UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~November~~January 13, ~~2025~~2026

BRC Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-41275

87-3277812

(State or Other Jurisdiction of
Incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

3131 W. 2210 S., Suite C

West Valley City, UT 84119

(Address of principal executive offices, including Zip Code)

(801) 874-1189

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbols	Name of each exchange on which registered
Class A Common Stock, $0.0001 par value	BRCC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 7.01. Regulation FD Disclosure.

~~Beginning~~On onJanuary ~~November~~ 13, ~~2025~~2026, ~~senior management of~~ BRC Inc. (the “Company”), ~~will~~issued ~~participate~~a inpress ~~meetings~~release ~~with~~announcing ~~existing~~preliminary ~~and~~results ~~potential~~for ~~investors~~its asnet ~~part~~revenue, ofgross amargin ~~non-deal~~and ~~roadshow.~~Adjusted AEBITDA ~~copy~~for of the ~~investor~~year ~~presentation~~ended toDecember be31, ~~used~~2025. ~~during~~A ~~these~~copy ~~meetings~~of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The ~~information~~Company ~~contained~~has innot ~~this~~yet ~~Item~~finalized ~~7.01,~~its ~~including~~results ~~Exhibit~~for 99the year ended December 31, 2025.1 ~~furnished~~The asCompany’s ~~part~~actual results remain subject to the completion of ~~Item~~the ~~9.01~~year-end closing process as well as a review by management and the Company’s board of ~~this~~directors, ~~Current~~including ~~Report~~the onaudit ~~Form~~committee. ~~8-K~~As a result, isthe ~~being~~Company’s ~~furnished~~actual ~~pursuant~~results tocould ~~Item~~be ~~7.01~~different from its guidance and ~~shall~~the ~~not~~differences could be ~~deemed~~material. ~~“filed”~~Therefore, ~~for~~a ~~purposes~~reader ofshould ~~Section~~not 18place ofundue reliance on the ~~Securities~~guidance. ~~Exchange~~The ~~Act~~guidance ofhas ~~1934~~been prepared by, asand ~~amended~~is (the ~~“Exchange~~responsibility ~~Act”)~~of, the Company’s management. The Company’s independent auditors have not audited, reviewed or ~~otherwise~~compiled ~~subject~~preliminary toestimates of the ~~liabilities~~Company’s ofresults ~~that~~for ~~section,~~the ~~nor~~year ~~shall~~ended itDecember be31, ~~deemed~~2025. ~~incorporated~~The byguidance ~~reference~~should innot ~~any~~be ~~filing~~considered ~~made~~a bysubstitute for the ~~Company~~information ~~under~~to be filed with the Securities ~~Act~~and ofExchange ~~1933,~~Commission asin ~~amended,~~the orCompany’s ~~the~~Annual ~~Exchange~~Report ~~Act,~~on ~~except~~Form as10-K ~~expressly~~for ~~set~~the ~~forth~~year byended ~~specific~~December ~~reference~~31, in2025 ~~such~~once ait ~~filing~~becomes available.

In addition, on January 13, 2026, the Company will make a presentation at the ICR Conference 2026, which will outline the Company’s opportunities for multi-year growth across large, structurally attractive beverage categories, as well as its profitability goals. The Company has posted a copy of the presentation to its investor relations website at https://ir.blackriflecoffee.com. The information contained in, or that can be accessed through, the Company’s website is not a part of this filing. A copy of the presentation is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

The information contained in this Item 7.01, including Exhibit 99.1 and Exhibit 99.2 furnished as part of Item 9.01 of this Current Report on Form 8-K, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibits						Description
99.1						~~Investor~~Press ~~Presentation~~Release ofissued by BRC Inc. on January 13, 2026
104						Cover Page Interactive Data File (embedded with the Inline XBRL document).
99.2						Investor Presentation of BRC Inc.
104						Cover Page Interactive Data File (embedded with the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: ~~November~~January 13, ~~2025~~2026


BRC INC.

By:			/s/ Matthew Amigh
Name:			Matthew Amigh
Title:			Chief Financial Officer

Filing Compare · BRC Inc.