CDAQF · Compass Digital Acquisition Corp.
Substantial doubt about the company's ability to continue as a going concern.
“Management has determined that the liquidity condition and mandatory liquidation should a Business Combination not occur, and potential subsequent dissolution raises substantial doubt about the Company's ability to continue as a going concern.”View the 10-Q filed May 14, 2026
Trades by corporate insiders — officers, directors and holders of more than 10% of the shares — disclosed to the SEC on Forms 4 and 5. Form 3 supplies initial ownership rather than a trade; Form 4 must be filed within two business days of the trade.
| Date | Insider | Role | Type | Security | Shares |
|---|---|---|---|---|---|
| 2024-07-24 | HENNESSY DANIEL J |
Director, Chairman and CEO, 10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Indirect)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Person elected to convert 1,867,604 Class B Ordinary Shares held by him into 1,867,604 Class A Ordinary Shares. HCG Opportunity, LLC ("HCG Opportunity") is the record holder of the securities reported herein. HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-managing member of HCG Opportunity MM, serves on the Issuer's board of directors and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
1,867,604 |
| 2024-07-24 | HENNESSY DANIEL J |
Director, Chairman and CEO, 10% Owner |
Other↑
Filing footnotes — Class A Ordinary Shares (Indirect)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Person elected to convert 1,867,604 Class B Ordinary Shares held by him into 1,867,604 Class A Ordinary Shares. HCG Opportunity, LLC ("HCG Opportunity") is the record holder of the securities reported herein. HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-managing member of HCG Opportunity MM, serves on the Issuer's board of directors and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein. |
Class A Ordinary Shares
(I)
|
1,867,604 |
| 2024-07-24 | HCG Opportunity, LLC |
10% Owner |
Other↑
Filing footnotes — Class A Ordinary Shares (Direct)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Persons elected to convert 1,867,604 Class B Ordinary Shares held by them into 1,867,604 Class A Ordinary Shares. HCG Opportunity, LLC ("HCG Opportunity") is the record holder of the securities reported herein. HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. Thomas D. Hennessy and Daniel J. Hennessy are the co-managing members of HCG Opportunity MM, serve on the Issuer's board of directors and report their beneficial ownership of the securities held directly by HCG Opportunity on separate Section 16 reports. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. |
Class A Ordinary Shares
|
1,867,604 |
| 2024-07-24 | HCG Opportunity, LLC |
10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Direct)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Persons elected to convert 1,867,604 Class B Ordinary Shares held by them into 1,867,604 Class A Ordinary Shares. HCG Opportunity, LLC ("HCG Opportunity") is the record holder of the securities reported herein. HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. Thomas D. Hennessy and Daniel J. Hennessy are the co-managing members of HCG Opportunity MM, serve on the Issuer's board of directors and report their beneficial ownership of the securities held directly by HCG Opportunity on separate Section 16 reports. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. |
Class B Ordinary Shares
|
1,867,604 |
| 2024-07-24 | Hennessy Thomas D |
Director, President, 10% Owner |
Other↑
Filing footnotes — Class A Ordinary Shares (Indirect)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Person elected to convert 1,867,604 Class B Ordinary Shares held by him into 1,867,604 Class A Ordinary Shares. HCG Opportunity, LLC ("HCG Opportunity") is the record holder of the securities reported herein. HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-managing member of HCG Opportunity MM, serves on the Issuer's board of directors and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein. |
Class A Ordinary Shares
(I)
|
1,867,604 |
| 2024-07-24 | Hennessy Thomas D |
Director, President, 10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Indirect)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Person elected to convert 1,867,604 Class B Ordinary Shares held by him into 1,867,604 Class A Ordinary Shares. HCG Opportunity, LLC ("HCG Opportunity") is the record holder of the securities reported herein. HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-managing member of HCG Opportunity MM, serves on the Issuer's board of directors and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
1,867,604 |
| 2023-10-19 | HENNESSY DANIEL J |
Director, Chairman and CEO, 10% Owner |
Award↑
Filing footnotes — Class B Ordinary Shares (Indirect)
On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
3,093,036 |
| 2023-10-19 | HENNESSY DANIEL J |
Director, Chairman and CEO, 10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Indirect)
On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
3,093,036 |
| 2023-10-19 | HENNESSY DANIEL J |
Director, Chairman and CEO, 10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Indirect)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
393,337 |
| 2023-10-19 | HENNESSY DANIEL J |
Director, Chairman and CEO, 10% Owner |
Other↑
Filing footnotes — Class A Ordinary Shares (Indirect)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein. |
Class A Ordinary Shares
(I)
|
393,337 |
| 2023-10-19 | Hennessy Thomas D |
Director, President, 10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Indirect)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
393,337 |
| 2023-10-19 | Hennessy Thomas D |
Director, President, 10% Owner |
Other↑
Filing footnotes — Class A Ordinary Shares (Indirect)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein. |
Class A Ordinary Shares
(I)
|
393,337 |
| 2023-10-19 | Hennessy Thomas D |
Director, President, 10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Indirect)
On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
3,093,036 |
| 2023-10-19 | Hennessy Thomas D |
Director, President, 10% Owner |
Award↑
Filing footnotes — Class B Ordinary Shares (Indirect)
On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
3,093,036 |
| 2023-10-19 | HCG Opportunity, LLC |
10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Direct)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC is the sole member of HCG Opportunity. Thomas D. Hennessy and Daniel J. Hennessy are the sole members of HCG Opportunity MM, LLC and serve on the Issuer's board of directors and report their beneficial ownership of the securities held directly by HCG Opportunity on separate Section 16 reports. Each of the reporting persons disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein. |
Class B Ordinary Shares
|
393,337 |
| 2023-10-19 | HCG Opportunity, LLC |
10% Owner |
Other↑
Filing footnotes — Class A Ordinary Shares (Direct)
The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC is the sole member of HCG Opportunity. Thomas D. Hennessy and Daniel J. Hennessy are the sole members of HCG Opportunity MM, LLC and serve on the Issuer's board of directors and report their beneficial ownership of the securities held directly by HCG Opportunity on separate Section 16 reports. Each of the reporting persons disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein. |
Class A Ordinary Shares
|
393,337 |
| 2023-08-31 | Gupta Satish |
Director |
Other↓
Filing footnotes — Class B Ordinary Shares (Indirect)
As described in the Issuer's Registration Statement on Form S-1 (File No. 333-259502), the Class B ordinary shares of the Issuer, par value $0.0001 ("Class B Shares") will automatically convert into Class A ordinary shares of the Issuer, par value $0.0001, concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis. On August 31, 2023, Compass Digital SPAC LLC (the "Sponsor") transferred 3,093,036 Class B Shares to HCG Opportunity, LLC ("HCG Opportunity") pursuant to a Securities Purchase Agreement, dated as of August 30, 2023, by and between the Sponsor and HCG Opportunity (the "Securities Purchase Agreement"). The Securities Purchase Agreement provides that HCG Opportunity will cause the Issuer to pay $300,000 cash consideration upon closing of the Issuer's initial business combination at the Sponsor's direction to entities that have fees payable upon the Issuer's successful initial business combination. The Reporting Person's prior reports included up to 750,000 Class B Shares held directly by the Sponsor that would be surrendered to the Issuer for no consideration by the Sponsor depending on the extent to which the underwriters of the Issuer's initial public offering exercised their over-allotment option. On November 30, 2021, the Sponsor surrendered 439,878 Class B Shares as a result of the underwriters' partial exercise of their over-allotment option. Reflects Class B Shares held by the Sponsor. The Reporting Person is one of two members of the board of managers of the Sponsor and, as such, may be deemed to beneficially own the reported shares held by the Sponsor. The Reporting Person disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
3,093,036 |
| 2023-08-31 | Compass Digital SPAC LLC |
10% Owner |
Other↓
Filing footnotes — Class B Ordinary Shares (Direct)
As described in the Issuer's Registration Statement on Form S-1 (File No. 333-259502), the Class B ordinary shares of the Issuer, par value $0.0001 ("Class B Shares") will automatically convert into Class A ordinary shares of the Issuer, par value $0.0001, concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis. On August 31, 2023, the Reporting Person transferred 3,093,036 Class B Shares to HCG Opportunity, LLC ("HCG Opportunity") pursuant to a Securities Purchase Agreement, dated as of August 30, 2023, by and between the Reporting Person and HCG Opportunity (the "Securities Purchase Agreement"). The Securities Purchase Agreement provides that HCG Opportunity will cause the Issuer to pay $300,000 cash consideration upon closing of the Issuer's initial business combination at the Reporting Person's direction to entities that have fees payable upon the Issuer's successful initial business combination. The Reporting Person's prior reports included up to 750,000 Class B Shares held directly by the Reporting Person that would be surrendered to the Issuer for no consideration by the Reporting Person depending on the extent to which the underwriters of the Issuer's initial public offering exercised their over-allotment option. On November 30, 2021, the Reporting Person surrendered 439,878 Class B Shares as a result of the underwriters' partial exercise of their over-allotment option. |
Class B Ordinary Shares
|
3,093,036 |
| 2023-08-31 | Neemuchwala Abidali |
Director |
Other↓
Filing footnotes — Class B Ordinary Shares (Indirect)
As described in the Issuer's Registration Statement on Form S-1 (File No. 333-259502), the Class B ordinary shares of the Issuer, par value $0.0001 ("Class B Shares") will automatically convert into Class A ordinary shares of the Issuer, par value $0.0001, concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis. On August 31, 2023, Compass Digital SPAC LLC (the "Sponsor") transferred 3,093,036 Class B Shares to HCG Opportunity, LLC ("HCG Opportunity") pursuant to a Securities Purchase Agreement, dated as of August 30, 2023, by and between the Sponsor and HCG Opportunity (the "Securities Purchase Agreement"). The Securities Purchase Agreement provides that HCG Opportunity will cause the Issuer to pay $300,000 cash consideration upon closing of the Issuer's initial business combination at the Sponsor's direction to entities that have fees payable upon the Issuer's successful initial business combination. The Reporting Person's prior reports included up to 750,000 Class B Shares held directly by the Sponsor that would be surrendered to the Issuer for no consideration by the Sponsor depending on the extent to which the underwriters of the Issuer's initial public offering exercised their over-allotment option. On November 30, 2021, the Sponsor surrendered 439,878 Class B Shares as a result of the underwriters' partial exercise of their over-allotment option. Reflects Class B Shares held by the Sponsor. The Reporting Person is one of two members of the board of managers of the Sponsor and, as such, may be deemed to beneficially own the reported shares held by the Sponsor. The Reporting Person disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein. |
Class B Ordinary Shares
(I)
|
3,093,036 |