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Compass Diversified (CODI) holder ADW Capital reports 17.9% stake via options

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

ADW Capital and related reporting persons filed an amended Schedule 13D showing a sizeable position in Compass Diversified Holdings. They report beneficial ownership of 13,500,000 shares, equal to 17.9% of the outstanding class, based on 75,235,966 shares outstanding as of May 1, 2026.

The stake includes 9,750,000 shares that can be acquired within 60 days through call options. On May 7, 2026, ADW Capital Partners, L.P. spent about $15,900,000 to buy call options referencing 3,000,000 shares at a $10.00 exercise price, expiring January 15, 2027, and sold call options on 3,000,000 shares with a $20.00 exercise price, also expiring January 15, 2027, for approximately $7,356,648.

Positive

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Insights

ADW Capital discloses a 17.9% economic stake using call options.

The filing shows ADW Capital and affiliates beneficially owning 13.5 million Compass Diversified shares, or 17.9% of the class, including 9.75 million obtainable via call options exercisable within 60 days. This indicates a large, economically significant position.

On May 7, 2026, ADW bought call options on 3 million shares at a $10.00 strike and simultaneously sold calls on 3 million shares at $20.00. Both series expire on January 15, 2027. This creates a defined-upside options structure tied to the stock’s price range between $10 and $20.

The amendment mainly updates position size and derivatives. It does not, by itself, specify strategic intentions or timing for any future actions. Subsequent company communications or additional filings would be needed to clarify ADW’s objectives or any engagement with Compass Diversified’s board.

Beneficial ownership 13,500,000 shares Reported by each ADW reporting person in Items 11 and 13
Ownership percentage 17.9% Percent of Compass Diversified class represented by 13,500,000 shares
Shares outstanding baseline 75,235,966 shares Compass Diversified shares outstanding as of May 1, 2026 from Form 10-Q
Options-acquirable shares 9,750,000 shares Shares obtainable within 60 days via call options included in beneficial ownership
Call options purchased 3,000,000 shares; $15,900,000 Options bought May 7, 2026 referencing 3,000,000 shares in open market
Call options sold 3,000,000 shares; $7,356,648 Options sold May 7, 2026 referencing 3,000,000 shares
Lower strike price $10.00 per share Exercise price of purchased call options expiring January 15, 2027
Upper strike price $20.00 per share Exercise price of sold call options expiring January 15, 2027
beneficially owned financial
"The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by each Reporting Person is stated in Items 11 and 13"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
call options financial
"On May 7, 2026, ADW Capital Partners, L.P. purchased call options referencing an aggregate of 3,000,000 Shares."
A call option is a contract that gives its buyer the right, but not the obligation, to buy a specific number of shares at a predetermined price within a set time. Think of it like a refundable reservation to purchase a stock later at today’s agreed price: investors use calls to profit from expected price rises with smaller upfront cost than buying the stock outright, or to hedge and manage exposure, while the most they can lose is the amount paid for the contract.
shared Voting Power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power 0.00 8 | Shared Voting Power 13,500,000.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared Dispositive Power financial
"9 | Sole Dispositive Power 0.00 10 | Shared Dispositive Power 13,500,000.00"
Schedule 13D regulatory
"If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this , and is filing this schedule because of §§ 240.13d-1(e)"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.





20451Q104

(CUSIP Number)
C. Robert Bruner
2801 N. Harwood Street, Suite 2300
Dallas, TX, 75201
(214) 651-5231

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
05/07/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
The figures in Items 8, 10 and 11 include 9,750,000 Shares representing beneficial interests in Compass Diversified Holdings ("Shares") that may be acquired by the Reporting Persons within 60 days upon the exercise of call options to purchase Shares. The percentage in Item 13 is based upon 75,235,966 Shares outstanding as of May 1, 2026, according to the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed by Compass Diversified Holdings (the "Issuer") with the U.S. Securities and Exchange Commission (the "SEC") on May 6, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
The figures in Items 8, 10 and 11 include 9,750,000 Shares that may be acquired by the Reporting Persons within 60 days upon the exercise of call options to purchase Shares. The percentage in Item 13 is based upon 75,235,966 Shares outstanding as of May 1, 2026, according to the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed by the Issuer with the SEC on May 6, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
The figures in Items 8, 10 and 11 include 9,750,000 Shares that may be acquired by the Reporting Persons within 60 days upon the exercise of call options to purchase Shares. The percentage in Item 13 is based upon 75,235,966 Shares outstanding as of May 1, 2026, according to the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed by the Issuer with the SEC on May 6, 2026.


SCHEDULE 13D


ADW Capital Partners, L.P.
Signature:/s/ Adam D. Wyden
Name/Title:Sole Manager of ADW Capital Management, LLC, its general partner
Date:05/11/2026
ADW Capital Management, LLC
Signature:/s/ Adam D. Wyden
Name/Title:Sole Manager
Date:05/11/2026
Adam D. Wyden
Signature:/s/ Adam D. Wyden
Name/Title:Adam D. Wyden
Date:05/11/2026

FAQ

What stake in Compass Diversified Holdings (CODI) does ADW Capital report?

ADW Capital and related reporting persons report beneficial ownership of 13,500,000 shares of Compass Diversified Holdings. This represents 17.9% of the outstanding shares, based on 75,235,966 shares outstanding as of May 1, 2026, cited from the company’s Form 10-Q.

How did ADW Capital structure its Compass Diversified (CODI) exposure in this filing?

ADW Capital’s exposure combines existing holdings and options. The 13,500,000 shares include 9,750,000 shares obtainable via call options exercisable within 60 days. This use of derivatives increases economic exposure without requiring full upfront share purchases.

What recent option transactions involving CODI did ADW Capital execute?

On May 7, 2026, ADW Capital Partners, L.P. spent approximately $15,900,000 to buy call options on 3,000,000 shares at a $10.00 strike. The firm also sold call options on 3,000,000 shares at a $20.00 strike for about $7,356,648.

What are the key terms of ADW Capital’s Compass Diversified call options?

The call options purchased reference 3,000,000 shares with a $10.00 per share exercise price and expire on January 15, 2027. The sold call options also reference 3,000,000 shares, have a $20.00 exercise price, and share the same expiration date.

How is the 17.9% ownership percentage in CODI calculated for ADW Capital?

The 17.9% ownership figure is based on an outstanding share count of 75,235,966 shares of Compass Diversified Holdings. This share count comes from the company’s Form 10-Q for the quarter ended March 31, 2026, filed on May 6, 2026.

Who are the reporting persons in this Compass Diversified (CODI) Schedule 13D/A?

The reporting persons are ADW Capital Partners, L.P., ADW Capital Management, LLC, and Adam D. Wyden. Each reports the same aggregate beneficial ownership of 13,500,000 shares, with shared voting and shared dispositive power over those Compass Diversified interests.