BRCC · BRC Inc.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents 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.

Represents 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.

Represents 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.

Represents the exchange of an aggregate of 2,000,000 common units of Authentic Brands LLC (the "Common Units") for an equivalent number of shares of Class A Common Stock ("Class A Shares") of the Issuer and the forfeiture of an equivalent number of Class B Shares of the Issuer.

Represents 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.

The Common Units may be exchanged by the holder (upon forfeiture of an equivalent number of Class B Shares), at any time and from time to time, for an equivalent number of Class A Shares of the Issuer (or the cash value thereof, at the election of the Issuer).

Represents the exchange of an aggregate of 2,000,000 common units of Authentic Brands LLC (the "Common Units") for an equivalent number of shares of Class A Common Stock ("Class A Shares") of the Issuer and the forfeiture of an equivalent number of Class B Shares of the Issuer.

Represents an award of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. that vest on 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.

This 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.

Represents 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.

Represents 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.

Represents 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.

The reported securities provide no economic rights in BRC Inc. (the "Issuer") to the holder thereof but each share of Class B Common Stock ("Class B Share") entitles the holder to one vote as a common stockholder of the Issuer.

Represents the exchange of an aggregate of 2,000,000 common units of Authentic Brands LLC (the "Common Units") for an equivalent number of shares of Class A Common Stock ("Class A Shares") of the Issuer and the forfeiture of an equivalent number of Class B Shares of the Issuer.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

The price reflects the weighted average purchase price for the shares of Class A Common Stock. The reporting person effected multiple open market purchase transactions on the same day at different prices. The range of prices for such transactions is $0.72 to $0.75. The reporting person undertakes to provide to BRC Inc., any security holder of BRC Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

Represents an award of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. that vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

Represents an award of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. (the "Issuer") that vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

Represents an award of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. that vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

Represents an award of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. that vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents an award of stock options under the 2022 Omnibus Incentive Plan of BRC Inc. (the "Issuer"), 30% of which vest on March 31, 2026, and 70% of which vest on the first anniversary of the grant date, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date.

The price reflects the weighted average purchase price for the shares of Class A Common Stock. The reporting person effected multiple open market purchase transactions on the same day at different prices. The range of prices for such transactions is $1.28 to $1.31. The reporting person undertakes to provide to BRC Inc., any security holder of BRC Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

The price reflects the weighted average purchase price for the shares of Class A Common Stock. The reporting person effected multiple open market purchase transactions on the same day at different prices. The range of prices for such transaction is $1.26 to $1.31. The reporting person undertakes to provide to BRC Inc., any security holder of BRC Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents awards of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. in the form of (i) 35,461 restricted stock units acquired by the reporting person in lieu of annual board retainer fees that vest in four quarterly installments beginning on the grant date until July 7, 2026, and (ii) 88,652 restricted stock units that vest on July 7, 2026. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

Represents awards of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. in the form of (i) 54,924 restricted stock units that vest on the first anniversary of the grant date and (ii) 94,340 restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

The price reflects the weighted average purchase price for the shares of Class A Common Stock. The reporting person effected multiple open market purchase transactions on the same day at different prices. The range of prices for such transaction is $1.52 to $1.54.

The price reflects the weighted average purchase price for the shares of Class A Common Stock. The reporting person effected multiple open market purchase transactions on the same day at different prices. The range of prices for such transaction is $1.30 to $1.34. The reporting person undertakes to provide to BRC Inc., any security holder of BRC Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) and (2) to this Form 4.

This 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.

Shares of the Issuer's Class A Common Stock acquired in the Issuer's underwritten public offering at the public offering price of $1.25 per share.

Securities 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.

Represents an award of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. (the "Issuer") that vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

The options vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date.

This 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.

Represents awards of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. in the form of (i) 87,413 restricted stock units that vest on the first anniversary of the grant date and (ii) 46,154 restricted stock units that vest in equal quarterly installments until 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.

Represents awards of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. in the form of (i) 87,413 restricted stock units that vest on May 28, 2026 and (ii) 59,441 restricted stock units that vest in equal quarterly installments from the vesting start date of May 28, 2025. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock upon settlement for no consideration.

Represents awards of restricted stock units under the 2022 Omnibus Incentive Plan of BRC Inc. in the form of (i) 87,413 restricted stock units that vest on May 28, 2026 and (ii) 45,455 restricted stock units that vest in equal quarterly installments from the vesting start date of May 28, 2025. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock upon settlement for no consideration.