4/A: FiscalNote Director Amends Share Acquisition Report

FiscalNote Holdings Director Compton Key amended a previous SEC filing to correct the reported number of Class A Common Stock shares acquired in a 2022 business combination, reflecting 690,636 shares after a reverse stock split.

Summary

• Compton Key, a director of FiscalNote Holdings, Inc. (NOTE), filed an amended Form 4 (Form 4/A) to correct an error in a previously filed Form 4.
• The amendment clarifies the number of Class A Common Stock shares acquired on July 29, 2022, in connection with the company's business combination.
• The corrected amount of shares acquired and beneficially owned by Compton Key is 690,636 shares.
• This corrected figure has been adjusted to reflect the 1-for-12 reverse stock split effected by FiscalNote Holdings, Inc. on August 29, 2025.
• The shares are indirectly beneficially owned by Global Public Offering Master Fund, L.P. (GPO Master Fund).
• Compton Key, as a managing director of Urgent International Inc. (owner and operator of GPO Master Fund), may be deemed to have voting and dispositive power over these shares.

Sentiment

Score: 5

Explanation: The filing is a factual correction of a previous administrative error regarding insider share ownership, which does not inherently indicate positive or negative company performance or outlook.

Positives

• The amendment provides accurate and up-to-date information on insider shareholdings, reflecting both a correction of a prior error and the impact of a 1-for-12 reverse stock split.
• The underlying acquisition of shares by a director demonstrates continued alignment of interests with shareholders.

Negatives

• An initial error in the original Form 4 filing required an amendment, indicating a minor administrative oversight in reporting.

Risks

• No specific risks are mentioned in this Form 4/A filing.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Management Comments

• No direct quotes or paraphrased statements from company management are included in this Form 4/A filing.

Industry Context

This Form 4/A filing is specific to an insider transaction and does not provide broader industry context or trends.

Comparison to Industry Standards

• Not applicable, as this filing reports an insider share transaction correction and does not contain performance metrics for industry comparison.

Management Changes

Corporate Governance

Legal Proceedings

• No litigation or regulatory matters are mentioned in this filing.

Related Party Transactions

• The shares are indirectly beneficially owned by Global Public Offering Master Fund, L.P., where Compton Key, through Urgent International Inc., may be deemed to have voting and dispositive power. This arrangement is disclosed as part of the beneficial ownership structure.

Stakeholder Impact

• The primary impact is on shareholders, ensuring accurate and transparent reporting of insider ownership.
• No direct impact on employees, customers, suppliers, or creditors is indicated.

Next Steps

• No specific future actions, events, or milestones are mentioned in this filing.

Key Dates

Keywords

FiscalNote Holdings, NOTE, Compton Key, Form 4/A, Insider Transaction, Beneficial Ownership, Reverse Stock Split, Business Combination, Merger