$NOTE·8-K

FiscalNote Holdings, Inc. · Jun 26, 4:53 PM ET

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FiscalNote Holdings, Inc. 8-K

Research Summary

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Updated

FiscalNote Holdings CEO Departs; Key Compton Named CEO

What Happened

  • FiscalNote Holdings (NOTE) filed an 8-K reporting that on June 22, 2026 the Board and President & CEO Josh Resnik mutually agreed on his departure, effective June 26, 2026. The Board appointed Key Compton as President & CEO effective June 22, 2026. Mr. Resnik will remain in a consulting role through July 31, 2026 to assist the transition. Separately, Chief Legal and Administrative Officer Todd Aman notified the company of his resignation effective July 2, 2026.

Key Details

  • Severance for Josh Resnik (subject to his signing a customary release): a lump-sum payment equal to two times his annual base salary plus his target bonus for fiscal 2026; accelerated vesting of all outstanding service-based equity awards (performance-based awards vest only if performance conditions are met); and a full COBRA premium subsidy for 18 months.
  • Key Compton (age 56) has been a board member since February 2021 and served as Audit Committee Chair; he ceased serving on the Audit Committee upon becoming CEO. Biographical details are in the company’s April 15, 2026 proxy.
  • Compensation arrangements for Mr. Compton’s CEO role are being finalized and will be reported in an amendment to this 8-K.

Why It Matters

  • This is a material leadership change: a CEO transition can affect company strategy and investor confidence. The reported severance and accelerated equity vesting may have near-term financial and share-count implications (the filing specifies the form of severance but does not disclose dollar amounts). Mr. Compton’s background as a longtime investor and operator in enterprise software and his prior board role at FiscalNote are relevant to how he may lead the company going forward. The company will update investors when executive compensation details for Mr. Compton are finalized.

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