SCHEDULE: CompoSecure Ownership Update: Key Holders Maintain Significant Stakes
Schedule 13D Amendment
An amendment to Schedule 13D reveals updated beneficial ownership percentages for key holders in CompoSecure, Inc. due to a change in total outstanding shares.
Summary
- Resolute Compo Holdings LLC beneficially owns 49,290,409 shares of CompoSecure, Inc.'s Class A Common Stock, representing 41.0% of the class.
- Tungsten 2024 LLC beneficially owns 49,937,302 shares, accounting for 41.5% of the Class A Common Stock.
- Thomas R. Knott beneficially owns 49,937,302 shares, representing 41.5% of the Class A Common Stock.
- John D. Cote beneficially owns 51,437,302 shares, which constitutes 42.8% of the Class A Common Stock.
- The total number of Class A Common Stock outstanding as of August 27, 2025, is 120,239,665 shares.
- This amendment was filed solely due to a change in the aggregate number of Class A Common Stock outstanding, not due to any new transactions by the reporting persons.
- The reporting persons disclaim beneficial ownership of 2,000,000 shares held by Michele D. Logan and 618,013 shares held by CompoSecure Employee, L.L.C., despite these parties agreeing to vote their shares for Resolute Compo Holdings nominees.
Sentiment
Score: 5
Explanation: The filing is a routine update of beneficial ownership percentages due to a change in the total outstanding shares, not a strategic or operational announcement. It reflects a stable, concentrated ownership structure.
Positives
- The core group of significant shareholders (Resolute Compo Holdings, Tungsten, Knott, Cote) maintains a substantial collective beneficial ownership, indicating continued strong influence over the company's direction.
- The agreement by Michele D. Logan and CompoSecure Employee, L.L.C. to vote their shares in favor of Resolute Compo Holdings nominees further solidifies the influence of this group on the board of directors.
Risks
- Concentrated ownership by a few entities and individuals could lead to decisions that primarily benefit these large shareholders, potentially at the expense of minority shareholders.
- The influence of the reporting persons, including their ability to nominate directors, could limit the independence of the board and management.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Shareholder Voting Agreement | Michele D. Logan and CompoSecure Employee, L.L.C. have agreed to vote their 2,618,013 shares in favor of Resolute Compo Holdings nominees for the Issuer's board of directors. | NA | This agreement strengthens the influence of the reporting persons over board composition and strategic decisions, potentially enhancing governance stability but also concentrating power. |
Stakeholder Impact
- Shareholders: The concentrated ownership by the reporting persons and their allies (through voting agreements) means that a significant portion of voting power rests with a few entities and individuals, potentially influencing corporate decisions and limiting the impact of smaller shareholders.
Key Dates
| Date | Description |
|---|---|
| 2024-09-19 | Initial Schedule 13D filing date |
| 2024-11-29 | Amendment No. 1 to Schedule 13D filed |
| 2025-02-14 | Amendment No. 2 to Schedule 13D filed |
| 2025-08-22 | Amendment No. 3 to Schedule 13D filed |
| 2025-08-25 | Date of event requiring filing of this statement |
| 2025-08-27 | Date as of which beneficial ownership percentages and outstanding shares are calculated |
| 2025-08-27 | Filing date of Amendment No. 4 to Schedule 13D |
Keywords
CompoSecure, Class A Common Stock, Schedule 13D, beneficial ownership, shareholder, equity, SEC filing, corporate governance, ownership percentage, Tungsten 2024 LLC, Resolute Compo Holdings LLC, Thomas R. Knott, John D. Cote
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