CompoSecure, Inc.
1823144
Sep 10, 2025, 02:43 PM
0001823144-25-000108
Items (1)
Item 8.01 Other Events. CompoSecure, Inc. (“ CompoSecure” or the “ Company”) completed its previously reported business combination on December 27, 2021, pursuant to an Agreement and Plan of Merger (the “ Merger Agreement”), dated as of April 19, 2021 (the “ Business Combination”). Pursuant to the Merger Agreement, as disclosed in CompoSecure’s SEC filings, certain parties have the right to receive additional consideration upon the achievement of specified stock price thresholds for the Company’s Class A common stock in two phases on or prior to the third and fourth anniversaries of the completion of the Business Combination. As previously disclosed, the earnouts under the first phase were achieved on December 13, 2024. The earnouts under the second phase were achieved on September 8, 2025 and the Company issued an aggregate of 4.3 million shares (as adjusted for the Company’s spin-off of Resolute Holdings Management, Inc. on February 28, 2025 (the “ Spin-Off”) of its Class A common stock in connection with the achievement of the second earnout threshold, being a $17.10 volume-weighted average price per share (as adjusted for the Spin-Off transaction) over the required time period prior to the fourth anniversary of the completion of the Business Combination. SIGNATURE 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. Date: September 10, 2025 By: /s/ Steven J. Feder Name: Steven J. Feder General Counsel & Corporate Secretary