{"schema_version":"secwatch.filing_event.v1","accession":"0000950142-25-000558","form_type":"8-K","ticker":"RHLD","cik":"0002039497","company_name":"Resolute Holdings Management, Inc.","filed_at":"2025-02-28T23:59:59+00:00","discovered_at":"2026-05-14T18:03:05.851583+00:00","generated_at":"2026-05-26T00:27:56.090056+00:00","sec_items":["1.01","5.01","5.02","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Resolute Holdings completes spin-off from CompoSecure; management fee set at 2.5% of Adj. EBITDA","bullets":["Spin-off completed Feb 28, 2025; CompoSecure distributed 1 share of RHLD for every 12 shares of CMPO common stock held.","RHLD manages CompoSecure day-to-day under a 10-year Management Agreement; quarterly fee = 2.5% of CompoSecure Holdings' trailing 12-month Adjusted EBITDA.","Management Agreement has 10-year initial term (auto-renew) and termination fee: greatest of perpetuity FMV, NPV of perpetuity, or 4x trailing 24-month fee.","Board of 10 directors appointed with classified terms (Class I, II, III); committee chairs include DeAngelo (Audit), Fradin (Compensation), James (Nominating).","Registration Rights Agreement grants Resolute Compo Holdings demand and piggyback registration rights for RHLD shares."],"urls":{"canonical":"https://secwatch.observer/filing/0000950142-25-000558","json":"https://secwatch.observer/filing/0000950142-25-000558.json","markdown":"https://secwatch.observer/filing/0000950142-25-000558.md","text":"https://secwatch.observer/filing/0000950142-25-000558.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/0000950142-25-000558-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/eh250596666_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-26T00:27:56.090056+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"002171e8f8","claim":"Mark James was appointed as Director at Resolute Holdings Management, Inc..","evidence_excerpt":"on or prior to February 28, 2025, the persons set forth in the table below assumed their positions as directors on our board of directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/0000950142-25-000558-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"3bdd069691","claim":"Paul Galant was appointed as Director at Resolute Holdings Management, Inc..","evidence_excerpt":"on or prior to February 28, 2025, the persons set forth in the table below assumed their positions as directors on our board of directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/0000950142-25-000558-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"82a6165e2e","claim":"Dr. Krishna Mikkilineni was appointed as Director at Resolute Holdings Management, Inc..","evidence_excerpt":"on or prior to February 28, 2025, the persons set forth in the table below assumed their positions as directors on our board of directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/0000950142-25-000558-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"971c02746b","claim":"Joseph J. 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Hughes was appointed as Director at Resolute Holdings Management, Inc..","evidence_excerpt":"on or prior to February 28, 2025, the persons set forth in the table below assumed their positions as directors on our board of directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/0000950142-25-000558-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"d7e33b09cb","claim":"David M. 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Thompson was appointed as Director at Resolute Holdings Management, Inc..","evidence_excerpt":"on or prior to February 28, 2025, the persons set forth in the table below assumed their positions as directors on our board of directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/0000950142-25-000558-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"feb9f1a0c2","claim":"John Cote was appointed as Director at Resolute Holdings Management, Inc..","evidence_excerpt":"on or prior to February 28, 2025, the persons set forth in the table below assumed their positions as directors on our board of directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/0000950142-25-000558-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"db86659b534724811bafbb5a0b08a57972e23a7e","claim":"Resolute Holdings Management, Inc. completed a disposition involving CompoSecure, Inc. (closed 2025-02-28).","evidence_excerpt":"On February 28, 2025 (the \"Distribution Date\"), at 12:01 a.m. New York City time, CompoSecure, Inc. (\"CompoSecure\") completed the previously announced distribution of all shares of the common stock of Resolute Holdings Management, Inc.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/2039497/000095014225000558/0000950142-25-000558-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"disposition"},{"label":"Counterparty","value":"CompoSecure, Inc."},{"label":"Closing","value":"2025-02-28"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}