![GRAPHIC](https://capedge.com/proxy/S-4A/0001104659-22-000975/tm2131392d13_ex99-8img002.jpg)
| (1) Proposal No. 1 — The Business Combination Proposal — To consider and vote upon a proposal to approve and adopt the Business Com- bination Agreement, dated as of November 2, 2021 (as may be amend- ed from time to time, the “Business Combination Agreement”), by and among SilverBox Engaged Merger Corp I (“SilverBox), BRC Inc. (“Pub- Co”), SBEA Merger Sub LLC (“Merger Sub 1”), BRCC Blocker Merger Sub LLC, Authentic Brands LLC and Grand Opal Investment Holdings, Inc. The Business Combination Agreement provides for, among other things, the merger of SilverBox with and into Merger Sub 1, with Merger Sub 1 surviving the merger as a wholly owned subsidiary of PubCo, in accordance with the terms and subject to the conditions of the Business Combination Agreement; (2) Proposal No. 2 — The Organizational Document Proposals — To consider and vote upon an amendment and restatement of SilverBox’s current Amended and Restated Certificate of Incorporation (the “Existing Charter”), and the following material differences between the proposed Amended and Restated Certificate of Incorporation of PubCo, a copy of which is attached to this proxy statement/prospectus as Annex C (the “Proposed Charter” and, together with the proposed Amended and Restated Bylaws of PubCo, (the “Proposed Bylaws”), the “Proposed Organizational Documents”) and the Existing Charter and the Amended and Restated Bylaws of SilverBox (the “Existing Organi- zational Documents”) : (i) Proposal No. 2A — to approve an amend- ment and restatement of the Existing Charter providing for the creation of 35,000,000 autho- rized shares of Class C Common Stock of SilverBox (the “SilverBox Class C Common Stock”) for purposes of issuance to certain inves- tors; (ii) Proposal No. 2B — to approve the provision in the Proposed Charter changing the authorized capital stock of 111,000,000 shares, consisting of 100,000,000 shares of Class A Common Stock, par val- ue $0.0001 per share, 10,000,000 shares of Class B Common Stock, par value $0.0001 per share, and 1,500,000 preferred shares, par value $0.0001 per share, to authorized capital stock of 2,802,500,000 shares, consisting of 2,500,000,000 shares of Class A Common Stock, par value $0.0001 per share, 300,000,000 shares of Class B Common Stock, par value $0.0001 per share, 150,000,000 shares of Class C Common Stock, par value $0.0001 per shares, which shall be divided into 750,000 shares of Series C-1 Common Stock, par value $0.0001 per share and 750,000 shares of Series C-2 Common Stock, par value $0.0001 per share (such common stock collectively, the “Pubco Common Stock”), and 1,000,000 shares of undesignated preferred stock, par value $0.0001 per share; (iii) Proposal No. 2C — to approve the provision in the Proposed Charter pursuant to which: (a) the affirmative vote of the holders of at least 66-2/3% of the total voting power of all then outstanding shares entitled to vote generally in the election of directors, voting together as a single class is required to amend provisions relating to, among other matters: (i) stockholder meetings, (ii) the board of directors, (iii) indemnification and limitation of liability of officers and directors, (iv) election not be governed by Section 203 of the DGCL and business combinations generally, (v) forum selection, and (vi) amendment of the Proposed Charter; and (b) the affirmative vote of at least 80% of the total voting power of all then outstanding shares of PubCo Common Stock entitled to vote generally in the election of directors, voting together as a single class, is required to amend provisions with respect competition and corporate opportunities; (iv) Proposal No. 2D — to approve all other changes in connection with the replacement of the Existing Organizational Documents of SilverBox with the Proposed Organizational Documents of PubCo, including, among other things, changing from a blank check compa- ny seeking a business combination within a certain period (as pro- vided in the Existing Organizational Documents), to a public benefit corporation having perpetual existence (as provided in the Proposed Charter); and (v) Proposal No. 2E — to provide for a classified board of directors and direct that board vacan- cies be filled by the majority of directors then in office, unless specified otherwise in the Investor Rights Agreement; or the Proposed Bylaws; (3) Proposal No. 3 — The Stock Issuance Proposal — To consider and vote upon a propos- al to approve and adopt, for purposes of comply- ing with the applicable provisions of The Nasdaq Stock Market Listing Rule 5635, the issuance of shares of SilverBox Class C Common Stock to certain investors; (4) Proposal No. 4 — The Omnibus Incentive Plan Proposal — To consider and vote upon a proposal to approve the adoption of the Omnibus Incentive Plan; (5) Proposal No. 5 — The Employee Stock Purchase Plan Proposal — To consider and vote upon a proposal to approve the adoption of the Employee Stock Purchase Plan; and (6) Proposal No. 6 — The Adjournment Proposal — To consider and vote upon a propos- al to adjourn the special meeting of SilverBox’s stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the special meeting, there are not sufficient votes to approve one or more proposals presented to stockholders for vote at such special meeting. 19431 SilverBox Engaged Merger Corp I Proxy Card REV4 Back Signature______________________________Signature, if held jointly__________________________________Date_____________, 2022 Note: Please sign exactly as name appears hereon. When shares are held by joint owners, both should sign. When signing as attorney, executor, administrator, trustee, guardian, or corporate officer, please give title as such. CONTROL NUMBER PROXY CARD THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” EACH OF THE PROPOSALS. Please mark your votes like this X FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN Important Notice Regarding the Internet Availability of Proxy Materials for the Special Meeting of Stockholders The Notice of Special Meeting of Stockholders and Proxy Statement/Prospectus are available at: https://www.cstproxy.com/silverboxengagedi/2022. The proxy statement/prospectus contains important information regarding each of the proposals listed below. You are encouraged to read the proxy statement/prospectus carefully. FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN |