0000929638-20-000282.txt : 20200214 0000929638-20-000282.hdr.sgml : 20200214 20200214085351 ACCESSION NUMBER: 0000929638-20-000282 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20200214 DATE AS OF CHANGE: 20200214 GROUP MEMBERS: RBC CAPITAL MARKETS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Compass Diversified Holdings CENTRAL INDEX KEY: 0001345126 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD FURNITURE [2510] IRS NUMBER: 576218917 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81833 FILM NUMBER: 20614292 BUSINESS ADDRESS: STREET 1: 301 RIVERSIDE AVENUE CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 203-221-1703 MAIL ADDRESS: STREET 1: 301 RIVERSIDE AVENUE CITY: WESTPORT STATE: CT ZIP: 06880 FORMER COMPANY: FORMER CONFORMED NAME: Compass Diversified Trust DATE OF NAME CHANGE: 20051122 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CITY NATIONAL ROCHDALE, LLC CENTRAL INDEX KEY: 0001009289 IRS NUMBER: 134194048 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 400 PARK AVENUE STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127023554 MAIL ADDRESS: STREET 1: 400 PARK AVENUE STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: ROCHDALE INVESTMENT MANAGEMENT LLC DATE OF NAME CHANGE: 20030204 FORMER COMPANY: FORMER CONFORMED NAME: ROCHDALE INVESTMENT MANAGEMENT INC/NY DATE OF NAME CHANGE: 19990329 SC 13G/A 1 compass13g.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)

Compass Diversified Holdings
(Name of Issuer)
Common Stock
(Title of Class of Securities)
20451Q104
(CUSIP Number)
Donald Delano
City National Rochdale, LLC
400 Park Avenue
New York, NY  10022
212-702-3500
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 31, 2019
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☒  Rule 13d-1(b)
☐  Rule 13d-1(c)
☐  Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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).
 
 

 
         
1.
 
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

City National Rochdale, LLC
 
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ☐
(b)    ☐
 
 
3.
 
SEC USE ONLY
 
 
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
 

         
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
 
5.
 
SOLE VOTING POWER
 
0
 
6.
 
SHARED VOTING POWER
 
3,026,001
 
7.
 
SOLE DISPOSITIVE POWER
 
0
 
8.
 
SHARED DISPOSITIVE POWER
 
3,237,761

         
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,238,520
 
 
10.
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ☐
 
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.41%
 
 
12.
 
TYPE OF REPORTING PERSON (see instructions)

IA
 
 
 
        
 
 

 
         
1.
 
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

RBC Capital Markets, LLC
 
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ☐
(b)    ☐
 
 
3.
 
SEC USE ONLY
 
 
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Minnesota
 
 

         
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
 
5.
 
SOLE VOTING POWER
 
0
 
6.
 
SHARED VOTING POWER
 
3,026,001
 
7.
 
SOLE DISPOSITIVE POWER
 
0
 
8.
 
SHARED DISPOSITIVE POWER
 
3,237,761

         
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,238,520
 
 
10.
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ☐
 
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.41%
 
 
12.
 
TYPE OF REPORTING PERSON (see instructions)

IA
 
 
 
        


Item 1.
 
(a)
Name of Issuer
Compass Diversified Holdings
 
    
 
(b)
Address of Issuer’s Principal Executive Offices
301 Riverside Avenue, 2nd Floor, Westport, CT 06880
 
    
Item 2.
 
(a)
Name of Person Filing

1.   City National Rochdale, LLC
2.   RBC Capital Markets, LLC
 
    
 
(b)
Address of the Principal Office or, if none, residence

1.   400 Park Avenue, New York, NY  10022
2.   200 Vesey Street, New York, NY  10281
 
    
 
(c)
Citizenship

See Item 4 of the cover pages.
 
    
 
(d)
Title of Class of Securities
Common Stock
 
    
 
(e)
CUSIP Number
20451Q104
 
    
Item 3.  If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
 
(a)
☒
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
 
      
 
(b)
☐
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
 
      
 
(c)
☐
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
 
      
 
(d)
☐
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
 
      
 
(e)
☒
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
 
      
 
(f)
☐
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
 
      
 
(g)
☐
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
 
      
 
(h)
☐
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
      
 
(i)
☐
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
 
      
 
(j)
☐
Group, in accordance with §240.13d-1(b)(1)(ii)(J).
 
      
Item 4.  Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
         
 
(a)
 
Amount beneficially owned:  See Item 9 of the cover pages.
 
        
 
(b)
 
Percent of class:  See Item 11 of the cover pages.
 
        
 
(c)
 
Number of shares as to which the person has:  
 
        
 
 
 
(i)
Sole power to vote or to direct the vote:  See Item 5 of the cover pages.
 
        
 
 
 
(ii)
Shared power to vote or to direct the vote:  See Item 6 of the cover pages.
 
        
 
 
 
(iii)
Sole power to dispose or to direct the disposition of:  See Item 7 of the cover pages.
 
        
 
 
 
(iv)
Shared power to dispose or to direct the disposition of:  See Item 8 of the cover pages.
 
        
Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
Item 5.  Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following     ☐.
Instruction. Dissolution of a group requires a response to this item.
Item 6.  Ownership of More than Five Percent on Behalf of Another Person.
 Not applicabale
Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
 Not applicabale
Item 8.  Identification and Classification of Members of the Group.
 Not applicabale
Item 9.  Notice of Dissolution of Group.
 Not applicabale
Item 10.  Certification.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


Exhibits

99.1           Joint Filing Agreement, executed by the Reporting Persons.


 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
   
 
 
 
___February 14, 2020
 
   Date
 
 
 
 
CITY NATIONAL ROCHDALE, LLC
   
 
 
 
By: /s/ Donald Delano                            
Donald Delano
 
 
Chief Compliance Officer
 
 
 
RBC CAPITAL MARKETS, LLC

By: /s/ Matthew Abrusci                            
Matthew Abrusci
Head of U.S. Capital Markets Law Group

EX-99.1 2 exhibit99-1.htm

Exhibit 99.1
JOINT FILING AGREEMENT
This Joint Filing Agreement, dated as of February 14, 2020, is by and among City National Rochdal, LLC and RBC Capital Markets, LLC (collectively, the “Filers”).
Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13D and/or 13G with respect to Common Stock of Compass Diversified Holdings beneficially owned by them from time to time.

Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a single statement on Schedule 13D and/or 13G (and any amendments thereto) on behalf of each of the Filers, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule.

This Joint Filing Agreement may be terminated by any of the Filers upon written notice or such lesser period of notice as the Filers may mutually agree.

Executed and delivered as of the date first above written.


 
CITY NATIONAL ROCHDALE, LLC
   
 
 
 
By: /s/ Donald Delano                            
Donald Delano
 
 
Chief Compliance Officer
 
 
 
RBC CAPITAL MARKETS, LLC

By: /s/ Matthew Abrusci                            
Matthew Abrusci
Head of U.S. Capital Markets Law Group