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    D/B/A Compass Diversified Holdings Shares of Beneficial Intere filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits

    6/9/25 4:25:11 PM ET
    $CODI
    Home Furnishings
    Consumer Discretionary
    Get the next $CODI alert in real time by email
    codi-20250607
    0001345126false00013451262025-06-072025-06-070001345126codi:SharesRepresentingBeneficialInterestsInCompassDiversifiedHoldingsMember2025-06-072025-06-070001345126codi:SeriesAPreferredSharesRepresentingSeriesATrustPreferredInterestInCompassDiversifiedHoldingsMember2025-06-072025-06-070001345126codi:SeriesBPreferredSharesRepresentingSeriesBTrustPreferredInterestInCompassDiversifiedHoldingsMember2025-06-072025-06-070001345126codi:SeriesCPreferredSharesRepresentingSeriesCTrustPreferredInterestInCompassDiversifiedHoldingsMemberDomain2025-06-072025-06-07

    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): June 7, 2025
    COMPASS DIVERSIFIED HOLDINGS
    (Exact name of registrant as specified in its charter)
    Delaware 001-34927 57-6218917
    (State or other jurisdiction
    of incorporation)
     (Commission
    File Number)
     (I.R.S. Employer
    Identification No.)
    COMPASS GROUP DIVERSIFIED HOLDINGS LLC
    (Exact name of registrant as specified in its charter)
    Delaware 001-34926 20-3812051
    (State or other jurisdiction
    of incorporation)
     (Commission
    File Number)
     (I.R.S. Employer
    Identification No.)
    301 Riverside Avenue, Second Floor, Westport, CT 06880
    (Address of principal executive offices and zip code)
    Registrant’s telephone number, including area code: (203) 221-1703
    Check the appropriate box below if the Form 8-K 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 ClassTrading Symbol(s)Name of Each Exchange on Which Registered
    Shares representing beneficial interests in Compass Diversified HoldingsCODINew York Stock Exchange
    Series A Preferred Shares representing beneficial interests in Compass Diversified HoldingsCODI PR ANew York Stock Exchange
    Series B Preferred Shares representing beneficial interests in Compass Diversified HoldingsCODI PR BNew York Stock Exchange
    Series C Preferred Shares representing beneficial interests in Compass Diversified HoldingsCODI PR CNew York Stock Exchange
    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☐
    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. o



    Section 5     Corporate Governance and Management
    Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
         Officers; Compensatory Arrangements of Certain Officers
    As previously disclosed by Compass Group Diversified Holdings LLC (the “Company”) and Compass Diversified Holdings (NYSE: CODI) (the “Trust” and, together with the Company, “CODI”), on January 3, 2025, Gordon M. Burns notified the Trust and the Board of Directors (the “Board”) of the Company that he would not stand for re-election as a director of the Company at CODI’s 2025 annual meeting of shareholders (the “2025 Annual Meeting”), originally scheduled to be held on May 29, 2025. As the 2025 Annual Meeting has been postponed until a later date, consistent with his previously announced intention to resign from the Board, on June 7, 2025, Mr. Burns notified the Trust and the Board of his intent to resign as a director of the Company, effective June 7, 2025. Neither Mr. Burns’ previously disclosed decision not to stand for re-election due to other commitments nor his resignation was a result of any disagreement with CODI or the Board regarding CODI’s operations, policies, or practices.

    The Board intends to reduce the number of directors from nine to eight and, therefore, will not appoint a successor to Mr. Burns.

    Section 9     Financial Statements and Exhibits
    Item 9.01    Financial Statements and Exhibits
    (d)    Exhibits.
    Exhibit NumberDescription
    104Cover Page Interactive Data File (embedded within the Inline XBRL document)




    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.

    Date: June 9, 2025COMPASS DIVERSIFIED HOLDINGS
    By:/s/ Stephen Keller
    Stephen Keller
    Regular Trustee
    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.

    Date: June 9, 2025COMPASS GROUP DIVERSIFIED HOLDINGS LLC
    By:/s/ Stephen Keller
    Stephen Keller
    Chief Financial Officer


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