| Item 1. | |
| (a) | Name of issuer:
Vulcan Infrastructure & Power Inc. |
| (b) | Address of issuer's principal executive offices:
1159 Pittsford-Victor Road, Suite 240, Pittsford, New York 14534 |
| Item 2. | |
| (a) | Name of person filing:
BRC Group Holdings, Inc., a Delaware corporation ("BRC"), B. Riley Securities, Inc., a Delaware corporation ("BRS"), Bryant Riley is an individual ("Riley"). Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." |
| (b) | Address or principal business office or, if none, residence:
11100 Santa Monica Blvd. Suite 800, Los Angeles, CA 90025 |
| (c) | Citizenship:
BRC and BRS are organized under the laws of the State of Delaware. Riley is a citizen of the United State of America. |
| (d) | Title of class of securities:
Class A Common Stock, par value $0.0001 per share |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) |  A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership |
| (a) | Amount beneficially owned:
(1) As of the date hereof, BRS holds 2,339,181 shares of the Company's Common Stock. (2) As of the date hereof, BRC, majority holder of B. Riley Securities Holdings, Inc. ("BRSH"), which is the parent company of BRS, may be deemed to hold 2,339,181 shares of the Company's Common Stock. (3) As of the date hereof, Riley may be deemed to hold 2,339,181 shares of the Company's Common Stock. Each of BRC, BRS and Riley disclaims beneficial ownership of the outstanding shares of Common Stock reported herein, except to the extent of its/his respective pecuniary interest therein. |
| (b) | Percent of class:
The information contained on the cover pages to this filing is incorporated by reference herein. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
The information contained on the cover pages to this filing is incorporated by reference herein.
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| | (ii) Shared power to vote or to direct the vote:
The information contained on the cover pages to this filing is incorporated by reference herein.
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| | (iii) Sole power to dispose or to direct the disposition of:
The information contained on the cover pages to this filing is incorporated by reference herein.
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| | (iv) Shared power to dispose or to direct the disposition of:
The information contained on the cover pages to this filing is incorporated by reference herein.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
BRS is a subsidiary of B. Riley Securities Holdings, Inc. ("BRSH"). BRSH is majority owned by BRC. |
| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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