SCHEDULE: Kanders Increases Stake in Cadre Holdings to 26.4%
Beneficial Ownership Filing (Schedule 13D Amendment)
Warren B. Kanders and Kanders SAF, LLC have amended their Schedule 13D filing, reporting beneficial ownership of approximately 26.4% of Cadre Holdings, Inc. common stock.
Summary
- Warren B. Kanders and Kanders SAF, LLC have filed an amendment to their Schedule 13D, updating their beneficial ownership of Cadre Holdings, Inc. common stock.
- As of June 18, 2026, Warren B. Kanders is deemed to beneficially own 11,392,928 shares, representing approximately 26.4% of the outstanding common stock.
- This ownership includes shares held directly by Mr. Kanders, in his Roth IRA, and through Kanders SAF, LLC, of which he is the sole member and manager.
- The filing also details exercisable and unexercisable stock options and restricted stock units granted under the company's 2021 Stock Incentive Plan, some of which are contingent on achieving specific volume-weighted average prices (VWAP) by June 16, 2033.
- Kanders SAF, LLC holds 9,692,039 shares, representing 22.6% of the outstanding stock.
- Mr. Kanders shares voting and dispositive power for 23,450 shares held in Allison Kanders Roth IRA, though he disclaims beneficial ownership except for his pecuniary interest.
- The filing notes that 3,750,000 shares beneficially owned by the Reporting Persons have been granted as a security interest to Texas Capital Bank.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this filing as neutral to slightly negative due to the significant share sales and pledged shares, despite the increased reported ownership percentage.
Positives
- Increased beneficial ownership reported, indicating a significant stake in Cadre Holdings, Inc.
- The reporting persons hold a substantial percentage (26.4%) of the company's outstanding common stock.
- Options and RSUs are in place, with some tied to future stock price performance, potentially aligning management and shareholder interests.
- The filing is an amendment, suggesting ongoing engagement and monitoring of the investment.
Negatives
- Significant sales of shares by Kanders SAF, LLC occurred between June 15-17, 2026, totaling 225,000 shares.
- A portion of the reported shares (3,750,000) are subject to a security interest granted to Texas Capital Bank.
- Some stock options and RSUs are not currently exercisable or vested, and their future vesting is contingent on specific, potentially challenging, stock price targets ($60.00 and $80.00 VWAP) by June 16, 2033.
Risks
- The contingent vesting of a significant number of stock options and RSUs (up to 2,630,500 shares) depends on the company's stock price reaching $60.00 or $80.00 VWAP by June 16, 2033, posing a risk if these targets are not met.
- The pledged shares to Texas Capital Bank could be subject to liquidation if loan covenants are not met.
- Recent sales of shares by Kanders SAF, LLC might indicate a potential shift in strategy or need for liquidity, which could be perceived negatively by the market.
Future Outlook
The future outlook for a portion of the reported shares is contingent on Cadre Holdings, Inc. common stock achieving specific volume-weighted average prices (VWAP) of at least $60.00 or $80.00 over a 20 consecutive trading day period by June 16, 2033. This applies to various stock options and restricted stock units granted under the 2021 Stock Incentive Plan.
Industry Context
StockSavvy.ai notes that Schedule 13D filings typically indicate a significant ownership stake or a change in control interest. The substantial percentage held by Mr. Kanders suggests a prominent role or influence within Cadre Holdings, Inc. The details regarding performance-based vesting for equity awards are common in the industry to incentivize long-term value creation.
Related Party Transactions
- Warren B. Kanders is the sole member and manager of Kanders SAF, LLC, and is deemed to beneficially own all shares held by Kanders SAF.
- Warren B. Kanders shares voting and dispositive power for shares held by Allison Kanders Roth IRA, his wife, though he disclaims beneficial ownership except for his pecuniary interest.
Stakeholder Impact
- Shareholders: The significant stake held by Mr. Kanders and recent share sales could influence market perception and stock price volatility. The contingent vesting of equity awards ties future compensation to stock performance.
- Creditors: The security interest granted to Texas Capital Bank on a substantial number of shares creates a potential risk for the bank if loan obligations are not met, and for the reporting persons if those shares are foreclosed upon.
- Management: The structure of equity awards with performance-based vesting suggests a focus on achieving specific stock price targets, impacting management's strategic decisions.
Next Steps
- Monitor future stock performance to assess the vesting of contingent stock options and RSUs.
- Observe any further transactions or disclosures from Warren B. Kanders and Kanders SAF, LLC regarding their stake in Cadre Holdings, Inc.
- Track the status of the loan agreement with Texas Capital Bank and the security interest in the pledged shares.
Key Dates
| Date | Description |
|---|---|
| 2021 | Year of the Issuer's 2021 Stock Incentive Plan under which options and RSUs were granted. |
| 2025-11-14 | Date of the Initial Schedule 13D filing. |
| 2025-11-19 | Date of Amendment No. 1 to Schedule 13D filing. |
| 2026-03-31 | End of the fiscal quarter for which outstanding shares were reported in the Form 10-Q. |
| 2026-05-11 | Date Cadre Holdings, Inc. filed its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. |
| 2026-06-15 | Date Kanders SAF, LLC sold 100,000 shares of common stock. |
| 2026-06-16 | Date Kanders SAF, LLC sold 100,000 shares of common stock and the deadline for certain VWAP-based vesting conditions. |
| 2026-06-17 | Date Kanders SAF, LLC sold 25,000 shares of common stock. |
| 2026-06-18 | Date of the current Schedule 13D filing (Amendment No. 2). |
| 2033-06-16 | Deadline for certain VWAP-based vesting conditions for stock options and RSUs. |
Recommendation
holdThe filing indicates a substantial ownership stake by a key individual, but recent significant share sales and pledged shares introduce uncertainty. The contingent nature of future equity awards also warrants caution. A 'hold' recommendation is appropriate pending further clarity on the reporting person's long-term intentions and the company's ability to meet performance targets.
Keywords
Cadre Holdings, Schedule 13D, Warren B. Kanders, Kanders SAF, LLC, Beneficial Ownership, Stock Ownership, SEC Filing, Common Stock, Stock Options, Restricted Stock Units, VWAP
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