock, par value $0.01 per share

Sale

Transaction value
$74,846
Shares
-25,809
Change %
-100%
Price
$2.90
Shares after
0
Date
30 Nov 2023
Ownership
By Bryant R. Riley, as UTMA custodian for Charlie Riley
Footnotes
F1, F3
AREN transaction

Common Stock, par value $0.01 per share

Sale

Transaction value
$67,373
Shares
-23,232
Change %
-100%
Price
$2.90
Shares after
0
Date
30 Nov 2023
Ownership
By Bryant R. Riley, as UTMA custodian for Susan Riley
Footnotes
F1, F3
AREN transaction

Common Stock, par value $0.01 per share

Sale

Transaction value
$67,373
Shares
-23,232
Change %
-100%
Price
$2.90
Shares after
0
Date
30 Nov 2023
Ownership
By Bryant R. Riley, as UTMA custodian for Eloise Riley
Footnotes
F1, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

AREN holding Derivative

Warrants to purchase Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
28,409
Date
30 Nov 2023
Ownership
By BRF Investments, LLC
Underlying class
Common Stock, par value $0.01 per share
Underlying amount
28,409
Exercise price
$1.00
Footnotes
F1, F2, F3, F5, F6
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

BRC Group Holdings, Inc. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 6 footnotes

Footnote 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.

Footnote 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.

Footnote 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.

Footnote F4

Represents shares held directly by Bryant R. Riley.

Footnote 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%.

Footnote 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.

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