Compass Diversified Holdings Announces Board and Executive Changes

TL;DR

CODI board shakeup and comp plan updates filed today.

AI Summary

Compass Diversified Holdings announced on August 26, 2024, changes in its board of directors and executive compensation arrangements. The filing details the departure of certain officers and directors, the election of new directors, and updates to compensatory plans.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy, governance, or future performance expectations.

Risk Assessment

Risk Level: medium — Changes in leadership and compensation can introduce uncertainty regarding future strategic direction and operational execution.

Key Players & Entities

• Compass Diversified Holdings (company) — Filer
• Compass Group Diversified Holdings LLC (company) — Related Entity
• 20240826 (date) — Filing Date

FAQ

Key Financial Figures

• $600,000 — employment and an annual base salary of $600,000, which will be reviewed annually by the
• $250,000 — eceive a signing bonus in the amount of $250,000. Mr. Keller will be reimbursed for rea
• $3,000 — d to receive a housing reimbursement of $3,000 per month for a period of twenty total

Filing Documents

• codi-20240826.htm (8-K) — 50KB
• ex101-skelleremploymentagr.htm (EX-10.1) — 87KB
• codipressrelease-changeino.htm (EX-99.1) — 12KB
• codilogo2020a03a.jpg (GRAPHIC) — 13KB
• 0001345126-24-000045.txt ( ) — 381KB
• codi-20240826.xsd (EX-101.SCH) — 5KB
• codi-20240826_def.xml (EX-101.DEF) — 19KB
• codi-20240826_lab.xml (EX-101.LAB) — 36KB
• codi-20240826_pre.xml (EX-101.PRE) — 19KB
• codi-20240826_htm.xml (XML) — 6KB

02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On August 26, 2024, Compass Group Diversified Holdings LLC (the "Company") and Compass Diversified Holdings (the "Trust") (NYSE: CODI) announced the departure of Ryan J. Faulkingham as the Chief Financial Officer of the Company and as a regular trustee of the Trust, each effective as of August 30, 2024. The Company expects Compass Group Management LLC, Mr. Faulkingham's employer, to enter into a separation agreement with Mr. Faulkingham. Stephen Keller has been appointed as Chief Financial Officer of the Company and regular trustee of the Trust, each effective August 31, 2024, immediately following Mr. Faulkingham's separation. Mr. Keller (age 50) previously served as Interim Chief Financial Officer of Envista Holdings Corporation since September 2023 and as Vice President of Investor Relations of Envista Holdings Corporation since February 2021. Mr. Keller also served as Vice President and General Manager of Envista Holdings Corporation's business unit, Nobel Biocare, from July 2021 through July 2022, and as Envista Holdings Corporation's Vice President, Strategy and Business Development from July 2019 through August 2021. Prior to Envista Holdings Corporation, Mr. Keller was Vice President, Strategy & Corporate Development for Avery Dennison from January 2016 through July 2019. Mr. Keller also served in various other leadership positions for Avery Dennison between October 2010 and January 2016. Prior to that time, Mr. Keller held various other strategic and corporate development positions. Mr. Keller received a Bachelor of Science degree in Economics from the University of Iowa and a M.B.A. degree from Northwestern University - Kellogg School of Management. In connection with this appointment, Compass Group Management LLC (the "Manager") and Mr. Keller have entered into an Employment Agreement (the "Employ

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On August 26, 2024, CODI issued a press release regarding the departure of Mr. Faulkingham and appointment of Mr. Keller, which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01. The information under this Item 7.01 and Exhibit 99.1 attached hereto are being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall such information or exhibits be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, except as shall be expressly set forth by specific reference in such a filing. Section 9 Financial Statements and Exhibits

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits. Exhibit Number Description 10.1 Employment Agreement, dated August 31, 2024, between the Manager and Stephen Keller. 99.1 Press Release of Compass Diversified, dated August 26, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES 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. Date: August 26, 2024 COMPASS DIVERSIFIED HOLDINGS By: /s/ Elias J. Sabo Elias J. Sabo Regular Trustee

SIGNATURES

SIGNATURES 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. Date: August 26, 2024 COMPASS GROUP DIVERSIFIED HOLDINGS LLC By: /s/ Elias J. Sabo Elias J. Sabo Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR