SCHEDULE: CD&R Boosts Resideo Stake to 18.3%
Beneficial Ownership Update
CD&R Channel Holdings II and affiliated entities have increased their beneficial ownership in Resideo Technologies, Inc. to 18.3% through recent common stock purchases.
Summary
- CD&R Channel Holdings II, CD&R Investment Associates XII, Ltd., and CD&R Associates XII, L.P. collectively beneficially own 30,650,397 shares of Resideo Technologies, Inc. Common Stock, representing 18.3% of the outstanding class.
- This ownership includes 18,517,830 shares of Common Stock issuable upon conversion of 498,500 shares of Series A Cumulative Convertible Participating Preferred Stock, held by CD&R Channel Holdings, L.P., at an initial conversion price of $26.92.
- Additionally, 12,132,567 shares of Common Stock are directly held by CD&R Channel Holdings II, L.P.
- The percentage ownership is calculated based on 148,763,403 shares of Common Stock outstanding as of July 28, 2025, plus the 18,517,830 shares issuable upon preferred stock conversion, totaling 167,281,233 shares.
- CD&R Channel Holdings II, L.P. made several purchases of Common Stock between August 8, 2025, and August 18, 2025, acquiring a total of 2,208,187 shares at weighted average prices ranging from $27.3003 to $31.8884.
Sentiment
Score: 7
Explanation: The increased beneficial ownership and recent common stock purchases by a prominent investment firm suggest a positive outlook or confidence in Resideo Technologies, Inc.
Positives
- The increased beneficial ownership by a prominent investment firm like Clayton, Dubilier & Rice suggests a vote of confidence in Resideo Technologies, Inc.'s future prospects.
- Recent open market purchases of common stock by CD&R Channel Holdings II indicate active accumulation at various price points, potentially signaling a belief in the company's undervaluation or growth potential.
Risks
- Certain reporting persons and individuals, including CD&R Holdings II, CD&R Investment Associates, Donald J. Gogel, and Nathan K. Sleeper, expressly disclaim beneficial ownership of some reported securities, which is a standard legal disclaimer but highlights the complex ownership structure.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Investment Decision Process | Investment and voting decisions for the reported securities are made by majority vote of an investment committee of limited partners of CD&R Associates, consisting of more than ten individuals who are also investment professionals of Clayton, Dubilier & Rice, LLC. | NA | Centralizes decision-making for the reported stake within a professional investment committee, indicating a structured approach to managing the investment. |
Stakeholder Impact
- Shareholders: Increased institutional ownership by a significant investment firm may be viewed positively, potentially signaling confidence in the company's value and future performance.
- Company Management: The substantial stake held by CD&R could lead to increased engagement or influence from the investment firm on strategic decisions.
Key Dates
| Date | Description |
|---|---|
| 2024-06-24 | Initial Statement on Schedule 13D filed with the SEC. |
| 2024-11-27 | First amendment to the Schedule 13D filed. |
| 2025-05-09 | Second amendment to the Schedule 13D filed. |
| 2025-07-25 | Third amendment to the Schedule 13D filed. |
| 2025-07-28 | Date as of which 148,763,403 shares of Common Stock were outstanding, as reported in the Issuer's Form 10-Q. |
| 2025-08-05 | Date the Issuer's Form 10-Q was filed, reporting shares outstanding as of July 28, 2025. |
| 2025-08-08 | CD&R Holdings II purchased 448,887 shares of Common Stock at a weighted average price of $27.3003. |
| 2025-08-11 | CD&R Holdings II purchased 457,508 shares of Common Stock at a weighted average price of $27.3366. |
| 2025-08-12 | CD&R Holdings II purchased 91,417 shares at $30.0345, 216,432 shares at $30.9423, and 31,879 shares at $31.4902. |
| 2025-08-14 | CD&R Holdings II purchased 203,161 shares of Common Stock at a weighted average price of $31.8884. |
| 2025-08-15 | Date of event which requires filing of this statement; CD&R Holdings II purchased 339,863 shares of Common Stock at a weighted average price of $31.4172. |
| 2025-08-18 | CD&R Holdings II purchased 111,000 shares of Common Stock at a weighted average price of $31.6568; Date of filing of this Amendment No. 4. |
Recommendation
holdThe filing indicates a significant increase in beneficial ownership by a major investment firm, suggesting confidence in the company's prospects. However, without additional financial performance data, a 'hold' recommendation is prudent, acknowledging the positive signal while awaiting further fundamental insights.
Keywords
Resideo Technologies, CD&R, Schedule 13D, beneficial ownership, common stock, preferred stock, institutional investment, equity stake, corporate governance
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