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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): November 3, 2025
CompoSecure, Inc.
(Exact Name of Registrant
as Specified in its Charter)
| Delaware |
001-39687 |
85-2749902 |
(State or Other Jurisdiction
of Incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
|
309 Pierce Street
Somerset, New Jersey |
08873 |
| (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
Symbol(s) |
|
Name
of each
exchange on
which registered |
| Class A Common stock, par value $0.0001 per share |
|
CMPO |
|
New York Stock Exchange |
| 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 x
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.
On November 3, 2025, CompoSecure, Inc. (the “Company”)
called for redemption all of its issued and outstanding Public Warrants (as defined in the Warrant Agreement) to purchase shares of the
Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), that were issued under the Warrant
Agreement, dated as of November 20, 2020, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent
(the “Warrant Agreement”), and which trade separately on the Nasdaq Global Market under the symbol CMPOW (the “Warrants”).
The redemption date for the Warrants is December 3, 2025.
Holders of Warrants may exercise their Warrants
at any time prior to 5:00 p.m. New York City time on December 3, 2025 (the “Redemption Date”). The Company’s board of
directors has elected to require that all Warrants be exercised only on a cashless basis in accordance with the procedures set forth in
the Notice of Redemption. If any Warrants are not exercised before the Redemption Date, those Warrants will be canceled and holders of
those Warrants will be paid $0.01 per Warrant and will no longer have the right to purchase any shares of Common Stock underlying
those Warrants.
A copy of the Notice of Redemption announcing the
calling for redemption of the Warrants is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit No. |
|
Exhibit Description |
| 99.1 |
|
Notice of Redemption, dated November 3, 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: November 3, 2025 |
By: |
/s/ Steven J. Feder |
| |
Name: |
Steven J. Feder |
| |
Title: |
General Counsel & Corporate Secretary |