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CompoSecure Form 4: Board Member Swaps $50k Cash Retainer for 6,998 Options

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Form 4 highlights — CompoSecure, Inc. (CMPO)

  • Reporting person: Director Kevin M. Moriarty
  • Transaction date: 07/29/2025
  • Security: Stock option granting the right to purchase 6,998 Class A shares
  • Exercise price: $13.80 per share
  • Vesting: 25 % on 07/29/2026 and 25 % on each of the following three anniversaries (fully vested 07/29/2029)
  • Expiration: 07/29/2035
  • Consideration: Options issued in lieu of the $50,000 annual cash retainer under the Non-Employee Director Compensation Policy
  • Ownership after grant: 6,998 derivative securities held directly

No open-market purchase or sale of shares occurred; the filing records a compensatory grant that modestly increases potential future dilution but strengthens management–shareholder alignment.

Positive

  • Cash conservation: paying the $50,000 director retainer in equity defers cash outflow.
  • Incentive alignment: multi-year vesting ties director rewards to long-term share performance.

Negative

  • Incremental dilution: issuance of 6,998 options slightly increases potential share count, though effect is immaterial.

Insights

TL;DR – Routine compensatory option grant; negligible dilution, modest alignment benefits, limited market impact.

The 6,998-share option award represents a very small fraction of CMPO’s float and substitutes cash board fees, marginally conserving near-term cash while linking the director’s compensation to long-term share performance. The $13.80 strike mirrors contemporaneous trading levels, so value creation hinges on future appreciation. Vesting over four years promotes board continuity. Given size and routine nature, the disclosure is not materially impactful for valuation or liquidity.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Moriarty Kevin M

(Last) (First) (Middle)
C/O COMPOSECURE, INC.
309 PIERCE STREET

(Street)
SOMERSET NJ 08873

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CompoSecure, Inc. [ CMPO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/29/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $13.8 07/29/2025 A 6,998 (1) 07/29/2035 Class A Common Stock 6,998 $0 6,998(2) D
Explanation of Responses:
1. The Stock Options will vest in equal annual installments of 25% each on July 29, 2026, and on the first, second, and third anniversaries thereof.
2. The Stock Options were issued pursuant to the Fifth Amended and Restated CompoSecure, Inc. Non-Employee Director Compensation Policy in lieu of the annual cash retainer of $50,000 at the Director's election.
Remarks:
/s/ Kevin M. Moriarty, by attorney-in-fact Steven J. Feder 07/30/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did director Kevin M. Moriarty receive from CompoSecure (CMPO)?

He received 6,998 stock options with a $13.80 strike, expiring 07/29/2035.

Why were the options issued instead of cash?

They were granted in lieu of the $50,000 annual cash retainer under the Non-Employee Director Compensation Policy.

When do the CMPO options vest?

Vesting occurs in four equal annual installments starting 07/29/2026 and ending 07/29/2029.

Is this Form 4 transaction a market purchase or sale?

No. It records a compensatory option grant; no open-market buy or sell took place.

Does the filing materially affect CMPO’s share count?

Impact is minimal; 6,998 options represent a tiny percentage of outstanding shares.
COMPOSECURE INC

NYSE:CMPO

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7.28B
69.17M
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