SCHEDULE: Kanders SAF Amends Pledge Agreement with Bank of America

Kanders SAF, LLC has amended its pledge agreement with Bank of America, N.A., impacting the collateral arrangements for Warren B. Kanders' margin borrowing capacity.

Summary

• An amendment to a pledge agreement between Kanders SAF, LLC and Bank of America, N.A. was executed on September 25, 2026.
• This amendment modifies the terms of a prior pledge agreement dated December 16, 2021.
• The amendment grants Warren B. Kanders previously unavailable margin borrowing capacity on 2,000,000 shares of Cadre Holdings, Inc. common stock.
• These 2,000,000 shares now serve as collateral for a Loan Agreement between Warren B. Kanders and Bank of America, N.A.
• The filing also details the beneficial ownership of Cadre Holdings, Inc. common stock by Warren B. Kanders and Kanders SAF, LLC, with Kanders SAF holding 9,417,039 shares (22.0%) and Warren B. Kanders beneficially owning 11,117,928 shares (25.8%).
• Transactions during the past 60 days show Kanders SAF sold a total of 200,000 shares of Cadre Holdings, Inc. common stock in open-market transactions under Rule 144.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a neutral to slightly negative development, primarily due to the amendment of a pledge agreement which, while providing some borrowing capacity, also involves pledging significant company shares as collateral. This suggests a reliance on debt financing and potential risk if collateral values decline.

Positives

• Warren B. Kanders has gained access to previously unavailable margin borrowing capacity on 2,000,000 shares of Cadre Holdings, Inc. common stock.
• The amendment clarifies and potentially expands the financial flexibility for Mr. Kanders through this new borrowing capacity.

Negatives

• 2,000,000 shares of Cadre Holdings, Inc. common stock are now pledged as collateral, increasing the risk associated with these shares.
• The company's significant shareholder, Kanders SAF, has sold a total of 200,000 shares of common stock in open-market transactions.
• The pledge agreement amendment is a modification of existing debt arrangements, indicating ongoing reliance on leverage.

Risks

• The pledged 2,000,000 shares of Cadre Holdings, Inc. common stock could be subject to liquidation by Bank of America if the loan terms are not met or if the collateral value declines significantly.
• The amendment to the pledge agreement and the associated loan may increase the financial leverage of Warren B. Kanders, potentially exposing him to greater risk.
• The sale of 200,000 shares by Kanders SAF could indicate a reduction in confidence or a need for liquidity, potentially impacting market perception.

Future Outlook

The filing does not contain specific forward-looking financial guidance. However, it mentions that certain restricted stock units and stock options granted under the Issuer's 2021 Stock Incentive Plan will vest only if the Issuer's common stock achieves a volume-weighted average trading price (VWAP) of at least $60.00 or $80.00 per share over a 20 consecutive trading day measurement period by June 16, 2033.

Management Comments

• Mr. Kanders is the sole member and manager of Kanders SAF, and accordingly all of the shares of the Issuer's common stock held by Kanders SAF may be deemed to be beneficially owned by Mr. Kanders.
• Mr. Kanders disclaims beneficial ownership of the shares held by Allison Kanders Roth IRA, except to the extent of his pecuniary interest therein.
• The percentage of shares of common stock reported as being beneficially owned by Mr. Kanders is based upon 43,169,635 shares of common stock outstanding as of the date hereof, which includes 42,820,734 shares outstanding as of July 31, 2026, and options to purchase an aggregate of 348,901 shares presently exercisable or exercisable within 60 days.

Industry Context

StockSavvy.ai notes that amendments to pledge agreements are common in leveraged investment strategies. The specific mention of Cadre Holdings, Inc. stock as collateral highlights the direct link between the company's share performance and the financial arrangements of its significant stakeholders. The inclusion of VWAP targets for future vesting of equity awards is a standard practice to align management and shareholder interests with stock price appreciation.

Comparison to Industry Standards

• The structure of the pledge agreement amendment, involving margin borrowing against company stock, is a common practice among significant shareholders seeking to leverage their holdings.
• The inclusion of specific VWAP targets for vesting of stock options and RSUs ($60.00 and $80.00) is a typical performance metric used in executive compensation to incentivize long-term stock price growth, aligning with industry standards for performance-based equity awards.
• The sale of shares under Rule 144 by a major shareholder is a standard procedure for liquidating holdings while complying with securities regulations.

Related Party Transactions

• The amendment to the pledge agreement involves Kanders SAF, LLC (a significant shareholder entity) and Warren B. Kanders, who is the sole member and manager of Kanders SAF and the beneficiary of the margin borrowing capacity. This represents a related party transaction concerning the pledging of company stock for personal borrowing.

Stakeholder Impact

• Shareholders: The pledging of 2,000,000 shares as collateral could lead to forced sales if loan covenants are breached or collateral values fall, potentially impacting share price. The sale of 200,000 shares by Kanders SAF might be interpreted negatively by some investors.
• Creditors: The amendment itself does not directly impact creditors of Cadre Holdings, Inc., but the financial arrangements of major shareholders can indirectly influence the company's overall financial stability and perception.
• Management: The increased margin borrowing capacity for Warren B. Kanders may provide him with greater financial flexibility, but also increases his personal financial risk tied to the company's stock.

Next Steps

• Monitor the value of the 2,000,000 pledged shares of Cadre Holdings, Inc. common stock.
• Observe future stock performance relative to the VWAP targets for vesting of stock options and RSUs.
• Track any further transactions by Warren B. Kanders or Kanders SAF concerning Cadre Holdings, Inc. stock.

Key Dates

Recommendation

The filing details an amendment to a pledge agreement, which increases margin borrowing capacity for Warren B. Kanders against 2 million shares of Cadre Holdings, Inc. stock. While this provides some financial flexibility, it also means these shares are collateral, introducing risk. Additionally, significant sales of shares by Kanders SAF have occurred. The overall impact is neutral to slightly negative, suggesting a 'hold' position until further clarity on the company's operational performance and the implications of these financial arrangements.

Keywords

Pledge Agreement Amendment, Margin Borrowing, Collateral, Cadre Holdings, Kanders SAF, Bank of America, Beneficial Ownership, Rule 144