Item 5.07 Submission of Matters to a Vote of Security Holders

CompoSecure, Inc. (the "Company") held its 2023 Annual Meeting of Stockholders (the "Annual Meeting") on May 18, 2023. At the Annual Meeting, the following matters were submitted to a vote of stockholders:





   1. The election of two (2) Class II directors to serve until the Company's 2026
      Annual Meeting of Stockholders and until their successors are duly elected
      and qualified, or until their successors shall have been duly elected and
      qualified; and




   2. The ratification of the appointment of Grant Thornton LLP as the Company's
      independent registered public accounting firm for the fiscal year ending
      December 31, 2023.



At the close of business on March 24, 2023, the record date for the determination of stockholders entitled to vote at the Annual Meeting, there were 18,367,859 shares of the Company's Class A Common Stock outstanding and entitled to vote at the Annual Meeting, and there were 59,958,422 shares of the Company's Class B Common Stock outstanding and entitled to vote at the Annual Meeting. Under the Company's Second Amended and Restated Certificate of Incorporation, the holders of the Company's Class A Common Stock and Class B Common Stock (collectively, "Common Stock") at all times vote together as one class on all matters submitted to a vote of the stockholders. The holders of 72,836,464 shares of Common Stock were represented virtually or by proxy at the Annual Meeting, constituting a quorum.

At the Annual Meeting, (i) the two Class II directors were elected and (ii) the appointment of the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 was ratified.

Proposal No. 1 - Election of the Class II Directors

The vote with respect to the election of each of the directors was as follows:





Nominees              For        Withheld    Broker Non-Votes
Michele Logan      68,995,883    1,675,080       2,165,501
Brian F. Hughes    67,478,945    3,192,018       2,165,501



Proposal No. 2 - Ratification of the Appointment of Independent Registered Public Accounting Firm

The vote with respect to the ratification of the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 was as follows:





   For       Against   Abstain
72,822,451   13,767      246

© Edgar Online, source Glimpses