SEC Comment Letter 0000000000-24-010608 to Compass, Inc. (COMP) (CIK 0001563190) (COMP)
Compass, Inc. (COMP) (CIK 0001563190)
Date: Sept. 19, 2024 · CIK: 0001563190 · Accession: 0000000000-24-010608
AI Filing Summary & Sentiment
File numbers found in text: 001-40291
Letter
September 19, 2024 Robert Reffkin Chairman of the Board of Directors and Chief Executive Officer Compass, Inc. 110 Fifth Avenue, 4th Floor New York, NY 10011 Re:Compass, Inc. Definitive Proxy Statement on Schedule 14A File No. 001-40291 Filed April 18, 2024 Dear Robert Reffkin: We have limited our review of your most recent definitive proxy statement to those issues we have addressed in our comment(s). Please respond to this letter by providing the requested information and/or confirming that you will revise your future proxy disclosures in accordance with the topics discussed below. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Definitive Proxy Statement on Schedule 14A Pay Versus Performance, page 50 1.It appears that you have included the net income (loss) attributable to Compass, Inc. in column (h) of your pay versus performance table in lieu of net income (loss) as required by Item 402(v)(2)(v) of Regulation S-K. Please include net income (loss), as reported in your audited GAAP financial statements, in column (h) for all years covered by the table and revise your remaining Item 402(v) of Regulation S-K disclosure accordingly. Refer to Regulation S-K Compliance and Disclosure Interpretation 128D.08. Please note that you may voluntarily provide supplemental measures of net income or financial performance, so long as any additional disclosure is “clearly identified as supplemental, not misleading, and not presented with greater prominence than the required disclosure.” See Pay Versus Performance, Release No. 34-95607 (August 25, 2022) [87 FR 55134 (September 8, 2022)] at Section II.F.3.
September 19, 2024 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Charlotte Young at 202-551-3280 or Amanda Ravitz at 202-551-3412 with any questions. Sincerely, Division of Corporation Finance Disclosure Review Program
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September 19, 2024
Robert Reffkin
Chairman of the Board of Directors and Chief Executive Officer
Compass, Inc.
110 Fifth Avenue, 4th Floor
New York, NY 10011
Re:Compass, Inc.
Definitive Proxy Statement on Schedule 14A
File No. 001-40291
Filed April 18, 2024
Dear Robert Reffkin:
We have limited our review of your most recent definitive proxy statement to those issues
we have addressed in our comment(s).
Please respond to this letter by providing the requested information and/or confirming that
you will revise your future proxy disclosures in accordance with the topics discussed below. If
you do not believe a comment applies to your facts and circumstances, please tell us why in your
response.
After reviewing your response to this letter, we may have additional comments.
Definitive Proxy Statement on Schedule 14A
Pay Versus Performance, page 50
1.It appears that you have included the net income (loss) attributable to Compass, Inc. in
column (h) of your pay versus performance table in lieu of net income (loss) as required
by Item 402(v)(2)(v) of Regulation S-K. Please include net income (loss), as reported in
your audited GAAP financial statements, in column (h) for all years covered by the table
and revise your remaining Item 402(v) of Regulation S-K disclosure accordingly. Refer to
Regulation S-K Compliance and Disclosure Interpretation 128D.08. Please note that you
may voluntarily provide supplemental measures of net income or financial performance,
so long as any additional disclosure is “clearly identified as supplemental, not misleading,
and not presented with greater prominence than the required disclosure.” See Pay Versus
Performance, Release No. 34-95607 (August 25, 2022) [87 FR 55134 (September 8,
2022)] at Section II.F.3.
September 19, 2024
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact Charlotte Young at 202-551-3280 or Amanda Ravitz at 202-551-3412 with
any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program