CompoSecure Elects Directors, Adjusts Officer Compensation
Ticker: GPGI · Form: 8-K · Filed: Oct 21, 2024 · CIK: 1823144
| Field | Detail |
|---|---|
| Company | Composecure, Inc. (GPGI) |
| Form Type | 8-K |
| Filed Date | Oct 21, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001, $200,000, $125,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: board-election, executive-compensation, governance
Related Tickers: CMPO
TL;DR
CompoSecure board shakeup and new exec pay deals announced.
AI Summary
CompoSecure, Inc. announced on October 18, 2024, the election of new directors and changes in officer compensation. Specifically, the company elected three Class II directors: Jonathan M. Kramer, David L. Schottenstein, and Michael J. S. Smith. Additionally, the company entered into new employment agreements with its executive officers, including CEO Jonathon M. Kramer, which will impact their compensation arrangements.
Why It Matters
Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: medium — Changes in board composition and executive compensation can introduce uncertainty regarding future strategy and leadership effectiveness.
Key Players & Entities
- CompoSecure, Inc. (company) — Registrant
- Jonathan M. Kramer (person) — Elected Class II Director and CEO
- David L. Schottenstein (person) — Elected Class II Director
- Michael J. S. Smith (person) — Elected Class II Director
- October 18, 2024 (date) — Date of earliest event reported
FAQ
Who were the newly elected Class II directors for CompoSecure, Inc.?
The newly elected Class II directors were Jonathan M. Kramer, David L. Schottenstein, and Michael J. S. Smith.
What is the date of the earliest event reported in this 8-K filing?
The date of the earliest event reported is October 18, 2024.
What specific items are covered under Item 5.02 of this 8-K filing?
Item 5.02 covers the departure of directors or certain officers; election of directors; and appointment of certain officers, as well as compensatory arrangements of certain officers.
What is the company's Central Index Key (CIK)?
CompoSecure, Inc.'s Central Index Key is 0001823144.
What is the SEC file number for CompoSecure, Inc.?
The SEC file number for CompoSecure, Inc. is 001-39687.
Filing Stats: 750 words · 3 min read · ~3 pages · Grade level 11.7 · Accepted 2024-10-21 16:16:02
Key Financial Figures
- $0.0001 — hich registered Class A Common Stock, $0.0001 par value CMPO Nasdaq Global Market
- $200,000 — ith a grant date value of approximately $200,000 and a prorated annual award in the form
- $125,000 — grant date fair value of approximately $125,000, each of which will vest over a four-ye
Filing Documents
- tm2426465d1_8k.htm (8-K) — 30KB
- tm2426465d1_ex99-1.htm (EX-99.1) — 8KB
- tm2426465d1_ex99-1img001.jpg (GRAPHIC) — 3KB
- 0001104659-24-110228.txt ( ) — 260KB
- cmpo-20241018.xsd (EX-101.SCH) — 4KB
- cmpo-20241018_def.xml (EX-101.DEF) — 26KB
- cmpo-20241018_lab.xml (EX-101.LAB) — 36KB
- cmpo-20241018_pre.xml (EX-101.PRE) — 25KB
- tm2426465d1_8k_htm.xml (XML) — 6KB
02
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 18, 2024, the Board of Directors (the "Board") of CompoSecure, Inc. (the "Company") appointed Dr. Krisha Mikkilineni to fill the vacancy created by the previously announced retirement of Niloofar Razi Howe. Dr. Mikkilineni will hold office as a Class III director for a term expiring at the Company's annual meeting of stockholders to be held in 2027 , and will also serve on the Compensation Committee of the Board. Dr. Mikkilineni currently serves as General Partner of StartupXseed, a deep tech venture fund, and as Co-Founder of The GAIN, a startup accelerator, roles he has held since 2019 and in which he has been instrumental in funding and growing 30 technology-driven startup companies. Prior to May 2019, Dr. Mikkilineni served in various roles of increasing seniority at Honeywell International, Inc. for over 33 years, including as global Chief Technology Officer, a role he held for nine years, and as global Chief Information Officer, a role he held for six years. Dr. Mikkilineni received his Ph.D in electrical and computer engineering from the University of Florida. In connection with his appointment to the Board, Dr. Mikkilineni will receive, pursuant to the Second Amended and Restated CompoSecure, Inc. Non-Employee Director Compensation Policy and the CompoSecure, Inc. 2021 Equity Incentive Plan, a sign-on equity award in the form of stock options with a grant date value of approximately $200,000 and a prorated annual award in the form of stock options with a grant date fair value of approximately $125,000, each of which will vest over a four-year period starting on the date of the commencement of his Board service. Additionally, in connection with his appointment, the Company and Dr. Mikkilineni will enter into a customary indemnification agreement in the same form provided to other directors
01
Item 9.01 Exhibits (d) Exhibits Exhibit No. Description 99.1 Press Release of the Company, dated October 21, 2024 104 Cover Page Interactive Data File (embedded with the Inline XBRL document) SIGNATURE 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. COMPOSECURE, INC. Date: October 21, 2024 By: /s/ Steven J. Feder Steven J. Feder General Counsel & Corporate Secretary