8-K
GPGI, Inc. (GPGI)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K
CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 12, 2025
CompoSecure, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-39687 | 85-2749902 |
|---|---|---|
| (State or Other Jurisdiction<br><br>of Incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
| 309 Pierce Street<br><br>Somerset, New Jersey | 8873 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
(908) 518-0500
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | | --- | --- || ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | | --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading <br>Symbol(s) | Name of each exchange on<br>which registered |
|---|---|---|
| Class A Common stock, par value $0.0001 per share | CMPO | Nasdaq Global Market |
| Redeemable warrants, each whole warrant exercisable for one share of Class A Common Stock | CMPOW | Nasdaq Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01 | Entry into a Material Definitive Agreement |
|---|
In order to facilitate the Director Appointments (as defined below), on July 12, 2025, CompoSecure, Inc. (the “Company”) entered into an Amended and Restated Waiver Agreement (the “A&R Waiver Agreement”) to that certain Governance Agreement (the “Governance Agreement”), dated September 17, 2024, by and among the Company and each of Resolute Compo Holdings LLC and Tungsten 2024 LLC (collectively, the “Holder”), pursuant to which, subject to the terms and conditions contained therein, (i) each party reaffirmed its waiver of the requirement under the Governance Agreement to maintain a board size of eleven directors and (ii) the Holder reaffirmed its waiver of its right under the Governance Agreement to designate a sixth director to the Board.
The above summary of the A&R Waiver Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers |
|---|
On July 12, 2025, the Board appointed Rebecca Corbin Loree and Kevin Moriarty to serve as members of the Board, effective immediately (the “Director Appointments”). Mrs. Corbin Loree 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. Mr. Moriarty will hold office as a Class I director, for a term expiring at the Company’s annual meeting of stockholders to be held in 2028, and will also serve on the Audit Committee of the Board.
Ms. Corbin Loree is Chief Executive Officer of Corbin Advisors, LLC, a leading strategic investor relations and communications advisory firm, which she founded in 2007. Under her leadership, the firm has grown to serve public and private companies globally, with experience including over half of the S&P 500, and is recognized for its proprietary Inside the Buy-side® and Voice of Investor® research. Prior to founding Corbin Advisors, she served as a Vice President within Thomson Reuters’ Capital Markets Intelligence division, where she established and led the firm’s investor perception study practice. Ms. Corbin Loree is a frequent speaker and media contributor on investor communication and market trends and currently serves on the boards of several nonprofit organizations. She received a B.S. in Business Management with honors from Washington College.
Mr. Moriarty currently serves as Principal of KMM Ventures LLC, where he advises and invests in early-stage companies. From 2018 to 2020, he served as Executive Vice President and Chief Financial Officer of Blue Yonder, a global supply chain software company. Prior to that, he served as Senior Vice President and Chief Financial Officer of Avnet, Inc., a Fortune 500 leading global technology distributor and solutions provider, from 2013 to 2017, and previously held senior financial leadership roles at Honeywell International Inc. and Bristol-Myers Squibb Company. Mr. Moriarty began his career at PricewaterhouseCoopers LLP, where he was an audit partner. He received his B.S. in Accounting with honors from Rutgers University. Mr. Moriarty currently serves on the board of directors of Vertiqal Studios (TSX: VRTS), where he serves as the chairman of the audit committee and the corporate governance and nominating committee.
In connection with their appointments, each of Ms. Corbin Loree and Mr. Moriarty will receive, pursuant to the Fifth 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 portion of a $250,000 annual award in the form of stock options, each of which will vest over a four-year period starting on the date of the commencement of their Board service. Additionally, in connection with their appointments, each of Ms. Corbin Loree and Mr. Moriarty will enter into customary indemnification agreements in the same form provided to other directors of the Company.
On July 14, 2025, the Company issued a press release announcing the appointments of Ms. Corbin Loree and Mr. Moriarty, a copy of which is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01 (d) Financial Statements and Exhibits
| Exhibit No. | Exhibit Description |
|---|---|
| 10.1 | Amended and Restated Waiver Agreement, dated July 12, 2025, by and between CompoSecure, Inc., Resolute Compo Holdings LLC and Tungsten 2024 LLC |
| 10.2 | Fifth Amended and Restated CompoSecure, Inc. Non-Employee Director Compensation Policy |
| 99.1 | Press release of CompoSecure, Inc, dated July 14, 2025 |
| 104 | Cover Page Interactive Data File (embedded within 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: July 14, 2025 | By: | /s/ Steven J. Feder |
| Name: | Steven J. Feder | |
| Title: | General Counsel & Corporate Secretary |
Document
AMENDED AND RESTATED WAIVER AGREEMENT
THIS AMENDED AND RESTATED WAIVER AGREEMENT (this “Waiver Agreement”) is made as of July 12, 2025, by and among CompoSecure, Inc., a Delaware corporation (the “Company”), Resolute Compo Holdings LLC, a Delaware limited liability company (“Resolute Compo Holdings”), and Tungsten 2024 LLC, a Delaware limited liability company (“Tungsten” and, together with the Company and Resolute Compo Holdings, the “Parties” and each, a “Party”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Governance Agreement (as defined below).
W I T N E S S E T H
WHEREAS, the Company, Resolute Compo Holdings and Tungsten are parties to the Governance Agreement, dated as of September 17, 2024 (the “Governance Agreement”);
WHEREAS, pursuant to Sections 1.2(i) and 1.2(v) of the Governance Agreement, at each meeting of the stockholders of the Company (or pursuant to any consent in lieu thereof), the Company and the Stockholder shall take all reasonable actions within their respective control (including, with respect to the Stockholder, by voting or causing to be voted all Voting Shares owned or held by the Stockholder or its Affiliates) in such manner as may be necessary to (a) fix and maintain the number of directors which shall constitute the whole Board at eleven directors (the “Board Size Requirement”) and (b) maintain on the Board for so long as the Stockholder owns or holds (whether beneficially, of record or otherwise) at least 35% of the outstanding shares of Common Stock no less than six (6) designees of the Stockholder (collectively, the “Stockholder Directors”), of which two (2) shall qualify as Independent Directors and be subject to approval of the Nomination Committee, which approval shall not be unreasonably withheld (collectively, the “Stockholder Directors Requirement”);
WHEREAS, pursuant to Section 7.9 of the Governance Agreement, any waiver by any Party of any provision of the Governance Agreement must be (a) first approved by a majority of the Independent Directors and (b) set forth in an instrument in writing signed by the parties to the Governance Agreement;
WHEREAS, the Company, Resolute Compo Holdings and Tungsten are parties to the Waiver Agreement, dated as of February 28, 2025 (the “Original Waiver Agreement”), pursuant to which (a) the Parties waived the Board Size Requirement and (b) the Stockholder waived its right to designate a sixth (6th) Stockholder Director in accordance with the Stockholder Directors Requirement (the “Specified Stockholder Designation Right”), in each case, subject to and in accordance with the terms set forth therein;
WHEREAS, pursuant to Section 5 of the Original Waiver Agreement, any amendment by any Party of any provision of the Original Waiver Agreement must be (a) first approved by a majority of the Independent Directors and (b) set forth in an instrument in writing signed by the parties to the Original Waiver Agreement;
WHEREAS, the Parties desire to amend and restate the Original Waiver Agreement in its entirety to reflect the terms set forth herein; and
WHEREAS, prior to the execution and delivery of this Waiver Agreement, a majority of the Independent Directors approved the Board Size Requirement Waiver (as defined below) and the Specified Stockholder Designation Right Waiver (as defined below).
NOW, THEREFORE, in consideration of the foregoing premises and for other good and valuable consideration, the Parties agree as follows:
1.Board Size Requirement Waiver. Each Party hereby (a) further waives and restates its waiver of any and all of its rights, interests or benefits in, and any and all of the other Parties’ respective obligations with respect to, the Board Size Requirement, and (b) agrees not to assert or allege any rights, interests or benefits in, or any breach by the other Parties of any of their respective obligations with respect to, the Board Size Requirement (collectively, the “Board Size Requirement Waiver”); provided that if the Stockholder rescinds the Specified Stockholder Designation Right Waiver, the Board may rescind the Board Size Requirement Waiver by approval of a majority of the Independent Directors, in which case the Board Size Requirement Waiver shall be null and void and of no force or effect whatsoever.
2.Specified Stockholder Designation Right Waiver. The Stockholder hereby (a) further waives and restates its waiver of any and all of its rights, interests or benefits in, and any and all other Parties’ respective obligations with respect to, the Specified Stockholder Designation Right, and (b) agrees not to assert or allege any rights, interests or benefits in, or any breach by the other Parties of any of their respective obligations with respect to, the Specified Stockholder Designation Right (collectively, the “Specified Stockholder Designation Right Waiver”); provided that the Stockholder may rescind the Specified Stockholder Designation Right Waiver at any time in its sole discretion, in which case the Specified Stockholder Designation Right Waiver shall be null and void and of no force or effect whatsoever.
3.Effect of Rescission of Waivers. The Parties hereby acknowledge and agree that the purpose of the Board Size Requirement and the Stockholder Designation Right was to grant the Stockholder, subject to the terms and conditions of the Governance Agreement, the right to designate a number of nominees for election or appointment to the Board equal to (a) fifty percent (50%) of the then-current size of the Board plus (b) one, rounded down to the nearest whole person (the “Stockholder’s Majority of the Board Designation Right”). The Parties also acknowledge and agree that a revocation of the Board Size Requirement Waiver or the Specified Stockholder Designation Right Waiver, will not result in the automatic removal or resignation of any then-serving director. In order to preserve the Stockholder’s Majority of the Board Designation Right, and notwithstanding anything to the contrary herein, in the event that either the Board rescinds the Board Size Requirement Waiver pursuant to Section 1 hereof or the Stockholder rescinds the Specified Stockholder Designation Right Waiver pursuant to Section 2 hereof, and, following such rescission, it is necessary to increase the size of the Board for the Stockholder to be able to exercise the Stockholder’s Majority of the Board Designation Right, (i) the Board shall adopt resolutions increasing the size of the Board to a number of members that enables the Stockholder to exercise the Stockholder’s Majority of the Board Designation Right as promptly as practicable, (ii) the Stockholder shall be entitled to designate for election or appointment to the Board such additional Stockholder Directors to fill the vacancies created by such increase in the size of the Board, (iii) each of the Company and the Stockholder, in its capacity as a stockholder of the Company, shall take all such action reasonably necessary to promptly cause the election or appointment of such additional Stockholder Directors selected in accordance with this Section 3, including by voting or causing to be voted the Voting Shares owned or held by the Stockholder or its Affiliates, in favor thereof and (iv) the Parties shall cooperate in good faith to execute and deliver any documents, notices, certificates, amendments, waivers or other instruments and take such other or further action as may be necessary or appropriate to implement the foregoing in a manner consistent with the Third Amended and Restated Certificate of Incorporation of the Company (as amended from time to time), the Second Amended and Restated Bylaws of the Company (as amended from time to time), the Governance Agreement (as amended from time to time) and applicable law, and to preserve the Stockholder’s Majority of the Board Designation Right.
4.Full Force and Effect. Except as expressly modified by this Waiver Agreement, all of the terms, covenants, agreements, conditions and other provisions of the Governance Agreement shall remain in full force and effect in accordance with their respective terms. For the avoidance of doubt, all waivers, rights and obligations set forth in this Waiver Agreement shall terminate
and be of no further force or effect upon the termination of the Governance Agreement in accordance with its terms.
5.Miscellaneous. The provisions of Sections 4.1 (Representations and Warranties of the Company), 4.2 (Representations and Warranties of the Stockholder), 7.1 (Notices), 7.2 (Entire Agreement), 7.3 (Successors and Assigns), 7.4 (Counterparts), 7.5 (Governing Law), 7.6 (Submission to Jurisdiction; Waiver of Jury Trial), 7.8 (Severability), the first four sentences of Section 7.9 (Amendment; Waiver) and 7.11 (Mutual Drafting) of the Governance Agreement are hereby incorporated by reference as if set forth in this Waiver Agreement in their entirety and shall apply mutatis mutandis.
[Signature page follows]
IN WITNESS WHEREOF, each of the Parties has executed and delivered this Waiver Agreement as of the date first above written.
COMPOSECURE, INC.
By:_/s/ Jonathan C. Wilk___________ Name: Jonathan C. Wilk Title: Chief Executive Officer
RESOLUTE COMPO HOLDINGS, LLC
By: Tungsten 2024 LLC, its managing member
By:_/s/ John Cote___________________ Name: John Cote Title: Manager
TUNGSTEN 2024 LLC
By:_/s/ John Cote___________________ Name: John Cote Title: Manager
[Signature Page to the Amended and Restated Waiver Agreement]
Document
FIFTH AMENDED AND RESTATED COMPOSECURE, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY
(Amended and Restated Effective as of July 12, 2025)
CompoSecure, Inc. (the “Company”) believes that the granting of cash and equity compensation to the members of its Board of Directors (the “Board”) represents an effective tool to attract, retain, and reward such members of the Board who are not employees of the Company (each, a “Non-Employee Director” and, collectively, the “Non-Employee Directors”) and who are eligible to receive such compensation, as provided herein. This Non-Employee Director Compensation Policy (the “Policy”) has been adopted by the Board to formalize the Company’s policy regarding compensation that may be paid to the eligible Non-Employee Directors, which compensation will include both cash compensation and equity awards granted in accordance with the provisions of the Company’s 2021 Incentive Equity Plan (as may be amended from time to time, the “Plan”). The Compensation Committee of the Board or those persons or bodies to whom administration of the Plan, or part of the Plan, has been delegated as permitted by applicable law, regulations, the applicable stock exchange rules and in accordance with the Plan (the “Administrator”) shall have full power and authority to administer this Policy. Unless otherwise defined herein, capitalized terms used in this Policy will have the meaning given such terms in the Plan.
A.General
1.Eligibility. The cash and equity-based compensation described in this Policy (other than as provided in Section E hereof) shall be paid or be made, as applicable, automatically and without further action of the Board, to each Covered Director. For purposes of this Policy, “Covered Director” means any member of the Board who is not an employee, independent contractor or consultant of the Company or any of its subsidiaries (other than an individual who is an independent contractor or consultant of the Company solely by virtue of being a member of the Board). For the avoidance of doubt, the term “Covered Directors” does not include any Non-Employee Directors who are prohibited by a contractual obligation or employment policy from receiving compensation for their service on the Board, or who have otherwise notified the Company that they have declined to receive all or any portion of their compensation for their service on the Board.
2.Responsibility for Taxes. Each Covered Director will be solely responsible for any tax obligations incurred by such Covered Director as a result of any cash payments and/or equity awards that such Covered Director receives pursuant to this Policy.
B.Cash Compensation
1.Annual Board Retainer. Each Covered Director shall be paid an annual cash retainer of $50,000 (the “Annual Board Retainer”).
2.Annual Committee Chair Retainer. A Covered Director shall be paid an annual cash retainer for Committee chair service (the “Annual Committee Chair Retainer”), as follows:
a.Audit Committee Chair: $25,000.
b.Compensation Committee Chair: $15,000.
c.Nominating/Governance Committee Chair: $10,000.
For the avoidance of doubt, there are no per-meeting attendance fees for attending Board or Board committee meetings.
3.Timing of Payments. The Annual Board Retainer and Annual Committee Chair Retainer will be paid quarterly in arrears.
C.Equity Compensation
Covered Directors generally shall be entitled to receive all types of equity awards (except Incentive Stock Options) under the Plan (or any equity plan properly adopted by the Company and approved by the Company’s stockholders as may be in place at the time of such grant), including awards not specifically covered under this Policy. All grants of awards to Covered Directors pursuant to this Section C shall be granted on an automatic and nondiscretionary basis, in accordance with the following provisions and the applicable provisions of the Plan and shall be evidenced by an award agreement.
1.Annual Equity Awards.
a.Annual Equity Award. Each calendar year, effective as of the date of the annual meeting of the Company’s stockholders (the “Annual Meeting”), each Covered Director who either (I) has been nominated by the Board to be elected as a Director at such Annual Meeting, or (II) has a term of service extending beyond the date of such Annual Meeting, automatically will be granted an option to purchase shares of the Company’s Class A Common Stock (the “Common Stock”), par value $0.0001 per share (an “Option”), with a Fair Market Value (as defined below) of $250,000 (the “Annual Equity Award”) effective as of such Annual Meeting. Notwithstanding the foregoing, if a Covered Director is also a member of the board of directors or equivalent governing body of Resolute Holdings Management, Inc. or the public parent of any other entity that is managed by Resolute Holdings Management, Inc. or any of its controlled affiliates pursuant to a management agreement or similar agreement (a “Dual-Hatted Director”), the Fair Market Value of the Annual Equity Award granted to such Dual-Hatted Director will instead be $150,000.
b.Prorated Annual Equity Award. In addition, an individual who first becomes a Covered Director (including, for the avoidance of doubt, any Dual-Hatted Director) after the occurrence of the Annual Meeting for the year of their appointment or election to the Board shall receive an initial prorated equity award of an Option for the period beginning on the date such Covered Director is initially elected to the Board through the next Annual Meeting (“Prorated Annual Equity Award”). Such Prorated Annual Equity Award shall be granted as of the date on which such Covered Director commences their service as a member of the Board.
2.Initial Equity Award. Each individual who is initially appointed or elected to the Board and is a Covered Director shall receive an initial equity award of an Option (“Initial Equity Award”) with a Fair Market Value of $200,000. Such Initial Equity Award shall be granted as of the date on which such Covered Director commences their service as a member of the Board. Notwithstanding the foregoing, the Fair Market Value of the Initial Equity Award granted to a Dual-Hatted Director will instead be $150,000.
3.Number of Shares Underlying an Option. The number of Shares subject to an Option, relating to each Annual Equity Award or Initial Equity Award, as applicable, shall be determined by the Administrator in its sole discretion based on the applicable Fair Market Value as described below.
4.Vesting. Except as provided herein, each Annual Equity Award and each Initial Equity Award shall vest in equal annual installments over a four-year period commencing on the date on which the applicable award is granted (the “Service Period”). The vesting of such awards shall be subject, in all cases, to the Covered Director’s continued service to the Company through the applicable vesting date(s) and the terms of the related award agreement. If the Covered Director elects to retire from the Board at any time prior to the end of the Service Period, the Administrator will have the authority to accelerate the vesting of all or a portion of the Annual Equity Award and the Initial Equity Award. No Annual Equity Award or Initial Equity Award will be accelerated if a Covered Director is disqualified or removed prior to the end of the Service Period, with or without cause, from the Board. Notwithstanding the foregoing, all unvested Annual Equity Awards and Initial Equity Awards outstanding immediately prior to the effectiveness of a Change of Control (as defined in the Plan) shall vest as of the effective date of such Change of Control.
5.Fair Market Value. For the purposes of this Policy, the “Fair Market Value” per share shall be equal to the closing price of the Common Stock, as reported on the national securities exchange on which the Common Stock is then listed (or any other reporting system selected by the Administrator, in its sole discretion) on the date as of which the determination is being made or, if no sales of shares are reported on such date, on the most recent preceding day on which there were sales of shares reported. The “Fair Market Value” of an Option shall be determined by the Administrator in its sole discretion. The Administrator has historically utilized the Black-Scholes option pricing model based upon information available at the time of grant.
6.Exercise Price. For the purposes of this Policy, the “Exercise Price” of an Option shall be the Fair Market Value of a share of Common Stock on the date the Option is granted.
D.Travel Expenses
All reasonable, customary and documented travel expenses incurred by Non-Employee Directors in attending Board or Board committee meetings shall be reimbursed by the Company.
E.Adjustments
In the event that any dividend or other distribution (whether in the form of cash, shares of Common Stock, other securities or other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of shares of Common Stock or other securities of the Company or other change in the corporate structure of the Company affecting such shares occurs, the Administrator shall make adjustments, if any, to the number, class or kind of Options then outstanding, including, for the avoidance of doubt, the applicable Exercise Price, in accordance with the Plan.
F.Taxes
Compensation paid to Covered Directors is not generally subject to U.S. federal income or employment tax withholding. However, if any such compensation payable under this Policy
is subject to required withholding under any state, local or foreign tax law, the Company shall have the right to deduct from cash payments made to a Covered Director, or to make such other arrangements as may be necessary to collect from such Covered Director, any applicable taxes (including social contributions or similar payments) required to be withheld with respect to such payments, and to take such other action as the Administrator may deem advisable to enable the Company and the Covered Director to satisfy obligations for the payment of withholding taxes and other tax obligations relating to any such compensation.
G.Conversions
A Covered Director may elect to convert his or her Annual Board Retainer and Annual Committee Chair Retainer into an Option in accordance with any conversion plan that may be adopted by the Administrator.
H.Effective Date; Amendment
This Fifth Amended and Restated Policy is effective as of July 12, 2025. The Policy may be amended at any time by the Board upon the recommendation of the Administrator, or by the Administrator, without the consent of any Covered Director who has received an award of Options, provided that such amendment will be of general application to all Covered Directors subject to this Policy and will not, without the specific written consent of any such Covered Director, adversely affect, in a material manner, any outstanding Options or the right of a Covered Director to receive all amounts due and payable with respect to an award of Options. Any amendment to this Policy shall be effective as of the date such amendment is so approved or as of such later date as may be specified by the Board or the Administrator when amending this Policy.
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Document

CompoSecure Enhances Board of Directors with the Appointment of Two Additional Independent Directors
Somerset, NJ, July 14, 2025 – CompoSecure, Inc. (Nasdaq: CMPO), a leader in metal payment cards, security, and authentication solutions, today announced the appointment of two new members to its Board of Directors (“Board”). Effective July 12, 2025, Kevin M. Moriarty and Rebecca K. Corbin Loree have joined the company as independent directors.
“We’re excited to welcome Kevin and Rebecca to our Board of Directors. Their deep financial and capital markets expertise will help strengthen our strategic oversight and support our efforts to drive long-term value for CompoSecure and our shareholders,” said David Cote, Executive Chairman of CompoSecure’s Board.
Ms. Corbin Loree is Chief Executive Officer of Corbin Advisors, LLC, a leading strategic investor relations and communications advisory firm, which she founded in 2007. Under her leadership, the firm has grown to serve public and private companies globally, with experience including over half of the S&P 500 and is recognized for its proprietary Inside the Buy-side® and Voice of Investor® research. Prior to founding Corbin Advisors, she served as a Vice President within Thomson Reuters’ Capital Markets Intelligence division, where she established and led the firm’s investor perception study practice. Ms. Corbin Loree is a frequent speaker and media contributor on investor communication and market trends and currently serves on the boards of several nonprofit organizations. She received a B.S. in Business Management with honors from Washington College.
Mr. Moriarty currently serves as Principal of KMM Ventures LLC, where he advises and invests in early-stage companies. From 2018 to 2020, he served as Executive Vice President and Chief Financial Officer of Blue Yonder, a global supply chain software company. Prior to that, he served as Senior Vice President and Chief Financial Officer of Avnet, Inc., a Fortune 500 leading global technology distributor and solutions provider, from 2013 to 2017, and previously held senior financial leadership roles at Honeywell International Inc. and Bristol-Myers Squibb Company. Mr. Moriarty began his career at PricewaterhouseCoopers LLP, where he was an audit partner. He received a B.S. in Accounting with honors from Rutgers University. Mr. Moriarty currently serves on the board of directors of Vertiqal Studios (TSX: VRTS), where he serves as the chairman of the audit committee and the corporate governance and nominating committee.
Mr. Moriarty said: “It’s a privilege to join CompoSecure’s Board at a time of such strong momentum. I’m eager to contribute my financial expertise and strategic insight to support the company’s growth trajectory and help unlock new value creation opportunities.”
Ms. Corbin Loree stated: “I’m excited to be part of CompoSecure’s Board as the company enters its next phase of growth. Drawing on my experience in capital markets and investor relations, I aim to support the team in driving long-term value and strengthening the company’s market presence.”
“Rebecca and Kevin bring exceptional strategic and financial insight that will be instrumental as we continue to scale,” said Jon Wilk, President and CEO of CompoSecure. “Their global experience and operational expertise will enhance our ability to drive disciplined growth, support financial performance, and continue our market leadership.”
About CompoSecure
Founded in 2000, CompoSecure (Nasdaq: CMPO) is a technology partner to market leaders, fintechs and consumers enabling trust for millions of people around the globe. The company combines elegance, simplicity and security to deliver exceptional experiences and peace of mind in the physical and digital world. CompoSecure’s innovative payment card technology and metal cards with Arculus security and authentication capabilities deliver unique, premium branded experiences, enable people to access and use their financial and digital assets, and ensure trust at the point of a transaction. For more information, please visit www.composecure.com and www.GetArculus.com.
Forward-Looking Statements
This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements are based on the beliefs and assumptions of management. Although CompoSecure believes that its plans, intentions, and expectations reflected in or suggested by these forward-looking statements are reasonable, CompoSecure cannot assure you that it will achieve or realize these plans, intentions, or expectations. Forward-looking statements are inherently subject to risks, uncertainties, and assumptions. Generally, statements that are not historical facts, including statements concerning CompoSecure’s possible or assumed future actions, business strategies, events, or results of operations, are forward-looking statements. In some instances, these statements may be preceded by, followed by, or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates” or “intends” or the negatives of these terms or variations of them or similar terminology. Forward-looking statements are not guarantees of performance. You should not put undue reliance on these statements which speak only as of the date hereof. You should understand that the following important factors, among others, could affect CompoSecure’s future results and could cause those results or other outcomes to differ materially from those expressed or implied in CompoSecure’s forward-looking statements: the ability of CompoSecure to grow and manage growth profitably, maintain relationships with customers, compete within its industry, retain its key employees; the possibility that CompoSecure may be adversely impacted by other global economic, business, competitive and/or other factors, including tariffs; the outcome of any legal proceedings that may be instituted against CompoSecure or others; future exchange and interest rates; changes in our accounting and/or financial presentation; and other risks and uncertainties, including those under “Risk Factors” in filings that have been made or will be made with the Securities and Exchange Commission. CompoSecure undertakes no obligation to
update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Corporate Contact
Anthony Piniella
Head of Corporate Communications, CompoSecure
(908) 898-8887
apiniella@composecure.com
Investor Relations Contact
Sean Mansouri, CFA
Elevate IR
(720) 330-2829
CMPO@elevate-ir.com