UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On September 21, 2022, Dr. Donald Basile notified the Board of Directors (the “Board”) of CompoSecure, Inc. (the “Company”) that he had resigned from the Board, effective as of 8:59 A.M. ET on September 21, 2022. Dr. Basile’s notice stated that his decision to resign was not due to any disagreements with the Company on any matter relating to the Company’s operations, policies, or practices.
Dr. Basile served on the Board pursuant to designation rights provided to Roman DBDR Tech Sponsor LLC (“Roman”) under that certain Stockholders Agreement, dated as of December 27, 2021, by and among the Company, Roman and the other individuals and entities party thereto (the “Stockholders Agreement”). In accordance with the terms of the Stockholders Agreement, Roman is entitled to designate another designee to fill the vacancy created by Dr. Basile’s resignation.
Accordingly, on September 21, 2022, Roman designated Paul S. Galant to serve as a director on the Board and on September 21, 2022, the Board elected Mr. Galant to serve on the Board, effective immediately and for a term expiring at the Company’s 2024 annual meeting of stockholders. Mr. Galant currently serves as an Operating Partner of Churchill Capital, and has served as a member of Vivint’s board of directors since October 2015. Prior to that, Mr. Galant served as Chief Executive Officer of Brightstar Corp., a leading mobile services company for managing devices and accessories and subsidiary of SoftBank Group Corp., and he has served as an Operating Partner of SoftBank. Prior to joining Brightstar, Mr. Galant was the Chief Executive Officer of VeriFone Systems, Inc., and was a member of VeriFone’s board of directors, since October 2013. Prior to joining VeriFone, Mr. Galant served as the CEO of Citigroup Inc.’s Enterprise Payments business since 2010. In this role, Mr. Galant oversaw the design, marketing and implementation of global B2C and C2B digital payments solutions. From 2009 to 2010, Mr. Galant served as CEO of Citi Cards, heading Citigroup’s North American and International Credit Card and Merchant Acquiring businesses. From 2007 to 2009, Mr. Galant served as CEO of Citi Transaction Services, a division of Citi’s Institutional Clients Group. From 2002 to 2007, Mr. Galant was the Global Head of the Cash Management business, one of the largest processors of payments globally. Mr. Galant joined Citigroup, a multinational financial services corporation, in 2000. Prior to joining Citigroup, Mr. Galant held positions at Donaldson, Lufkin & Jenrette, Smith Barney, and Credit Suisse. Mr. Galant holds a B.S. in Economics from Cornell University where he graduated a Phillip Merrill Scholar. In connection with his appointment to the Board, the Company and Mr. Galant entered into a customary indemnification agreement in the same form provided to other directors of the Company. Mr. Galant is not currently serving on any committees of the Board but may be appointed to committees in the future.
On September 21, 2022, the Company issued a press release announcing the appointment of Mr. Galant to the Board, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein.
| Item 9.01 | Exhibits |
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | Press Release of the Company, dated September 21, 2022 |
| 104 |
Cover Page Interactive Data File (embedded with the Inline XBRL document) |
SIGNATURE
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.
| COMPOSECURE, INC. | ||
| Date: September 21, 2022 | By: | /s/Timothy Fitzsimmons |
| Timothy Fitzsimmons | ||
| Chief Financial Officer | ||