Sec Form 3/A Filing - SILVERBOX ENGAGED SPONSOR LLC @ BRC Inc. - 2022-02-09

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FORM 3/A
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SILVERBOX ENGAGED SPONSOR LLC
2. Issuer Name and Ticker or Trading Symbol
BRC Inc. [ BRCC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1250 S. CAPITAL OF TEXAS HIGHWAY,, BUILDING 2, SUITE 285
3. Date of Earliest Transaction (MM/DD/YY)
02/09/2022
(Street)
AUSTIN, TX78746
4. If Amendment, Date Original Filed (MM/DD/YY)
02/09/2022
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 4,812,243( 1 )( 2 ) D( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants( 1 ) $ 11.5 03/09/2022 02/09/2027 Class A Common Stock 6,266,667 D( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SILVERBOX ENGAGED SPONSOR LLC
1250 S. CAPITAL OF TEXAS HIGHWAY,
BUILDING 2, SUITE 285
AUSTIN, TX78746
X
SilverBox Capital LLC
1250 S. CAPITAL OF TEXAS HIGHWAY,
BUILDING 2, SUITE 285
AUSTIN, TX78746
X
Reece Joseph E
1250 S. CAPITAL OF TEXAS HIGHWAY,
BUILDING 2, SUITE 285
AUSTIN, TX78746
X
Kadenacy Stephen M
1250 S. CAPITAL OF TEXAS HIGHWAY,
BUILDING 2, SUITE 285
AUSTIN, TX78746
X
Signatures
/s/ Joseph Reece, as Authorized Signatory of SilverBox Capital LLC, as managing member SilverBox Engaged Sponsor LLC 02/14/2022
Signature of Reporting Person Date
/s/ Joseph Reece, as Authorized Signatory of SilverBox Capital LLC 02/14/2022
Signature of Reporting Person Date
/s/ Joseph Reece 02/14/2022
Signature of Reporting Person Date
/s/ Stephen Kadenacy 02/14/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 3 amendment is being filed to correct the original Form 3 filed on February 9, 2022. The original Form 3 incorrectly reported the number of shares of Class A common stock of BRC Inc. owned by SilverBox Engaged Sponsor LLC.
( 2 )Represents securities of BRC Inc. ("PubCo") received in connection with the business combination of SilverBox Engaged Merger Corp I ("SilverBox-Engaged") and Authentic Brands LLC ("Authentic Brands"), pursuant to that certain Business Combination Agreement, dated as of November 2, 2021, by and among SilverBox-Engaged, Authentic Brands, PubCo and the other entities party thereto.
( 3 )SilverBox Engaged Sponsor LLC is the record holder of the securities reported herein. SilverBox Capital LLC is the managing member of SilverBox Engaged Sponsor LLC, Mr. Joseph Reece and Mr. Stephen Kadenacy are each a principal of SilverBox Capital LLC. As such, they may be deemed to have or share beneficial ownership of the securities held directly by SilverBox Engaged Sponsor LLC. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interests they may have therein, directly or indirectly.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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