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FiscalNote (NYSE: NOTE) appoints Key Compton CEO as Resnik and Aman exit

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

FiscalNote Holdings announced a leadership transition, with the Board and President & Chief Executive Officer Josh Resnik mutually agreeing to his departure effective June 26, 2026. Director Key Compton was appointed President & Chief Executive Officer effective June 22, 2026 and stepped down from the Audit Committee.

Subject to signing a customary release, Mr. Resnik will receive severance under his Employment Agreement, including a lump-sum payment equal to two times his annual base salary plus his 2026 target bonus, accelerated vesting of service-based equity, and a full COBRA premium subsidy for 18 months. He will remain a consultant through July 31, 2026 to assist with the transition. The Chief Legal and Administrative Officer, Todd Aman, also informed the Company he will resign effective July 2, 2026 to pursue another opportunity.

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Insights

FiscalNote reports a CEO change and legal chief resignation, signaling notable leadership turnover.

FiscalNote Holdings is undertaking a significant leadership shift, with long-time executive Josh Resnik exiting the CEO role and Board member Key Compton stepping in immediately. The concurrent resignation of Chief Legal and Administrative Officer Todd Aman increases the scale of near-term management change.

Resnik’s severance mirrors a standard senior-executive package, combining a cash multiple, equity vesting for service-based awards, and 18 months of COBRA subsidy, which may create short-term cash obligations. Compton’s compensation terms are still being finalized, so the full cost structure for the new leadership team is not yet detailed.

Investors may focus on how Compton’s background in founding and scaling technology and data businesses, along with his prior role on the Audit Committee, translates into strategic and operational priorities following these transitions. Subsequent filings with updated compensation information will further clarify long-term governance and incentive alignment.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Resnik departure date June 26, 2026 Effective date of Josh Resnik’s departure as President & CEO
Compton CEO start date June 22, 2026 Effective date of Key Compton’s appointment as President & CEO
Consulting period end July 31, 2026 End of Josh Resnik’s consulting role with FiscalNote
COBRA subsidy duration 18 months Duration of full COBRA premium subsidy for Josh Resnik
Chief Legal resignation date July 2, 2026 Effective date of Chief Legal & Administrative Officer Todd Aman’s resignation
Severance multiple 2 times base salary Cash severance multiple of annual base salary for Josh Resnik
COBRA financial
"and (iii) a full COBRA premium subsidy for 18 months."
COBRA is a U.S. federal law that lets employees and their dependents temporarily keep employer-sponsored health insurance after job loss, reduction in hours, or other qualifying events by paying the premiums themselves. Investors should care because offering COBRA can affect a company’s cash flow, administrative costs and legal disclosures when workforce changes occur—similar to a former club member paying to keep their membership active after leaving the club.
Audit Committee financial
"and also served as the Chair of the Audit Committee of the Board"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Definitive Proxy Statement regulatory
"can be found in the Company’s Definitive Proxy Statement on Schedule 14A"
A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.
Inline XBRL technical
"Cover Page Interactive Data File (formatted as Inline XBRL)."
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
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Understanding 8-K Material Events →
DC false 0001823466 0001823466 2026-06-22 2026-06-22
 
 

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): June 22, 2026

 

 

FISCALNOTE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-39672   88-3772307
(State or other jurisdiction
of incorporation)		   (Commission
File Number)		   (IRS Employer
Identification No.)

 

1201 Pennsylvania Avenue NW, 6th Floor,
Washington, D.C. 20004
(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (202)793-5300

(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

N/A   N/A   N/A

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). ☐

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. ☐

 

 
 

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Chief Executive Officer

On June 22, 2026, the Board of Directors (the “Board”) of FiscalNote Holdings, Inc. (the “Company”) and the President & Chief Executive Officer of the Company, Josh Resnik, mutually agreed on Mr. Resnik’s departure from the Company effective June 26, 2026. The Board appointed Key Compton as the President & Chief Executive Officer of the Company effective June 22, 2026. Subject to his execution of a customary release in favor of the Company, Josh Resnik will receive severance in accordance with his Employment Agreement including (i) a lump sum payment equal to two times his annual base salary plus the target bonus for fiscal year 2026, (ii) accelerated vesting of all outstanding service-based components of equity awards, provided that performance-based conditions will only vest if and to the extent such performance vesting requirements are met; and (iii) a full COBRA premium subsidy for 18 months. Mr. Resnik will remain in a consulting role with the Company until July 31, 2026, collaborating with Mr. Compton on transition matters. The Company is grateful for Mr. Resnik’s eight years of service in senior leadership, during which, among other matters, the Company went public, launched its flagship PolicyNote platform, and commenced other key initiatives such as the expansion of its API ecosystem.

Mr. Compton, age 56, has served as a Board member since February 2021 and also served as the Chair of the Audit Committee of the Board (the “Audit Committee”). In connection with his appointment as Chief Executive Officer, Mr. Compton has ceased to serve as a member of the Audit Committee. Mr. Compton brings three decades of experience founding, scaling, and investing in technology companies. As Co-Founder and Managing Director of GPO Fund, he has led growth-stage investments in enterprise software and data businesses, including its investment in the Company in 2020. Additional biographical information concerning Mr. Compton can be found in the Company’s Definitive Proxy Statement on Schedule 14A, filed with the U.S. Securities and Exchange Commission on April 15, 2026 under the section titled “Directors,” and such information is incorporated herein by reference.

Compensation arrangements in connection with Mr. Compton’s appointment as the Chief Executive Officer are being finalized and will be reported in an amendment to this Current Report on Form 8-K.

Chief Legal and Administrative Officer

In addition, on June 22, 2026, Todd Aman, the Company’s Chief Legal and Administrative Officer, who has served at the Company for the past five years, notified the Company of his decision to resign his positions with the Company, effective on July 2, 2026, to pursue another professional opportunity. The Company thanks Mr. Aman for his service and wishes him the best in his future endeavors.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

    Description
104    Cover Page Interactive Data File (formatted as Inline XBRL).

 

SIGNATURES

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.

 

FISCALNOTE HOLDINGS, INC.
By:  

/s/ Todd Aman

Name:   Todd Aman
Title:   Chief Legal & Administrative Officer
Date: June 26, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What leadership changes did FiscalNote (NOTE) announce on June 22, 2026?

FiscalNote announced that President and CEO Josh Resnik will depart effective June 26, 2026, and Board member Key Compton became President and CEO effective June 22, 2026. The filing also notes Compton stepped down from the Audit Committee upon his appointment as Chief Executive Officer.

What severance will outgoing CEO Josh Resnik receive from FiscalNote (NOTE)?

Subject to signing a customary release, Josh Resnik will receive a lump-sum payment equal to two times his annual base salary plus his 2026 target bonus, accelerated vesting of service-based equity awards, and a full COBRA premium subsidy for 18 months, consistent with his Employment Agreement terms.

Will former CEO Josh Resnik continue working with FiscalNote (NOTE) after stepping down?

Yes. Josh Resnik will stay on in a consulting role until July 31, 2026, collaborating with new CEO Key Compton on transition matters. This arrangement is intended to support continuity as leadership responsibilities are transferred and the organization adjusts to the new structure.

Who is the new CEO of FiscalNote (NOTE) and what is his background?

Key Compton is the new President and CEO, effective June 22, 2026. He has served on the Board since February 2021, chaired the Audit Committee, and brings three decades of experience founding, scaling, and investing in technology companies, including leadership at GPO Fund and involvement in FiscalNote’s 2020 investment.

Are FiscalNote (NOTE) CEO compensation details disclosed for Key Compton?

The filing states that compensation arrangements for Key Compton in his new role as Chief Executive Officer are being finalized. The company plans to report these details in an amendment, which will provide more clarity on his pay structure and incentive alignment once completed.

Filing Exhibits & Attachments

3 documents

Other Documents