SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lowe Adam Joseph
(Last) (First) (Middle)
C/O COMPOSECURE, INC.
309 PIERCE STREET
(Street)
SOMERSET NJ 08873
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CompoSecure, Inc. [ CMPO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Product & Innov. Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/01/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 01/01/2024 F 55,633(1) D $5.4 750,679 D
Class A Common Stock 01/01/2024 F 15,528(2) D $5.4 735,151(3) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Reflects the number of shares withheld in satisfaction of applicable tax withholding obligations in connection with the net settlement of 150,000 restricted stock units ("RSUs") that vested on January 1, 2024. These RSUs were originally granted on March 16, 2022 in the aggregate amount of 600,000 RSUs, for which the remaining 300,000 RSUs (the "2022 Unvested Time-Vesting RSUs") will continue to vest ratably on each of January 1, 2025 and January 1, 2026, respectively, subject to the reporting person's continued service as of the applicable vesting date.
2. Reflects the number of shares withheld in satisfaction of applicable tax withholding obligations in connection with the net settlement of 43,659 restricted stock units ("RSUs") that vested on January 1, 2024. These RSUs were originally granted on March 9, 2023 in the aggregate amount of 130,976 RSUs, for which the remaining 87,317 RSUs (the "2023 Unvested Time-Vesting RSUs") will continue to vest ratably on each of, January 1, 2025 and January 1, 2026, respectively, subject to the reporting person's continued service as of the applicable vesting date.
3. Includes (A) 216,858 shares of Class A Common Stock owned by the reporting person, (B) 300,000 shares of Class A Common Stock underlying the 2022 Unvested Time-Vesting RSUs, (C) 87,317 shares of Class A Common Stock underlying the 2023 Unvested Time-Vesting RSUs, and (D) 130,976 performance-vesting RSUs, which will vest over the applicable performance period based on the achievement of the provided performance targets, as set forth in the governing award agreement, subject to the reporting person's continued service as of the applicable vesting date and that will be settled into Class A Common Stock upon vesting. The RSUs will be settled into Class A Common Stock upon vesting and may be settled net of shares withheld to pay applicable taxes.
/s/ Adam Lowe, by attorney-in-fact Timothy Fitzsimmons 01/03/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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