Table of Contents United States Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to __________ Commission File No. 001-38301 https://files.reportify.cc/media/production/LOOP5fc6fc17727ba11ea6527d1034f8cb87.jpg Loop In ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION KUVATRIS THERAPEUTICS, INC. (formerly PaxMedica, Inc.) (Exact name of registrant as specified in its charter) Delaware 001-41475 85-0870387 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 1000 Wycoff Ave, 3 Floor, Mahwah, NJ 07430 (Address Of Principal Executive Offices) (Zip Code) Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCH ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 XChange TEC.INC (Exact name of Registrant as specified in its charter) OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUAN ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37503 BRC Group Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 27-0223495 | | --- | --- | | (State or Other Jurisdiction of | (I.R.S. Employer | | Incorporation or Organization) | Identification No.) | | 11100 Santa Monica Blvd., Suite 800 | | | Lo ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 Or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 BRC Group Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 27-0223495 | | --- | --- | | (State or Other Jurisdiction of | (I.R.S. Emp ...

Financial Performance - Total revenues increased by $102.5 million to $277.9 million for the three months ended September 30, 2025, compared to $175.4 million for the same period in 2024, representing a 58.5% increase[368]. - Operating income improved to $65.4 million from a loss of $82.2 million in the prior year, marking a significant turnaround[365]. - Net income attributable to common shareholders was $89.1 million, compared to a loss of $286.4 million in the same quarter last year, reflecting a 131.1% improvement[365]. - Total revenues for the nine months ended September 30, 2025, were $689.2 million, an increase of 21.4% compared to $567.8 million for the same period in 2024[402]. - Net income for the nine months ended September 30, 2025, was $220.0 million, compared to a net loss of $769.3 million in 2024[402]. Revenue Breakdown - The Capital Markets segment saw a revenue increase of $34.9 million to $65.4 million, primarily driven by a rise in corporate finance, consulting, and investment banking fees[370]. - The Wealth Management segment's revenues from services and fees decreased by $15.0 million to $34.3 million, attributed to a reduction in assets under management (AUM) from approximately $25.7 billion to $13.3 billion[371]. - The Communications segment's revenues decreased by $6.9 million to $59.4 million, primarily due to a decline in subscription revenue[372]. - The Consumer Products segment reported a decrease in sales of goods by $2.8 million, contributing to the overall revenue decline in certain areas[369]. - The Capital Markets segment saw a revenue decrease of $11.4 million to $129.7 million, primarily due to declines in corporate finance and investment banking fees[407]. Investment and Assets - As of September 30, 2025, the total securities and other investments owned amounted to $315.5 million, an increase from $282.3 million as of December 31, 2024, representing a growth of approximately 11.5%[354][355]. - The carrying value of public equity securities was $149.7 million as of September 30, 2025, up from $124.9 million as of December 31, 2024, indicating a growth of about 19.8%[355]. - The carrying value of Babcock & Wilcox Enterprises, Inc. common stock increased to $79.6 million as of September 30, 2025, from $45.0 million as of December 31, 2024, reflecting a rise of 76.4%[356]. - The carrying value of private equity securities was $99.0 million as of September 30, 2025, down from $107.6 million as of December 31, 2024, representing a decrease of 8.0%[359]. Cash Flow and Liquidity - Cash used in operating activities was $85.9 million for the nine months ended September 30, 2025, compared to cash provided of $266.3 million for the same period in 2024, reflecting a decrease of $352.2 million[451]. - Cash provided by investing activities increased to $275.9 million for the nine months ended September 30, 2025, up from $25.5 million in 2024, primarily due to proceeds from the sale of various businesses[452]. - Cash used in financing activities was $261.0 million for the nine months ended September 30, 2025, a decrease from $354.7 million in 2024, mainly due to the suspension of dividends and a net increase in debt-related proceeds[453]. - The company expects current cash, cash equivalents, and available credit facilities to meet working capital and capital expenditure requirements for at least the next 12 months[445]. Expenses and Impairments - Total selling, general and administrative expenses decreased by $17.2 million to $143.9 million during the three months ended September 30, 2025, from $161.1 million in the same period of 2024[383]. - Selling, general and administrative expenses in the Capital Markets segment increased by $22.2 million to $53.4 million during the three months ended September 30, 2025, from $31.3 million in the same period of 2024[384]. - The company recognized an impairment charge of $1.5 million for the Targus tradename due to potential impairment indicators[362]. - Selling, general and administrative expenses decreased by $64.4 million to $453.6 million, with notable reductions in the Wealth Management and Communications segments[422]. Debt and Dividends - As of September 30, 2025, total borrowings outstanding were $1.4 billion, including $1.3 billion from senior notes due between March 31, 2026, and August 31, 2028, with interest rates ranging from 5.00% to 8.00%[444]. - The company did not pay any cash dividends on common stock during the three months ended September 30, 2025, and suspended dividends in August 2024 to prioritize debt reduction[447]. - Dividends in arrears for Series A Preferred Stock amounted to $4.5 million as of September 30, 2025, and for Series B Preferred Stock, $2.9 million[448][449]. Future Outlook and Strategy - The Company aims to maximize free cash flow through operational improvements in acquired companies, targeting attractive risk-adjusted returns[342]. - The Company plans to pursue future acquisitions to expand its Communications Segment, which includes several cloud and telecom service providers[349]. - The company continues to monitor financial performance to ensure sufficient liquidity for operations and business plans[446]. - The Company underwent a name change to BRC Group Holdings, Inc. effective January 1, 2026, while retaining its trading symbol "RILY"[360].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 19 ...

Financial Performance - For Q3 2025, net sales reached $472.6 million, a 3% increase from $456.6 million in Q3 2024, while year-to-date net sales totaled $1.41 billion, up 8.6% from $1.29 billion in the same period last year [15]. - Gross profit for Q3 2025 was $207.7 million, compared to $196.6 million in Q3 2024, reflecting a gross margin improvement [15]. - Operating loss for Q3 2025 was $11.1 million, a decline from an operating income of $8.3 million in Q3 2024 [15]. - The company reported a net loss of $87.2 million for Q3 2025, compared to a net loss of $65.5 million in Q3 2024 [15]. - Adjusted EBITDA for the three months ended September 30, 2025, was $30,299,000, a decrease of 37.5% from $48,595,000 in the same period of 2024 [16]. - The total net loss from continuing operations for the nine months ended September 30, 2025, was $217,251,000, a decrease from $257,350,000 in the same period of 2024, showing a 15.6% improvement [19][20]. - The company reported an EBITDA of $54.794 million for the nine months ended September 30, 2025, compared to a negative EBITDA of $40.123 million in 2024, showing a turnaround in operational performance [19][20]. Assets and Liabilities - Total current assets as of September 30, 2025, were $1.01 billion, an increase from $964.8 million at the end of 2024 [13]. - Total liabilities increased to $2.93 billion as of September 30, 2025, compared to $2.77 billion at the end of 2024 [13]. - Cash and cash equivalents stood at $61.1 million as of September 30, 2025, up from $59.7 million at the end of 2024 [13]. Expenses - Selling, general and administrative expenses rose to $179.3 million in Q3 2025, compared to $146.0 million in Q3 2024, indicating increased operational costs [15]. - Total interest expense for the three months ended September 30, 2025, was $66,721,000, significantly higher than $31,620,000 in the same period of 2024, reflecting a 111% increase [16]. - The company incurred $9,715,000 in distributions paid on preferred shares for the three months ended September 30, 2025, compared to $6,345,000 in 2024, marking a 53% increase [16]. - Corporate expenses for the nine months ended September 30, 2025, were $99.493 million, up from $65.068 million in the same period of 2024, indicating a significant increase in corporate overhead [22]. - Interest expense for the nine months ended September 30, 2025, totaled $136.668 million, compared to $86.483 million in 2024, reflecting increased borrowing costs [19][20]. Impairment and Adjusted Earnings - The impairment expense recorded for the nine months ended September 30, 2025, was $31,515,000, compared to $8,182,000 in the same period of 2024, indicating a significant increase in impairment losses [16]. - The adjusted earnings for the three months ended September 30, 2025, were $(52,725,000), compared to $(12,172,000) in the same period of 2024, reflecting a substantial decline in performance [16]. - The company incurred an impairment expense of $31.515 million in 2025, which was not present in the previous year, impacting overall profitability [19][20]. Segment Performance - The total branded consumer segment reported an Adjusted EBITDA of $128.637 million for the nine months ended September 30, 2025, compared to $113.784 million in 2024, reflecting a 13.1% increase [22]. - The niche industrial segment's Adjusted EBITDA increased to $93.207 million for the nine months ended September 30, 2025, from $88.299 million in 2024, marking a 5.4% growth [22]. - Branded Consumer segment net sales for the nine months ended September 30, 2025, were $839.2 million, up from $732.3 million in 2024, reflecting a year-over-year increase of 14.6% [26]. - The Honey Pot Co. generated pro forma net sales of $34.7 million for the three months ended September 30, 2025, compared to $31.5 million in 2024, indicating a growth of 6.9% [26]. - Niche Industrial segment net sales for the three months ended September 30, 2025, totaled $191.0 million, compared to $183.4 million in 2024, marking a year-over-year increase of 4.3% [26]. - Altor Solutions reported net sales of $79.8 million for the three months ended September 30, 2025, significantly up from $52.1 million in 2024, representing a growth of 52.9% [26]. - Arnold Magnetics experienced a decline in net sales to $37.7 million for the three months ended September 30, 2025, down from $46.1 million in 2024, a decrease of 18.5% [26]. - Sterno's net sales for the three months ended September 30, 2025, were $73.5 million, down from $85.2 million in 2024, reflecting a decrease of 13.5% [26]. Future Outlook - The company is focused on executing strategic priorities to enhance profitability and drive performance across its subsidiaries [2]. - Future outlook remains positive with expectations of continued growth in both branded consumer and niche industrial segments, supported by strategic initiatives and potential acquisitions [26].

Financial Performance - Net revenues for Q3 2025 were $472.6 million, a 3% increase from $456.6 million in Q3 2024[22] - Gross profit for Q3 2025 was $207.7 million, compared to $196.6 million in Q3 2024, reflecting a gross margin improvement[22] - Operating loss for Q3 2025 was $(11.1) million, a decrease from an operating income of $8.3 million in Q3 2024[22] - Net loss for Q3 2025 was $(87.2) million, compared to a net loss of $(65.5) million in Q3 2024, indicating a worsening financial performance[22] - Basic loss per common share attributable to Holdings for Q3 2025 was $(1.21), compared to $(0.62) in Q3 2024[22] - The company reported a comprehensive loss of $(86.2) million for Q3 2025, compared to $(64.1) million in Q3 2024[25] - The company reported a net loss of $74,015,000 for the quarter ending July 1, 2025, indicating a worsening financial position compared to previous periods[29] - The net loss for the quarter ending September 30, 2024, is $36,032,000, compared to a net loss of $28,922,000 in the previous quarter, indicating an increase in losses of about 24%[29] - The company reported a net loss from continuing operations of $(73.492) million for the three months ended September 30, 2025, compared to $(35.536) million for the same period in 2024[155] Assets and Liabilities - Total current assets increased to $1,010.8 million as of September 30, 2025, up from $964.8 million at December 31, 2024[20] - Total liabilities rose to $2,928.8 million as of September 30, 2025, compared to $2,766.8 million at December 31, 2024[20] - Total stockholders' equity attributable to Holdings decreased to $519.2 million as of September 30, 2025, from $678.6 million at December 31, 2024[20] - The company has a total stockholders' equity of $318,366,000 as of September 30, 2025, which is a decrease from $519,217,000, indicating a decline of approximately 38.7%[29] - Cash and cash equivalents increased to $61.1 million as of September 30, 2025, from $59.7 million at December 31, 2024[20] - The company's property, plant, and equipment totaled $491.8 million as of September 30, 2025, down from $498.3 million at the end of 2024[76] - Inventory increased to $602.2 million as of September 30, 2025, compared to $571.2 million at the end of 2024, marking a rise of 5.4%[77] Cash Flow and Investments - Cash used in operating activities for continuing operations was $53,834 thousand for the nine months ended September 30, 2025, compared to $144,343 thousand in 2024, indicating a significant reduction in cash outflow[32] - Total cash used in investing activities for the nine months ended September 30, 2025, was $33,084 thousand, a decrease from $352,251 thousand in 2024, reflecting improved cash management[32] - The company reported a gain on the sale of discontinued operations of $2,326 thousand in 2025, compared to $3,345 thousand in 2024, reflecting ongoing divestiture activities[32] - Cash and cash equivalents at the end of the period were $61,139 thousand in 2025, a decrease from $71,879 thousand in 2024, indicating a tightening liquidity position[34] Financing Activities - Proceeds from the issuance of Trust preferred shares were $58,998 thousand in 2025, compared to $26,944 thousand in 2024, showing a substantial increase in financing through preferred shares[34] - Borrowings from the revolving credit facility amounted to $98,000 thousand in 2025, down from $349,000 thousand in 2024, indicating a reduction in reliance on short-term debt[34] - The company issued $300 million of 5.000% Senior Notes due 2032, with interest payable semi-annually[111] - The company also issued $1,000 million of 5.250% Senior Notes due 2029, with interest payable semi-annually[113] - The total outstanding long-term debt as of September 30, 2025, was $1.88 billion, with significant components including $1.02 billion in 2029 Senior Notes and $305.3 million in 2032 Senior Notes[127] Acquisitions and Divestitures - The Company acquired The Honey Pot Company on January 31, 2024, through a merger and stock purchase agreement, making it a wholly-owned subsidiary[56] - The Company completed the sale of Ergobaby during Q4 2024, with results reported as discontinued operations for the three and nine months ended September 30, 2024[48] - The Company recorded a pre-tax gain of $6.1 million from the sale of Ergobaby, with total proceeds of approximately $99.1 million received at closing[68] - The sale of Crosman Corporation resulted in a loss of $24.6 million, with net proceeds of approximately $61.9 million used to repay intercompany credit[70] Segment Information - As of September 30, 2025, Compass Diversified Holdings controls nine operating segments, including 5.11 Acquisition Corp. and The Honey Pot Co.[37] - The Company operates nine reportable operating segments, each representing a platform acquisition with distinct products and services[217] - 5.11 specializes in technical apparel and gear for law enforcement and military professionals, emphasizing innovation and user collaboration[217] - The Honey Pot Co. offers plant-derived feminine care products and is available in over 33,000 stores across the U.S.[218] Legal and Compliance - The Company is subject to ongoing investigations by the SEC and DOJ due to the withdrawal of reliance on its financial statements for 2024, 2023, and 2022[192] - The Company intends to vigorously defend itself against claims and believes it has strong defenses available[184] - The Company has identified potential defaults under the Credit Agreement due to irregularities at its subsidiary, Lugano, leading to a Forbearance Agreement with lenders[101] Management and Governance - The Company has an at-the-market equity offering program allowing for the issuance of up to $500 million in common shares, refreshed on September 5, 2024[133] - Management fees paid by the LLC to Compass Group Management LLC are limited to $10.5 million per fiscal quarter[103] - The Company suspended quarterly cash distributions to common shareholders on May 27, 2025, to preserve cash amid the Lugano Investigation[141]