B. Riley Financial, Inc. (NASDAQ: RILY) received a Nasdaq delinquency notification on November 28, 2025 for failing to file its Form 10‑Q covering the period ended September 30, 2025. The notice cites non‑compliance with Nasdaq Listing Rule 5250(c)(1), which requires timely filing of periodic reports with the SEC.
The delinquency notice follows a series of similar alerts for the company’s 2024 10‑K, Q1 10‑Q, and Q2 10‑Q filings. A Nasdaq Hearings Panel granted B. Riley an exception on November 18, 2025, setting a new deadline of January 20, 2026 for the Q3 10‑Q and December 23, 2025 for the Q2 10‑Q. The company filed its Q1 10‑Q on November 18 and its 2024 10‑K on September 19, demonstrating a pattern of delayed reporting that has attracted regulatory scrutiny.
B. Riley’s financial performance has been under pressure. Revenue for Q3 2025 was $186.06 million, identical to the $186.06 million reported in Q1 2025 and a 37.5% decline from the $297.59 million recorded in Q1 2024. The decline reflects weaker demand across the company’s core segments, with Communications revenue at $64.47 million and Wealth Management at $47.28 million, both below prior‑year levels. Net loss for Q1 2025 was $16.57 million, a significant improvement from the $47.95 million loss in Q1 2024, driven by tighter cost controls and a reduction in one‑time charges. Over the last twelve months, the company posted a net loss of $849.11 million, underscoring ongoing profitability challenges.
In a statement, Chairman and Co‑CEO Bryant Riley emphasized that the delinquency issues stem from an auditor transition to BDO and internal financial reporting adjustments. He noted that the company has “executed a seamless mid‑year transition to our new auditor, BDO,” and that it will take “all appropriate actions” to regain compliance. The auditor change has been a key factor in the reporting delays, as the company realigned its accounting processes and reconciled prior‑year data.
Investor sentiment has been cautious, with a slight negative reaction in post‑market trading following the notice. The compliance concerns, coupled with the company’s persistent revenue decline and net loss trajectory, have reinforced doubts about its ability to meet Nasdaq’s filing requirements and maintain investor confidence.
B. Riley is also preparing a name change to BRC Group Holdings, Inc. effective January 1, 2026, as part of a broader rebranding effort. While the parent company faces reporting challenges, its subsidiary B. Riley Securities has reported strong performance, remaining debt‑free and maintaining a robust liquidity position. The subsidiary’s success provides a counterbalance to the parent’s difficulties and may help the group stabilize its overall financial health.
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