What is John F. Pence’s Asure Software share ownership after these transactions?

Following the option exercise and tax-withholding disposition, John F. Pence directly holds 301,698 shares of Asure Software common stock. This figure reflects his updated position after all reported transactions on May 11, 2026 in this Form 4 filing.

Asure CFO exercises 60K options, withholds shares for tax

Asure Software Inc.'s Chief Financial Officer John F. Pence exercised employee stock options for 60,000 shares of common stock at an exercise price of $7.86 per share.

Filing Impact

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Asure Software Inc.'s Chief Financial Officer John F. Pence exercised employee stock options for 60,000 shares of common stock at an exercise price of $7.86 per share. To cover the option exercise price and related tax liability, 55,645 shares were disposed of through a tax-withholding arrangement at $8.88 per share, rather than sold on the open market.

After these transactions, Pence directly holds 301,698 shares of Asure Software common stock. The filing reflects a routine compensation-related option exercise and associated tax withholding, not an open-market purchase or sale decision.

Insider Trade Summary

60,000 shares exercised/converted

Exercise 3 txns

Insider Pence John F

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (Right to Buy)	60,000	$0.00	$0.00
Exercise	Asure Software, Inc. Common Stock ($0.01 par value)	60,000	$7.86	$472K
Exercise Price or Tax Liability	Asure Software, Inc. Common Stock ($0.01 par value)	55,645	$8.88	$494K

Holdings After Transaction: Employee Stock Option (Right to Buy) — 0 contracts (Direct); Asure Software, Inc. Common Stock ($0.01 par value) — 301,698 shares (Direct)

Footnotes (2)

F1. These shares represent the payment of exercise price and tax liability associated with the exercise of stock options that were originally granted on May 13, 2021.
F2. Represents grant of employee stock options that vested 1/3rd on the first anniversary of the grant date of May 13, 2021, (the "Grant Date") and the remaining 2/3rds vested over a period of two years in equal monthly installments with the last such vesting date being the third anniversary of the Grant Date.

Key Figures

Options exercised: 60,000 shares Option exercise price: $7.86 per share Tax-withholding shares: 55,645 shares +4 more

7 metrics

Options exercised 60,000 shares Employee stock options exercised by CFO on May 11, 2026

Option exercise price $7.86 per share Exercise price for 60,000 employee stock options

Tax-withholding shares 55,645 shares Shares used to pay exercise price and tax liability

Tax-withholding share value $8.88 per share Reported price for 55,645 withheld shares

Shares held after transactions 301,698 shares CFO’s direct Asure Software common stock holdings post-transaction

Tax-withholding disposition 1 transaction, 55,645 shares Form 4 code F, payment of exercise price and tax liability

Derivative exercise 1 transaction, 60,000 shares Form 4 code M, exercise of employee stock options granted May 13, 2021

Key Terms

tax-withholding disposition, derivative security, Employee Stock Option (Right to Buy), grant of employee stock options, +1 more

5 terms

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Employee Stock Option (Right to Buy) financial

"Employee Stock Option (Right to Buy)"

grant of employee stock options financial

"Represents grant of employee stock options that vested 1/3rd on the first anniversary"

vesting financial

"vested 1/3rd on the first anniversary of the grant date and remaining 2/3rds vested"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Asure Software (ASUR) CFO John F. Pence report in this Form 4?

John F. Pence reported exercising employee stock options for 60,000 Asure Software shares and a related tax-withholding share disposition. These actions are compensation-related and do not represent an open-market stock purchase or sale by the Chief Financial Officer.

How many Asure Software shares did the CFO acquire through option exercise?

The Chief Financial Officer acquired 60,000 Asure Software common shares by exercising employee stock options at an exercise price of $7.86 per share. These options were originally granted on May 13, 2021 and had a vesting schedule described in the filing footnotes.

Why were 55,645 Asure Software shares disposed of in the CFO’s Form 4?

The 55,645 shares were disposed of to pay the exercise price and associated tax liability from the stock option exercise. This tax-withholding disposition uses shares instead of cash and is not an open-market sale, according to the transaction code and footnote explanation.

Were any of the Asure Software CFO’s transactions open-market buys or sells?

No open-market buys or sells were reported. The filing shows an option exercise (code M) and a tax-withholding disposition (code F). These transactions are tied to employee stock options and tax obligations, not discretionary trading in the open market.

What were the key prices in the Asure Software CFO’s reported transactions?

The employee stock options were exercised at an exercise price of $7.86 per share. The 55,645 shares used to cover the exercise price and tax liability are reported at $8.88 per share, according to the non-derivative transaction details in the filing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/12/2026 - 04:58 PM EDT

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pence John F

(Last)

(First)

(Middle)

C/O ASURE SOFTWARE, INC.

405 COLORADO STREET, SUITE 1800

(Street)

AUSTIN

TEXAS

78701

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ASURE SOFTWARE INC [ ASUR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Asure Software, Inc. Common Stock ($0.01 par value)	05/11/2026		M		60,000	A	$7.86	357,343	D
Asure Software, Inc. Common Stock ($0.01 par value)	05/11/2026		F⁽¹⁾		55,645	D	$8.88	301,698	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy)	$7.86	05/11/2026		M			60,000	⁽²⁾	05/13/2026	Asure Software, Inc. Common Stock ($0.01 par value)	60,000	$0	0	D

Explanation of Responses:

1. These shares represent the payment of exercise price and tax liability associated with the exercise of stock options that were originally granted on May 13, 2021.

2. Represents grant of employee stock options that vested 1/3rd on the first anniversary of the grant date of May 13, 2021, (the "Grant Date") and the remaining 2/3rds vested over a period of two years in equal monthly installments with the last such vesting date being the third anniversary of the Grant Date.

Remarks:

	/s/ John Pence	05/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR