8-K 1 brp8-k201912171.htm 8-K
_____________________________________________________________________________________________
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________
FORM 8-K
______________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 17, 2019
______________________________
BRP Group, Inc.
(Exact name of registrant as specified in its charter)
______________________________

| Delaware |  | 001-39095 |  | 61-1937225 |
| (State or other jurisdiction of |  | (Commission |  | (I.R.S. Employer |
| incorporation or organization) |  | File No.) |  | Identification No.) |
| 4010 W. Boy Scout Blvd Suite 200 |  |  |  |  |
| Tampa, Florida |  |  |  | 33607 |
| (Address of principal executive offices) |  |  |  | (Zip Code) |
| (Registrant's telephone number, including area code): (866) 279-0698 |
|  |  | Not Applicable |  |  |
| (Former Name, former address and former fiscal year, if changed since last report) |

Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |

Securities registered pursuant to Section 12(b) of the Act:

Title of each class |  | Trading Symbol(s) |  | Name of each exchange on which registered
Class A Common Stock, par value $0.01 per share |  | BRP |  | The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

| Emerging Growth Company | x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. c

Item 7.01 Regulation FD Disclosure.
On December 17, 2019, BRP Group, Inc. issued a press release announcing that its subsidiary, Baldwin Krystyn Sherman Partners, LLC, entered into an agreement to acquire substantially all of the assets of Lanier Upshaw, Inc. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits

Exhibit No. |  | Description
99.1 |  | * | Press Release of BRP Group, Inc. dated December 17, 2019

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

|  |  | BRP GROUP, INC.
Date: December 17, 2019 | By: | /s/ Kristopher A. Wiebeck
|  | Name: | Kristopher A. Wiebeck
|  | Title: | Chief Financial Officer