CompoSecure (CMPO) Form 3 CompoSecure / Gregoire Maes ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Maes Gregoire

(Last) (First) (Middle)

C/O COMPOSECURE, INC.

309 PIERCE STREET

(Street)

SOMERSET NJ 08873

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/27/2021

3. Issuer Name and Ticker or Trading Symbol
CompoSecure, Inc. [ CMPO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Operating Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	(1)	06/14/2030	Class A Common Stock, par value $0.0001	280,139	6.36(2)	D

Explanation of Responses:

1. The stock option vested 25% on January 6, 2021, the first anniversary of January 6, 2020, the vesting start date, and the remainder vests 2.08% on each one month anniversary thereafter, through the third anniversary of January 6, 2021.

2. The exercise price of the stock option shall be equal to the quotient of (a) the exercise price per Class C Unit of each such stock option immediately prior to the Merger divided by (b) the Equity Award Exchange Ratio, rounding the resulting exercise price up to the nearest whole cent, all as set forth and defined in that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 19, 2021, by and among Roman DBDR Tech Acquisition Corp., a Delaware corporation ("Roman DBDR"), CompoSecure Holdings, L.L.C., a Delaware limited liability company, Roman Parent Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of Roman DBDR and LLR Equity Partners IV, L.P., a Delaware limited partnership, as subsequently amended by that certain First Amendment to the Merger Agreement, dated as of May 25, 2021

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Gregoire Maes, by attorney-in-fact Steven J. Feder	12/29/2021
	** 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 5 (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).
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