What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2022-02-28 compared with 2021-03-04 · 17 added, 84 removed, 8 unchanged (93% of the section changed)

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED

STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Stock Market and Other Information

Our common stock

is traded on the NASDAQ Global Market under the symbol:

From July 16, 2015 to November 15, 2016, our common

stock was traded on the NASDAQ Capital Market under the symbol “RILY”.

Prior to July 16, 2015, our common stock was

traded on the OTC Bulletin Board under the symbol “RILY” from November 7, 2014 to July 16, 2015.

Our common stock is traded on the NASDAQ Global Market under the symbol:

From July 16, 2015 to November 15, 2016, our common stock was traded on the NASDAQ Capital Market under the symbol “RILY”.

As of February 18, 2022,

there were approximately 119 holders of record of our Common Stock.

This number does not include beneficial owners holding

shares through nominees or in “street” name.

This number does not include beneficial owners holding shares through

nominees or in “street” name.

Dividend Policy

From time to time,

we may decide to pay dividends which will be dependent upon our financial condition and results of operations.

While it is the

Board’s current intention to make regular dividend payments each quarter and special dividend payments dependent upon exceptional

circumstances from time to time, our Board of Directors may reduce or discontinue the payment of dividends at any time for any

reason it deems relevant.

The declaration and payment of any future dividends or repurchases of our common stock will be made at

the discretion of our Board of Directors and will be dependent upon our financial condition, results of operations, cash flows,

capital expenditures, and other factors that may be deemed relevant by our Board of Directors.

From time to time, we may decide to pay dividends which will be dependent upon our financial condition and results of operations.

While it is the Board’s current intention to make regular dividend payments each quarter and special dividend payments dependent upon exceptional circumstances from time to time, our Board of Directors may reduce or discontinue the payment of dividends at any time for any reason it deems relevant.

The declaration and payment of any future dividends or repurchases of our common stock will be made at the discretion of our Board of Directors and will be dependent upon our financial condition, results of operations, cash flows, capital expenditures, and other factors that may be deemed relevant by our Board of Directors.

Share Performance Graph

The following graph compares the cumulative

total shareholder return on our common share with the cumulative total return on the Russell 2000 Index and a peer group index

for the period from December 31, 2015 to December 31, 2020.

The graph and table below assume that $100 was invested on the starting

date and dividends, if any, were reinvested on the date of payment without payment of any commissions.

The performance shown in

the graph and table represents past performance and should not be considered an indication of future performance.

The following graph compares the cumulative total shareholder return on our common share with the cumulative total return on the Russell 2000 Index and a peer group index for the period from December 31, 2016 to December 31, 2021.

The graph and table below assume that $100 was invested on the starting date and dividends, if any, were reinvested on the date of payment without payment of any commissions.

The performance shown in the graph and table represents past performance and should not be considered an indication of future performance.

As of December 31,

1 unchanged sentence

Industry Peer Group

Our peer group index

includes the following companies:

Cowen Group, Inc.;

JMP Group LLC;

Oppenheimer Holdings Inc.;

and Stifel Financial Corp.

companies were selected because their businesses and operations were comparable to ours throughout or for some portion of the five-year

period presented in the chart above.

The information provided

above under the heading “Share Performance Graph” shall not be considered “filed” for purposes of Section

18 of the Exchange Act or incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange

SELECTED FINANCIAL DATA

The following table

sets forth our selected consolidated financial data as of and for each of the five fiscal years ended December 31, 2020, 2019,

2018, 2017 and 2016 and is derived from our Consolidated Financial Statements.

The Consolidated Financial Statements as of December

31, 2020 and 2019, and for each of the years in the three-year period ended December 31, 2020, are included elsewhere in this report.

The following data should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition

and Results of Operations” and the Consolidated Financial Statements and Notes thereto included elsewhere in this report.

Consolidated Statement of Operations

(Dollars in thousands, except share data)

Year Ended December 31,

Services and fees

Trading income (loss) and fair value adjustments on loans

Interest income - Loans and securities lending

Sale of goods

Total revenues

Operating expenses:

Direct cost of services

Cost of goods sold

Selling, general and administrative expenses

Restructuring charge

Impairment of tradenames

Interest expense - Securities lending and loan participations sold

Total operating expenses

Operating income

Other income (expense):

Interest income

(Loss) income from equity investments

Interest expense

Income before income taxes

Provision for income taxes

Net (loss) income attributable to noncontrolling interests

Net income attributable to B.

Riley Financial, Inc.

Preferred stock dividends

Net income available to common shareholders

Basic income per common share

Diluted income per common share

Weighted average basic common shares outstanding

Weighted average diluted common shares outstanding

Consolidated Balance Sheet Data:

(Dollars in thousands)

As of December 31,

Cash and cash equivalents

Restricted cash

Securities and other investments owned, at fair value

Total liabilities

peer group index includes the following companies:

Cowen Group, Inc., JMP Group LLC (whose performance metrics were included up to

November 15, 2021 at which point it was acquired by Citizens Financial Group, Inc.), Oppenheimer Holdings Inc., and Stifel Financial

These companies were selected because their businesses and operations were comparable to ours throughout or for some portion

of the five-year period presented in the chart above.

The information provided above under the heading “Share Performance Graph” shall not be considered “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity