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 (CODI) reported that its lenders under the Third Amended and Restated Credit Agreement agreed to extend to November 10, 2025 the deadline for delivery of certain restated financial statements, as specified in the Third Forbearance Agreement dated October 10, 2025.
The company stated that no other amendments, waivers, or modifications were made to the Credit Agreement. The filing also includes cautionary language about ongoing review matters, noting forward‑looking statements related to the Audit Committee’s investigation, potential restatements, internal controls, and related risks.
The Vanguard Group filed an amended Schedule 13G reporting beneficial ownership in Compass Diversified Holdings (CODI). Vanguard reported 2,830,635 shares, representing 3.76% of the common stock as of 09/30/2025.
The filing lists 0 shares with sole voting power and 108,926 with shared voting power. It reports 2,682,263 shares with sole dispositive power and 148,372 with shared dispositive power. Vanguard is identified as an investment adviser (IA), and certifies the holdings were acquired and are held in the ordinary course and not to change or influence control.
The filing notes Vanguard’s clients have rights to dividends or sale proceeds tied to these securities, and no individual client has an interest exceeding 5% of the class.
Compass Diversified Holdings (CODI) disclosed that it delayed filing its quarterly report and has stated non-reliance on its 2024 financial statements due to identified irregularities in sales, cost of sales, inventory, and accounts receivable at subsidiary Lugano Holding, Inc. The company previously notified its lenders of potential defaults and entered successive forbearance agreements that paused lender remedies while CODI investigates and restates financials.
The most recent agreement (the Third Forbearance Agreement) dated
Compass Diversified Holdings (CODI) disclosed that it previously indicated non-reliance on its 2024 financial statements and later expanded that to include 2022 and 2023 due to identified concerns and irregularities at subsidiary Lugano Holding, Inc. The company has been in regular communication with holders of its 5.250% 2029 notes and 5.000% 2032 notes about potential defaults under the indentures. To allow time to complete restatements for 2022–2024 and file Q1 and Q2 2025 reports, CODI entered a Forbearance Agreement on August 29, 2025 with certain supporting holders and the trustee, under which specified defaults will be forborne through the earlier of several defined termination events, including October 24, 2025, unless extended.
Compass Diversified Holdings (CODI) notified the SEC it cannot timely file its Form 10-Q for the quarter ended June 30, 2025. The delay reflects an ongoing Audit Committee investigation related to Lugano Holding, Inc. and the need to restate financial statements for the fiscal years ended Dec 31, 2022, 2023 and 2024, and to complete quarter financials for Mar 31, 2025 and Jun 30, 2025. CODI said it cannot estimate the impact on results and will file the reports as soon as reasonably practicable.
Compass Diversified (CODI) has signed a Second Forbearance Agreement and Third Amendment to its credit facility dated 25 Jul 2025.
- Lenders will refrain from exercising remedies related to accounting-driven Lugano Events of Default until the earliest of: (a) 24 Oct 2025 23:59 ET; or (b) specified additional defaults or covenant breaches.
- During this period CODI can draw up to $60 million in revolving loans (term SOFR + 2.50%, 1-month tenor); an extra $10 million may be approved by majority lenders.
- Company may make dividends or other Restricted Payments if post-payment liquidity is ≥ $10 million.
- Management fees to Compass Group Management LLC capped at $5 million per quarter.
The extension gives CODI time to finish restating 2024 results, investigate Lugano irregularities and negotiate permanent waivers. Management warns there is no assurance on restatement timing or future lender relief; failure could materially harm business, liquidity and NYSE listing status.
Compass Diversified Holdings (NYSE: CODI) announced that financial statements for fiscal years 2022, 2023, and 2024 should no longer be relied upon due to significant accounting irregularities discovered at its subsidiary, Lugano Holding.
Key developments:
- An internal investigation, initiated in April 2025, revealed unrecorded financing arrangements and irregularities in sales, cost of sales, inventory, and accounts receivable at Lugano
- The Audit Committee, working with outside legal counsel, forensic accountants, and Grant Thornton LLP, expects to report one or more material weaknesses in internal control
- Investigation does not currently affect other operating segments of the company
- Company cannot yet estimate the financial impact or timing for completion of investigation and restatements
This material event raises significant concerns about financial reporting reliability and internal controls. The company is working with advisors to complete the investigation and calculate the impact on previously issued financial statements. Trading implications may be significant as investors reassess three years of financial data.
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