secwatch / observer

Compass Digital Acquisition Corp. — fact timeline

Source-grounded facts extracted from Compass Digital Acquisition Corp.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

CDAQF Compass Digital Acquisition Corp. JSON
Governance Changes

Compass Digital Acquisition Corp.: Amendment to extend the date by which the company must consummate a business combination on a monthly basis, up to three times, from April 20, 2026 through July 20, 2026 (effective 2026-04-14).

“the Extension Amendment to extend the date by which the Company must consummate a Business Combination on a monthly basis, up to three (3) times, from April 20, 2026 through July 20, 2026”
Material Agreements

Compass Digital Acquisition Corp. amended Amendment No. 1 to the Merger Agreement with Titan Holdings Corp., Titan SPAC Merger Sub Corp., Titan Merger Sub Inc., Key Mining Corp. valued at aggregate Merger Consideration equal to $230 million (effective 2026-02-05).

“On February 5, 2026, the parties to the Merger Agreement entered into Amendment No. 1 to the Merger Agreement (the “ Amendment ”), which corrects a scrivener’s error in the Merger Agreement to clarify that the aggregate Merger Consideration (as defined in the Merger Agreement) to be paid to holders of all of KMC’s securities (including holders of in-the-money options and warrants) will be equal to $230 million.”
Material Agreements

Compass Digital Acquisition Corp. entered into Merger Agreement with Key Mining Corp. valued at $230.0 million (effective 2026-01-06).

“On January 6, 2026, Compass Digital Acquisition Corp., a Cayman Islands exempted company (" CDAQ "), entered into an agreement and plan of merger (the " Merger Agreement ") with Titan Holdings Corp., a newly formed Delaware corporation and a direct wholly-owned subsidiary of CDAQ (" Pubco "), Titan SPAC Merger Sub Corp., a newly formed Cayman Islands exempted company and a direct wholly-owned subsidiary of Pubco (" Purchaser Merger Sub "), Titan Merger Sub Inc., a newly formed Delaware corporation and a direct wholly-owned subsidiary of Pubco (" Company Merger Sub " and, together with the Purchaser Merger Sub, the " Merger Subs "), and Key Mining Corp., a Delaware corporation (" KMC ")”
Governance Changes

Compass Digital Acquisition Corp.: Extended deadline to consummate a business combination from April 19, 2025 to April 19, 2026 (effective 2025-04-22).

“The Company filed the Extension Amendment with the Cayman Islands Registrar of Companies on April 22, 2025.”
Auditor Changes

Compass Digital Acquisition Corp. engaged Withum Smith-Brown, PC. as its auditor.

“the Company engaged Withum as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023”
Auditor Changes

Compass Digital Acquisition Corp. dismissed Marcum LLP as its auditor.

“authorized dismissal of Marcum LLP (“Marcum”) and engagement of Withum Smith-Brown, PC. (“Withum”) as the new independent registered public accounting firm”
Governance Changes

Compass Digital Acquisition Corp.: Approved Founder Share Amendment to permit conversion of Class B ordinary shares to Class A ordinary shares on a one-for-one basis before business combination closing (effective 2023-10-19).

“Effective upon the approval of the Article Amendment Proposals, on October 11, 2023, the amended and restated articles of association of the Company were amended pursuant to the resolutions set forth as Annex A and Annex B to the definitive proxy statement relating to the Shareholder Meeting filed by the Company with the Securities and Exchange Commission on September 29, 2023.”
Governance Changes

Compass Digital Acquisition Corp.: Approved Extension Amendment to extend business combination deadline from October 19, 2023 to July 19, 2024 (effective 2023-10-19).

“Effective upon the approval of the Article Amendment Proposals, on October 11, 2023, the amended and restated articles of association of the Company were amended pursuant to the resolutions set forth as Annex A and Annex B to the definitive proxy statement relating to the Shareholder Meeting filed by the Company with the Securities and Exchange Commission on September 29, 2023.”
Shareholder Votes

Compass Digital Acquisition Corp. shareholders approved Founder Share Amendment Proposal at the 2023-10-19 meeting.

“Founder Share Amendment Proposal For Against Abstain 20,470,510 830,275 22”
Shareholder Votes

Compass Digital Acquisition Corp. shareholders approved Extension Amendment Proposal at the 2023-10-19 meeting.

“Extension Amendment Proposal For Against Abstain 20,470,532 830,275 0”
Material Agreements

Compass Digital Acquisition Corp. entered into Non-Redemption Agreement with an unaffiliated third party investor (effective 2023-10-10).

“On October 10, 2023, HCG Opportunity, LLC (the “Sponsor”) and Compass Digital Acquisition Corp. (the “Company”) entered into an agreement (“Non-Redemption Agreement”) with an unaffiliated third party investor in exchange for such investor agreeing not to redeem an aggregate of 140,000 Class A ordinary shares (“Non-Redeemed Shares”) at the extraordinary general meeting called by the Company (the “Meeting”) to approve a proposal to amend the Company’s amended and restated articles of association (the “Charter”) to extend the date by which the Company must consummate an initial business combination (the “Extension Amendment Proposal”) from October 19, 2023 to July 19, 2024 (the “Extension”) and to approve a proposal to amend the Charter to permit the issuance of Class A ordinary shares to holders of the Class B ordinary shares, upon the exercise of the right of a holder of the Class B ordinary shares to convert such Class B ordinary shares into Class A ordinary shares on a one-for-one bas”

Matt Schindel was appointed as Independent Director at Compass Digital Acquisition Corp..

“Joseph Beck, Anna Brunelle, Kirk Hovde and Matt Schindel were each appointed as independent directors of the Company”

Kirk Hovde was appointed as Independent Director at Compass Digital Acquisition Corp..

“Joseph Beck, Anna Brunelle, Kirk Hovde and Matt Schindel were each appointed as independent directors of the Company”

Anna Brunelle was appointed as Independent Director at Compass Digital Acquisition Corp..

“Joseph Beck, Anna Brunelle, Kirk Hovde and Matt Schindel were each appointed as independent directors of the Company”

Joseph Beck was appointed as Independent Director at Compass Digital Acquisition Corp..

“Joseph Beck, Anna Brunelle, Kirk Hovde and Matt Schindel were each appointed as independent directors of the Company”

Nick Geeza was appointed as Chief Financial Officer at Compass Digital Acquisition Corp..

“(iii) Nick Geeza - Chief Financial Officer”

Thomas Hennessy was appointed as Chief Executive Officer at Compass Digital Acquisition Corp..

“(ii) Thomas Hennessy - Chief Executive Officer and Director”

Daniel Hennessy was appointed as Chairman of the Board at Compass Digital Acquisition Corp..

“(i) Daniel Hennessy - Chairman of the Board”

John Roberts was appointed as Chief Financial Officer at Compass Digital Acquisition Corp..

“On April 28, 2023, the Board appointed John Roberts, age 31, as the interim Chief Financial Officer of the Company, effective May 1, 2023.”

Burhan Jaffer resigned as Chief Financial Officer at Compass Digital Acquisition Corp..

“On April 24, 2023, Burhan Jaffer announced his intention to resign as Chief Financial Officer of Compass Digital Acquisition Corporation (the “Company”), effective April 30, 2023.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.