Scott Yessner
BRC Group HoldingsAbout Scott Yessner
Scott Yessner is Executive Vice President and Chief Financial Officer of B. Riley Financial (RILY) since June 3, 2025. He is 56, holds a B.A. in Economics from UCLA, and is a California-licensed CPA . Company performance context during the recent period shows TSR and profitability deterioration in 2024, with cumulative TSR value of $29.31 for a fixed $100 investment, Net Income (Loss) of ($764) million, and Operating Adjusted EBITDA of $126 million .
Company Performance Metrics (Context)
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Total Shareholder Return (Value of $100) ($) | 186.22 | 448.30 | 186.36 | 129.10 | 29.31 |
| Russell 2000 Financials TSR (Value of $100) ($) | 95.77 | 124.45 | 105.20 | 118.08 | 137.66 |
| Net Income (Loss) ($ millions) | 205 | 445 | (160) | (100) | (764) |
| Operating Adjusted EBITDA ($ millions) | 324 | 440 | 394 | 363 | 126 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Funko, Inc. | Chief Financial Officer | 2022–2023 | Senior finance leadership |
| California Expanded Metal Products Company (CEMCO) | Chief Financial Officer | 2020–2022 | Senior finance leadership |
| Universal Technical Institute | Chief Financial Officer | 2018–2019 | Senior finance leadership |
External Roles
No public company board roles disclosed in the latest proxy/management section .
Fixed Compensation
| Component | Amount/Range | Structure & Timing | Conditions |
|---|---|---|---|
| Base Salary | $600,000 per year | Reviewed annually | Employment agreement initial term one year; auto-renew; 20 days’ notice to terminate |
| Signing Bonus | $1,000,000 total | Four equal cash tranches paid within 10 days of each filing | Triggered by timely filings: FY2024 10-K; Q2 2025 10-Q; Q3 2025 10-Q; FY2025 10-K |
| Additional Cash Bonuses | $100,000 each (two) | Cash | (x) Paid within 10 days after timely filing of Q2 2025 10-Q; (y) Upon Company realizing ≥ $7,500,000 aggregate expense reduction by Dec 31, 2025 |
| Annual Bonus (Discretionary) | Target $1,000,000; min $600,000; max $1,200,000 | Cash by March 15 following year | Based on individual and/or Company performance; discretionary determination |
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual/Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Annual Bonus (Discretionary) | Company and/or individual performance; no formulaic targets | Discretionary (no specific targets set) | $1,000,000 (range $600k–$1,200k) | Not disclosed | Cash by Mar 15 following year; subject to continued employment |
| Expense Reduction Bonus | Aggregate expense reduction | 100% | ≥ $7,500,000 by Dec 31, 2025 | Not disclosed | Cash; paid upon achievement |
| Filing Milestone Payments (Sign-on tranches) | Timely SEC filings (FY2024 10-K; Q2 2025 10-Q; Q3 2025 10-Q; FY2025 10-K) | N/A (mechanical triggers) | $250,000 per milestone | Not disclosed | Cash; within 10 days of each filing |
| Long-Term Incentive Eligibility (2026+) | Equity under 2021 Plan | Committee discretion | Value determined by Company | Not disclosed | Vests annually over 3 years; subject to Committee approval |
Equity Ownership & Alignment
Beneficial Ownership
| Holder | Shares Beneficially Owned | Percent of Outstanding | Notes |
|---|---|---|---|
| Scott Yessner | 100,000 | <1% | Joined as CFO on June 3, 2025 |
- Shares outstanding basis: 30,597,066 as of Oct 10, 2025 .
- No pledging disclosed for Mr. Yessner (pledge footnote applies to Mr. Riley, not Mr. Yessner) .
Equity Awards and Vesting
| Award Type | Quantity | Strike/Price | Vesting | Notes |
|---|---|---|---|---|
| Unregistered Common Stock | 100,000 shares | N/A | Not specified (grant upon commencement) | Granted promptly following Commencement Date |
| Stock Options Tranche 1 | 100,000 options | $7.00 | Ratable over 3 years | Subject to continued employment |
| Stock Options Tranche 2 | 100,000 options | $10.00 | Ratable over 3 years | Subject to continued employment |
| Stock Options Tranche 3 | 100,000 options | $12.50 | Ratable over 3 years | Subject to continued employment |
| Change-of-Control Treatment | N/A | N/A | Accelerated vesting | All outstanding unvested options/RSUs/SARs and equity-linked awards granted during Mr. Yessner’s term become fully vested upon a Change of Control |
Employment Terms
| Term | Detail |
|---|---|
| Role & Start Date | EVP & Chief Financial Officer; effective June 3, 2025 |
| Agreement Term | Initial one-year term; auto-renews in one-year increments unless 90 days’ prior non-renewal notice |
| Termination Notice | 20 days’ prior written notice by either party |
| Severance (Without Cause/Death/Disability or Resignation for Good Reason) | Lump sum equal to 2x base salary; paid within 60 days; COBRA reimbursement up to 12 months (earlier of 12 months or eligibility for similar coverage elsewhere); subject to release |
| If Terminated With Cause or Resigns Without Good Reason | Base salary and accrued unused leave through termination date |
| Restrictive Covenants | Non-compete and client non-solicitation during employment; employee non-solicitation during employment and for one year thereafter; perpetual confidentiality and non-disparagement |
| Annual LTI Eligibility | Eligible beginning FY2026, subject to Committee approval; vests annually over three years |
| Change-of-Control Equity | All unvested awards granted during employment fully vest upon Change of Control; exercisable for remainder of full term |
Investment Implications
- Strong near-term cash incentives tied to timely SEC filings and cost reductions create explicit operational milestones; the $1,000,000 sign-on, $250,000 per filing tranche, and $100,000 expense-reduction bonus focus behavior on execution and compliance deadlines in FY2025 .
- Equity alignment is meaningful via 100,000 shares and 300,000 options across three strikes with three-year ratable vesting; single-trigger full vesting on change-of-control heightens sensitivity to strategic transactions (potential sale/M&A catalysts) .
- Severance economics are moderate (2x base) with standard COBRA support, while restrictive covenants (non-compete/non-solicit) reduce immediate post-departure leakage risk, supporting retention and continuity through vesting cycles .
- Annual bonus remains discretionary with no formulaic metrics, introducing qualitative judgment; LTI eligibility begins in FY2026 under Committee discretion, aligning longer-term incentives once near-term filing and cost milestones are cleared .
Sourcing: All data points above are taken from B. Riley Financial’s 2025 DEF 14A and related SEC filings as cited.