Compass, Inc. Files 8-K for Material Agreement
Ticker: COMP · Form: 8-K · Filed: Sep 22, 2025 · CIK: 1563190
Sentiment: neutral
Topics: material-agreement, 8-K, filing
TL;DR
Compass Inc. signed a big deal, check the 8-K.
AI Summary
Compass, Inc. filed an 8-K on September 22, 2025, reporting a material definitive agreement. The filing also included Regulation FD disclosures and financial statements. Compass, Inc. is incorporated in Delaware and has its principal executive offices in New York.
Why It Matters
This 8-K filing indicates Compass, Inc. has entered into a significant new agreement, which could impact its business operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that may affect the company's future performance.
Key Numbers
- 001-40291 — SEC File Number (Identifies the company's filing with the SEC)
- 30-0751604 — IRS Employer Identification No. (Company's tax identification number)
Key Players & Entities
- Compass, Inc. (company) — Registrant
- September 22, 2025 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of Incorporation
- New York (location) — Address of Principal Executive Offices
- Urban Compass, Inc. (company) — Former Company Name
FAQ
What is the nature of the material definitive agreement filed by Compass, Inc.?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in this excerpt.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on September 22, 2025.
In which state is Compass, Inc. incorporated?
Compass, Inc. is incorporated in Delaware.
What was Compass, Inc.'s former company name?
Compass, Inc.'s former company name was Urban Compass, Inc.
What is the address of Compass, Inc.'s principal executive offices?
The address of Compass, Inc.'s principal executive offices is 110 Fifth Avenue, 4th Floor, New York, New York 10011.
Filing Stats: 4,643 words · 19 min read · ~15 pages · Grade level 17.1 · Accepted 2025-09-22 07:03:04
Key Financial Figures
- $0.00001 — Which Registered Class A Common Stock, $0.00001 par value per share COMP The New Yo
- $0.01 — , each share of common stock, par value $0.01 per share, of Anywhere (the " Anywhere
- $750 million — an aggregate principal amount of up to $750 million in the form of a 364-day senior secured
- $200 million — ied circumstances, a termination fee of $200 million will be payable by the Company or Anywh
- $350 million — ed to pay Anywhere a termination fee of $350 million. The Merger Agreement also provides t
Filing Documents
- d937868d8k.htm (8-K) — 70KB
- d937868dex21.htm (EX-2.1) — 611KB
- d937868dex101.htm (EX-10.1) — 80KB
- d937868dex102.htm (EX-10.2) — 90KB
- d937868dex991.htm (EX-99.1) — 42KB
- d937868dex992.htm (EX-99.2) — 35KB
- g937868ex99_2p10g1.jpg (GRAPHIC) — 207KB
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- g937868g0922101625585.jpg (GRAPHIC) — 2KB
- g937868g0922101625846.jpg (GRAPHIC) — 3KB
- 0001193125-25-209977.txt ( ) — 6435KB
- comp-20250922.xsd (EX-101.SCH) — 3KB
- comp-20250922_lab.xml (EX-101.LAB) — 18KB
- comp-20250922_pre.xml (EX-101.PRE) — 11KB
- d937868d8k_htm.xml (XML) — 4KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Exhibit Title or Description 2.1* Agreement and Plan of Merger, dated as of September 22, 2025, by and among Compass, Inc., Anywhere Real Estate Inc. and Velocity Merger Sub, Inc. 10.1 Voting and Support Agreement, dated as of September 22, 2025, by and among Compass Inc. Anywhere Real Estate Inc., Robert L. Reffkin, Ruth Reffkin Family Trust, 2021 Reffkin Remainder Interest Trust, Reffkin Investment I Corp., Reffkin Investment II Corp. and Reffkin 2022 Family Trust. 10.2 Voting and Support Agreement, dated as of September 22, 2025, by and among Compass, Inc., Anywhere Real Estate Inc., AG MM, L.P., AG Arts Credit Fund, L.P., AG Capital Solutions SMA One, L.P., AG Credit Solutions Non-ECI Master Fund, L.P., AG Credit Solutions Master Fund II A, L.P., AG Corporate Credit Opportunities Fund, L.P., AG Cataloochee LP, AG POTOMAC FUND, L.P. and AG Super Fund Master, L.P. 99.1 Joint press release issued by Compass, Inc. and Anywhere Real Estate Inc., dated September 22, 2025. 99.2 Investor presentation of Compass, Inc., dated September 22, 2025. 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. * Annexes, schedules and/or exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K promulgated by the SEC. The Company agrees to furnish supplementally a copy of any omitted annexes, schedules or exhibits to the SEC upon request.
Forward-Looking Statements
Forward-Looking Statements This Current Report on Form 8-K contains "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements include all statements that do not relate solely to historical or current facts, and can generally be identified by the use of words such as "believe," "expect," "anticipate," "intend," "project," "estimate," "potential," "plan," and similar expressions or future or conditional verbs such as "will," "should," "would," "may" and "could." These forward-looking statements include, but are not limited to, statements related to the expected benefits of the proposed transaction; the anticipated impact of the proposed transaction on the combined company's business and future financial and operating results, including the expected leverage of the combined company and the amount and timing of synergies from the proposed transaction; the expected timeline; and the ability to satisfy all closing conditions. Forward-looking statements inherently involve many risks and uncertainties that could cause actual results to differ materially from those projected in these statements, including statements about the consummation of the proposed transaction and the anticipated benefits thereof. Where, in any forward-looking statement, Anywhere or Compass express an expectation or belief as to future results or events, it is based on Anywhere and/or Compass' current plans and expectations, expressed in good faith and believed to have a reasonable basis. However, neither Anywhere nor Compass can give any assurance that any such expectation or belief will result or will be achieved or accomplished. Important risk factors that may cause such a difference include, but are not limited to: Compass' and Anywhere's ability to consummate the proposed transaction on the expected timeline or at all; Compass' and Anywhere's ability to obtain the nec