Compass Diversified Holdings Files 8-K with Corporate Updates

Ticker: CODI-PC · Form: 8-K · Filed: Sep 3, 2024 · CIK: 1345126

Sentiment: neutral

Topics: corporate-governance, filing-update, financial-reporting

Related Tickers: CODI

TL;DR

CODI filed an 8-K detailing corporate changes and financial exhibits as of Aug 31.

AI Summary

Compass Diversified Holdings filed an 8-K on September 3, 2024, reporting material modifications to the rights of security holders and amendments to its articles of incorporation or bylaws. The filing also includes financial statements and exhibits, with the period of report ending August 31, 2024. The company is incorporated in Delaware and has a fiscal year end of December 31.

Why It Matters

This filing indicates potential changes in the company's structure or governance, which could impact shareholder rights and the company's operational framework.

Risk Assessment

Risk Level: low — The filing is a routine corporate disclosure and does not appear to contain immediate negative financial news or significant operational shifts.

Key Players & Entities

FAQ

What specific material modifications to the rights of security holders are detailed in this 8-K?

The filing indicates "Material Modifications to Rights of Security Holders" as an item, but the specific details of these modifications are not provided in the provided text snippet.

What amendments to the articles of incorporation or bylaws are reported?

The filing lists "Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year" as an item, but the specific amendments are not detailed in the provided text.

What financial statements and exhibits are included with this filing?

The filing states "Financial Statements and Exhibits" are included, but the specific content of these exhibits is not detailed in the provided text.

When was the period of report for the financial information?

The period of report for the financial information was August 31, 2024.

What is the business address and phone number for Compass Diversified Holdings?

The business address is 301 Riverside Avenue, Westport, CT 06880, and the business phone number is 203-221-1703.

Filing Stats: 883 words · 4 min read · ~3 pages · Grade level 11.9 · Accepted 2024-09-03 08:14:21

Filing Documents

03 Material Modifications to Rights of Security Holders

Item 3.03 Material Modifications to Rights of Security Holders The information set forth in Item 5.03 below is incorporated herein in its entirety. Section 5 Corporate Governance and Management

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Compass Group Diversified Holdings LLC (the "Company") and Compass Diversified Holdings (the "Trust") (NYSE: CODI) previously 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. Mr. Stephen Keller was 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. On August 31, 2024, the Company and the Trust entered into the First Amendment (the "Trust Agreement Amendment") to the Third Amended and Restated Trust Agreement dated August 3, 2021, as amended, of the Trust among the Company, as sponsor, BNY Mellon Trust of Delaware, as Delaware Trustee, and the regular trustees named therein to reflect certain technical changes in connection with the departure of Mr. Faulkingham, and the appointment of Mr. Keller, as a regular trustee, including replacing Mr. Faulkingham with Mr. Keller as the "tax matters partner" for certain tax purposes. On August 31, 2024, the Trust and Sostratus LLC, as members of the Company, entered into the Second Amendment (the "LLC Agreement Amendment") to the Sixth Amended and Restated Operating Agreement of the Company dated August 3, 2021, as amended, to replace Mr. Faulkingham with Mr. Keller as "partnership representative" for certain tax purposes in connection with the departure of Mr. Faulkingham, and the appointment of Mr. Keller, as the Chief Financial Officer of the Company. The foregoing brief descriptions of the Trust Agreement Amendment and the LLC Agreement Amendment, both effective as of August 31, 2024, are not meant to be exhaustive and are qualified in their entirety by the Trust Agreement Amendment and the LLC Agreement Amendment, which are attached hereto as Exhibit 3.1 and 3.2, respectively, and are incorporated here

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits. Exhibit Number Description 3.1 First Amendment to the Third Amended and Restated Trust Agreement of the Trust. 3.2 Second Amendment to the Sixth Amended and Restated Operating Agreement of the Company. 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: September 3, 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: September 3, 2024 COMPASS GROUP DIVERSIFIED HOLDINGS LLC By: /s/ Elias J. Sabo Elias J. Sabo Chief Executive Officer

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