CompoSecure Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

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Finance: Consumer Services
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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 30, 2024

 

CompoSecure, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware 001-39687 85-2749902
(State or Other Juris-
diction of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

 

309 Pierce Street

Somerset, New Jersey

08873
(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (908) 518-0500

 

Not Applicable

(Former Name or Former Address, 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, $0.0001 par value   CMPO   Nasdaq Global Market
         
Redeemable warrants, each whole warrant exercisable for one share of Class A Common Stock   CMPOW   Nasdaq Global 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. ¨

 

 

 

 

 

Item 7.01   Regulation FD Disclosure.

 

On December 30, 2024, CompoSecure, Inc. (the “Company” or “CompoSecure”) issued a press release announcing the Company’s plan to spin off a newly formed entity, Resolute Holdings Management, Inc., to the Company’s existing stockholders. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act, except as shall be 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, dated December 30, 2024
104   The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

 

 

 

 

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.

 

  CompoSecure, Inc.
  (Registrant)
     
Date: December 30, 2024 By:

/s/ Steven J. Feder

  Name: Steven J. Feder
  Title: General Counsel & Corporate Secretary

 

 

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