{"url_path":"/sec/brcc/8-k/2026-06-02/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-02","source_url":"https://www.sec.gov/Archives/edgar/data/1891101/0001891101-26-000032-index.html","accession_number":"0001891101-26-000032","cik":"0001891101","ticker":"BRCC","issuer_name":"BRC Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1891101/0001891101-26-000032-index.html","primary_entity_key":"0001891101","primary_entity_name":"BRC Inc."},"word_count":352,"has_tables":true,"body_markdown":"Item 5.07\n\nSubmission of Matters to a Vote of Security Holders.\n\nOn May 28, 2026, BRC Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Of the 249,125,057 shares of the Company’s Class A and Class B common stock entitled to vote at the Annual Meeting, a quorum of 145,942,807 shares was represented virtually or by proxy. The matters voted upon at the Annual Meeting and the results of such voting are set forth below.\n\nProposal 1. Election of Directors\n\nThe stockholders elected the Class I nominees, Kathryn Dickson, Chris Mondzelewski and Lawrence “Chip” Molloy, to serve as directors until the Company’s Annual Meeting of Stockholders in 2029. The voting results were as follows:\n\nNominee\n\nFor\n\nAgainst\n\nAbstain\n\nBroker Non-Votes\n\nKathryn Dickson\n\n94,466,522\n\n22,597,403\n\n173,993\n\n28,704,889\n\nChris Mondzelewski\n\n113,820,509\n\n3,175,198\n\n242,211\n\n28,704,889\n\nLawrence “Chip” Molloy\n\n94,241,003\n\n22,752,582\n\n244,333\n\n28,704,889\n\nProposal 2. Ratification of the Appointment of the Independent Registered Public Accountants\n\nThe stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The voting results were as follows:\n\nFor\n\nAgainst\n\nAbstain\n\nBroker Non-Votes\n\n144,256,280\n\n1,491,239\n\n195,288\n\n0\n\nProposal 3. Approval of Reverse Stock Split\n\nThe stockholders approved amendments to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s Class A common stock, $0.0001 par value per share, at a ratio ranging from any whole number between 1-for-10 and 1-for-50, as determined by the Board in its discretion, subject to the Board’s authority to abandon such amendments. The voting results were as follows:\n\nFor*\n\nAgainst*\n\nAbstain*\n\nBroker Non-Votes\n\n78,970,591\n\n7,235,842\n\n191,103\n\n0\n\n*Only holders of the Company’s Class A common stock were entitled to vote on Proposal No. 3.\n\nProposal 4. Approval of adjournment of the Annual Meeting\n\nThe stockholders approved the adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient votes at the time of the Annual Meeting to approve Proposal No. 3. The voting results were as follows:\n\nFor\n\nAgainst\n\nAbstain\n\nBroker Non-Votes\n\n139,678,169\n\n6,148,870\n\n115,768\n\n0"}