GPGI, Inc. - 28 Feb 2025 Form 4 Insider Report for Resolute Holdings Management, Inc. (RHLD)

Role: 10%+ Owner
Signature: /s/ Steven Feder, General Counsel and Corporate Secretary of CompoSecure, Inc. for itself and in its capacity as Managing Member of CompoSecure Holdings, L.L.C.
Issuer symbol: RHLD
Transactions as of: 28 Feb 2025
Net transactions value: $0
Form type: 4
Filing time: 28 Feb 2025, 19:00:14 UTC
Previous filing: 13 Feb 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RHLD	Common Stock, par value $0.0001 per share	Other	$0	-8,525,994	-100%	$0.000000	0	28 Feb 2025	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

GPGI, Inc. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On February 28, 2025, CompoSecure, Inc. ("CompoSecure") disposed of all 8,525,994 issued and outstanding shares of common stock, par value $0.0001 per share (the "Resolute Holdings Common Stock") of Resolute Holdings Management, Inc., a Delaware corporation ("Resolute Holdings") by distributing a pro rata dividend to holders of CompoSecure's Class A common stock, par value $0.0001 per share (the "CompoSecure common stock") of one share of Resolute Holdings Common Stock for every twelve shares of CompoSecure common stock, held by each holder of record as of the close of business on February 20, 2025, to effect the legal and structural separation of Resolute Holdings from CompoSecure.
F2	In order to effect the Spin-Off, immediately prior to the completion thereof, Resolute Holdings declared a dividend of 8,524,994 shares of Resolute Holdings Common Stock to its sole stockholder and a direct, wholly owned subsidiary of CompoSecure, CompoSecure Holdings, L.L.C., The shares were acquired by CompoSecure in transactions exempt pursuant to Rule 16a-9 and 16a-13.

Content

On February 28, 2025, CompoSecure, Inc. ("CompoSecure") disposed of all 8,525,994 issued and outstanding shares of common stock, par value $0.0001 per share (the "Resolute Holdings Common Stock") of Resolute Holdings Management, Inc., a Delaware corporation ("Resolute Holdings") by distributing a pro rata dividend to holders of CompoSecure's Class A common stock, par value $0.0001 per share (the "CompoSecure common stock") of one share of Resolute Holdings Common Stock for every twelve shares of CompoSecure common stock, held by each holder of record as of the close of business on February 20, 2025, to effect the legal and structural separation of Resolute Holdings from CompoSecure.

In order to effect the Spin-Off, immediately prior to the completion thereof, Resolute Holdings declared a dividend of 8,524,994 shares of Resolute Holdings Common Stock to its sole stockholder and a direct, wholly owned subsidiary of CompoSecure, CompoSecure Holdings, L.L.C., The shares were acquired by CompoSecure in transactions exempt pursuant to Rule 16a-9 and 16a-13.