Welcome to our dedicated page for Compass Diversified SEC filings (Ticker: CODI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This Compass Diversified (NYSE: CODI) SEC filings page brings together the company’s regulatory disclosures, including Annual Reports, Quarterly Reports and numerous Current Reports on Form 8-K. As a holding company with middle-market branded consumer and industrial businesses, CODI uses its SEC filings to present consolidated financial statements, segment information, non-GAAP reconciliations and detailed notes on credit agreements, subsidiary performance and risk factors.
Investors can use this page to access annual reports on Form 10-K and Form 10-K/A, which include audited consolidated balance sheets, statements of operations and cash flows, along with management’s discussion and analysis and a comprehensive description of risks. Amendment No. 1 to CODI’s Form 10-K/A for the year ended December 31, 2024, for example, contains restated financial statements for 2022, 2023 and 2024 and explains adjustments related to its Lugano Holding, Inc. subsidiary. Quarterly Reports on Form 10-Q provide interim updates on net sales, gross profit, operating income, interest expense, net income (loss) and the reconciliation from GAAP results to non-GAAP measures such as Adjusted EBITDA and Adjusted Earnings (Loss).
The filings also include a series of Form 8-K current reports that describe material events. These cover topics such as the announcement of quarterly and year-to-date operating results, amendments to CODI’s Third Amended and Restated Credit Agreement, waivers and forbearance arrangements with lenders, preferred share distribution declarations, Lugano’s Chapter 11 filing, NYSE compliance notices and the scheduling of the 2026 annual meeting of shareholders. Each 8-K specifies the relevant item numbers, summarizes the event and often incorporates related press releases as exhibits.
Through Stock Titan, users can review these filings as they are made available on EDGAR and take advantage of AI-powered summaries that highlight key points in complex documents. For example, AI tools can help explain changes in leverage covenants in a credit agreement amendment, outline the impact of restatement adjustments tied to Lugano, or summarize the non-GAAP reconciliation tables in a 10-Q. The page also surfaces information on CODI’s listed preferred shares, governance updates and other disclosures that appear in its SEC reports, giving investors a structured way to analyze CODI’s regulatory history and ongoing reporting.
Compass Diversified Holdings reported Q1 2025 results with net revenues of $453.8 million, up from $410.8 million a year earlier. Gross profit increased to $196.0 million and the company narrowed its net loss to $49.7 million from $85.3 million, with loss per common share from continuing operations improving to $0.59 from $1.57.
However, leverage and financing risk are central. All $1.86 billion of debt under the 2022 Credit Facility is classified as current, and management states that covenant breaches and reliance on a forbearance agreement expiring on December 19, 2025 raise substantial doubt about the company’s ability to continue as a going concern. Prior periods have been restated following the Lugano Investigation, Lugano Diamonds has entered Chapter 11, and total equity declined to $513.6 million. The company issued $58.1 million of preferred shares and drew $200.0 million on its term loan, boosting cash to $146.2 million while maintaining a $0.25 quarterly distribution per Trust common share.
Compass Diversified Holdings reports that, on December 9, 2025, the required lenders under its Third Amended and Restated Credit Agreement agreed to waive a prior deadline for the company to deliver restated financial statements under a Fifth Forbearance Agreement. The lenders also confirmed that the financial statements and auditor’s report included in the company’s recently filed Form 10-K/A for the year ended December 31, 2024 satisfy the requirements of the credit agreement and the forbearance arrangement. As a result, the Fifth Forbearance Agreement, which provides for a forbearance period ending December 19, 2025 unless terminated sooner under its terms, remains in effect.
Compass Diversified Holdings (CODI) and its affiliated LLC reported that they filed an amended Annual Report on Form 10‑K/A for the year ended December 31, 2024. The amendment includes restated audited consolidated financial statements for year-end 2024, 2023 and 2022, as well as restated unaudited financial information for each interim period within those years. This means previously issued financial statements for three fiscal years and related quarters have been revised. The companies also issued a press release describing these matters, which is attached as an exhibit to this report.
Compass Diversified Holdings and Compass Group Diversified Holdings LLC filed Amendment No. 1 to their Annual Report for the year ended December 31, 2024, restating audited consolidated financial statements for 2024, 2023 and 2022 and all interim periods within those years. The company directs investors to rely only on the financial information and disclosures in this amended report and future filings, not on previously issued reports, press releases or presentations covering those periods.
The restatement follows an Audit Committee–led internal investigation into the financing, accounting and inventory practices of Lugano Holding, Inc., a subsidiary and operating segment, assisted by outside legal counsel and a forensic accounting firm. The filing highlights extensive forward‑looking risk factors, including litigation related to financial statement representations, potential additional material weaknesses in internal control over financial reporting, lenders’ ability to accelerate indebtedness that "could jeopardize our ability to continue as a going concern," and the possibility that an intercompany loan to Lugano may be subject to loss.
Compass Diversified Holdings (CODI) and its operating company entered a Fifth Forbearance Agreement with their bank group on November 24, 2025, extending lender forbearance on defaults tied to subsidiary Lugano’s issues until December 19, 2025. The agreement requires CODI to operate under a 13‑week cash budget, limits weekly cash outflows to no more than $1 million above budget, and allows Restricted Payments only if liquidity remains at least $10,000,000. Lenders will continue to honor revolving loan requests, but total revolving exposure, including letters of credit, is capped at $60 million. CODI must deliver restated audited financials for 2024 and any other restated years by December 5, 2025. The company notes Lugano’s Chapter 11 filing and warns that failure to obtain waivers or further relief from lenders would likely have a material adverse effect on its business, financial condition, and results of operations.
Compass Diversified Holdings (CODI) received a New York Stock Exchange extension to keep its securities listed and trading while it completes overdue financial reporting. The NYSE has granted an additional trading period through January 20, 2026, subject to ongoing reassessment. By that date, CODI plans to file restated financial reports for fiscal years 2022, 2023 and 2024 via an amended Form 10-K for 2024, as well as its Form 10-Q reports for the quarters ended March 31, June 30 and September 30, 2025. The company also highlights substantial uncertainties, including the outcome of an Audit Committee investigation, potential impacts from issues at Lugano, internal control weaknesses, possible restatements of additional periods, its ability to regain full NYSE compliance, lender concessions, and potential litigation and regulatory actions.
Compass Diversified Holdings reported that its subsidiary Lugano Holding, Inc. and certain subsidiaries filed for protection under Chapter 11 of the U.S. Bankruptcy Code in Delaware on November 17, 2025. At Lugano’s request, and subject to Bankruptcy Court approval, the company will enter into a credit agreement to provide debtor-in-possession financing of up to $12,000,000, including any roll-up of prepetition amounts Lugano already owes the company. The company also highlights ongoing risks tied to an Audit Committee investigation, potential restatements, internal control weaknesses, lender concessions, NYSE listing compliance, and related litigation, emphasizing that actual outcomes could differ materially from current expectations.
American Century filed an amended Schedule 13G/A reporting beneficial ownership in Compass Diversified Holdings (CODI) common stock. As of 09/30/2025, American Century Investment Management, Inc., American Century Companies, Inc., and the Stowers Institute for Medical Research each reported 4,957,634 shares, representing 6.6% of the class. For these filers, sole voting power was 4,775,275 shares and sole dispositive power was 4,957,634 shares.
American Century Capital Portfolios, Inc. reported 3,265,000 shares, or 4.3% of the class, with sole voting and dispositive power over the same number of shares. The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.
Compass Diversified (CODI) entered a Fourth Forbearance Agreement and Fourth Amendment to its credit agreement on November 7, 2025. Lenders agreed to refrain from exercising remedies for specified Lugano-related events of default until the earliest of several triggers, including 11:59 p.m. Eastern on November 24, 2025 and failure to deliver required financials to the NYSE by November 19, 2025.
During the forbearance period, CODI must operate under a 13‑week cash budget; weekly total cash disbursements may not exceed projections by more than $1 million. Revolving credit extensions will be honored as term SOFR loans with a 2.50% per annum applicable rate, provided total revolving exposure (including letters of credit) does not exceed $60 million.
The agreement permits Restricted Payments if included in the budget and after such payments CODI maintains at least $10,000,000 in qualifying cash plus availability. CODI must deliver restated audited financials for FY 2024 (and any other periods restated) and monthly financials for June–September 2025 by November 24, 2025. Amendments also provide greater flexibility to dispose of Lugano assets and provide financing to Lugano. CODI notes failure to obtain waivers or further relief would likely have a material adverse effect.
Compass Diversified Holdings (CODI) filed a Form 12b-25 to announce a late Form 10-Q for the quarter ended September 30, 2025. The company says it cannot file on time without unreasonable effort or expense due to an ongoing Audit Committee investigation previously disclosed and the need to restate financial statements for fiscal years 2022, 2023, and 2024.
CODI does not anticipate filing the Q3 2025 report within the five-calendar day extension. The company also plans to complete its financial statements for the quarters ended March 31, 2025 and June 30, 2025 and will file those Quarterly Reports as soon as reasonably practicable.
CODI indicated a significant change in results of operations is expected for Q3 2025 versus the prior-year period, but it cannot provide an estimate at this time because Q3 2024 results are subject to restatement.
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