Asure Software CFO has 628 shares withheld for tax

Asure Software’s CFO had 628 shares withheld to satisfy taxes on vesting equity awards, leaving him with 296,562 directly held shares.

Rhea-AI Filing Summary

ASURE SOFTWARE INC (ASUR) reported that Chief Financial Officer John F. Pence had 628 shares of Asure Software common stock withheld on September 1, 2026 to cover tax liability arising from the vesting of restricted stock units. The shares were valued at $9.06 per share, and he now holds 296,562 shares directly.

The footnote explains that these restricted stock units were originally awarded as settlement of performance stock units on January 1, 2025. No Rule 10b5-1 trading plan is reported in connection with this tax-withholding transaction.

Insider Trade Summary

Tax Withholding: 628 shares

Tax Withholding 1 txn

Insider Pence John F

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Asure Software, Inc. Common Stock ($0.01 par value) F1	628	$9.06	$6K

Holdings After Transaction: Asure Software, Inc. Common Stock ($0.01 par value) — 296,562 shares (Direct)

Footnotes (1)

1. F1. These shares represent the payment of tax liability associated with the vesting of restricted stock units that were originally awarded as settlement of performance stock units on January 1, 2025.

Key Figures

Shares withheld for tax liability: 628 shares Per-share value for withheld shares: $9.06 per share Shares held after transaction: 296,562 shares +1 more

4 metrics

Shares withheld for tax liability 628 shares Common stock withheld on September 1, 2026 for tax liability on RSU vesting

Per-share value for withheld shares $9.06 per share Value used for 628 shares withheld for tax liability on September 1, 2026

Shares held after transaction 296,562 shares Direct holdings of Asure Software common stock by CFO after September 1, 2026 transaction

Shares tied to tax-liability transactions 628 shares Exercise-price-or-tax-liability category total in this Form 4

Key Terms

restricted stock units, performance stock units, tax liability, Rule 10b5-1

4 terms

restricted stock units financial

"tax liability associated with the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance stock units financial

"originally awarded as settlement of performance stock units on January 1, 2025"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

tax liability financial

"payment of tax liability associated with the vesting of restricted stock units"

Rule 10b5-1 regulatory

"No Rule 10b5-1 trading plan is reported in connection"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

What insider transaction did ASUR’s CFO report on this Form 4?

Asure Software’s CFO John F. Pence reported a withholding of 628 shares of common stock on September 1, 2026 to pay tax liability associated with vesting restricted stock units. This was a tax-related disposition, not an open-market sale.

How many ASUR shares does the CFO hold after this transaction?

After the September 1, 2026 tax-withholding transaction, Asure Software’s CFO directly holds 296,562 shares of Asure Software common stock. This figure reflects his position following the disposition of 628 shares for tax purposes.

What was the price used for the ASUR tax-withholding shares?

The 628 Asure Software shares withheld for tax purposes were valued at $9.06 per share. This value was used in connection with satisfying the tax liability on the vesting restricted stock units reported for the CFO.

Why were 628 ASUR shares withheld from the CFO?

The 628 shares of Asure Software common stock were withheld to satisfy tax liability tied to the vesting of restricted stock units. Those units had originally been granted as settlement of performance stock units on January 1, 2025.

Was the ASUR CFO’s Form 4 transaction under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is not marked, and there is no footnote stating that the September 1, 2026 tax-withholding transaction for 628 shares was conducted under a Rule 10b5-1 trading plan.

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

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Available on EDGAR 09/02/2026 - 04:42 PM Accepted by SEC EDGAR 09/02/2026 - 04:42 PM Learn about SEC filing dates

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)
09/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Asure Software, Inc. Common Stock ($0.01 par value)	09/01/2026		F(1)		628	D	$9.06	296,562	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares represent the payment of tax liability associated with the vesting of restricted stock units that were originally awarded as settlement of performance stock units on January 1, 2025.

Remarks:

	/s/ John Pence	09/02/2026
	** 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)