UNITED STATES OF AMERICA

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 104994 / March 13, 2026

ADMINISTRATIVE PROCEEDING

File No. 3-21145

In the Matter of

Compass Minerals International,

Inc.,

Respondent.

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ORDER APPROVING

AMENDED PLAN OF DISTRIBUTION

On December 3, 2024, the Division of Enforcement (“Division”), pursuant to delegated

authority, published a Notice of Proposed Plan of Distribution and Opportunity for Comment

(“Notice”), 1 pursuant to Rule 1103 of the Commission’s Rules on Fair Fund and Disgorgement Plans

(“Commission’s Rules”); 2 and simultaneously posted the Proposed Plan of Distribution (the

“Proposed Plan”). The Notice advised interested persons that they could obtain a copy of the Proposed

Plan from the Commission’s public website at https://www.sec.gov/litigation/fairfundlist.htm or by

submitting a written request to Devon Anthony Brown, United States Securities and Exchange

Commission, 100 F St., N.E. Washington, DC 20549, or Brownde@SEC.gov.

The Notice also advised that all persons desiring to comment on the Proposed Plan could

submit their comments, in writing, within 30 days of the Notice to the Office of the Secretary, United

States Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-1090; or by

using the Commission’s Internet comment form (https://www.sec.gov/litigation/admin.shtml); or by

sending an e-mail to rule-comments@sec.gov.

The Commission received no comments on the Proposed Plan during the comment period. On

January 28, 2025, the Division, pursuant to delegated authority, issued an order approving the

Proposed Plan and simultaneously posted the approved Plan of Distribution (the “Plan”). 3

The Plan provides for the distribution of the Net Available Fair Fund 4 to investors who were

harmed by the Respondent’s conduct described in the Order, in connection with various disclosure

Exchange Act Rel. No. 101800 (Dec. 3, 2024).

17 C.F.R. § 201.1103.

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Exchange Act Rel. No. 102301 (Jan. 28, 2025).

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All capitalized terms used herein but not defined have the same meanings ascribed to them in the Plan.

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violations that resulted in losses on shares of Compass common stock that were purchased or acquired

between March 2, 2017, and October 22, 2018, inclusive.

While implementing the Plan approved on January 28, 2025, the Fund Administrator, on behalf

of a broker, raised a question with staff that resulted in the discovery of a scrivener’s error in the Plan

of Allocation, attached as Exhibit A to the Plan. Specifically, Section I. B. of the Plan of Allocation

erroneously states, in relevant part, “prior to . . . October 22, 2018” instead of October 23, 2018. This

error leads to the improper treatment of shares sold on or after that date. While the proposed change

does not alter the structure or scope of the methodology used to calculate Recognized Loss, it is

necessary for the proper and intended calculation of Recognized Loss, and ensures fair treatment of

all harmed investors.

Paragraph 33 of the Plan requires amendment of the Plan prior to implementation of any

material change.

The Division, in consultation with the Fund Administrator, has requested to change Exhibit A,

Plan of Allocation, to reflect such a change to ensure that the Methodology can be properly applied.

This change is necessary to effectuate the general purpose of the Plan.

Accordingly, it is hereby ORDERED, pursuant to paragraph 33 of the Plan, that the Plan is

modified as described herein, and the approved Amended Plan of Distribution will be posted

simultaneously with this order on the Commission’s website at www.sec.gov.

By the Commission.

Vanessa A. Countryman

Secretary

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