CCRD Form 4: 29,617 shares converted under Euronet merger terms

Rhea-AI Filing Summary

CoreCard (CCRD) director Form 4: A director reported the disposition of 29,617 shares of CoreCard common stock on 10/30/2025 due to the closing of a merger with Euronet Worldwide. At the effective time, each CoreCard share was converted into the right to receive 0.3142 shares of Euronet common stock plus cash in lieu of fractional shares, as provided in the merger agreement.

All reported CoreCard stock options became fully vested and exercisable at closing, were automatically terminated, and converted into a cash right equal to the excess of the product of the 0.3142 exchange ratio and Euronet’s 15‑day VWAP over the per‑share exercise price. Following these transactions, the filing shows 0 shares beneficially owned.

Insights

M&A and equity compensation analyst

Administrative Form 4 reflecting merger-for-stock conversion.

The filing documents a change in ownership driven by a completed merger on 10/30/2025. Each CoreCard share converted into the right to receive 0.3142 Euronet shares plus cash in lieu of fractional shares, aligning with the merger’s exchange mechanics rather than open‑market activity.

Equity awards accelerated and were settled in cash: options vested, terminated, and converted into a cash amount based on the 0.3142 exchange ratio multiplied by Euronet’s 15‑day VWAP, less the strike price. This is standard treatment to retire target‑company awards at closing.

Impact to the company’s fundamentals is not indicated here; this Form 4 records the reporting person’s holdings transition at merger close.

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

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X

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^*

CHANDLER A RUSSELL III

(Last) (First) (Middle)

750 PARK AVENUE, 24 N

(Street)

ATLANTA GA 30326

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CoreCard Corp [ CCRD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2025

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

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

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

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
Common stock, par value $.01 per share	10/30/2025		D(1)		29,617	D	(1)	0	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
Stock Option (right to buy)(2)	$3.86	10/30/2025		D(3)			5,000	(4)	09/28/2027	Common Stock	5,000	$0	0	D
Stock Option (right to buy)(2)	$7.8	10/30/2025		D(3)			4,000	(4)	05/24/2028	Common Stock	4,000	$0	0	D
Stock Option (right to buy)(2)	$39.11	10/30/2025		D(3)			4,000	(4)	05/23/2029	Common Stock	4,000	$0	0	D

Explanation of Responses:

1. The shares were disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among CoreCard Corporation ("Company"), Euronet Worldwide, Inc. ("Euronet"), and Genesis Merger Sub Inc., a wholly owned subsidiary of Euronet ("Merger Sub"). Pursuant to the Merger Agreement, on October 30, 2025, Merger Sub merged with and into Company (the "Merger"), with Company surviving the Merger as a wholly owned subsidiary of Euronet. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of Company's common stock, par value $0.01 per share ("Company Common Stock"), was converted into the right to receive 0.3142 shares of Euronet's common stock, par value $0.02 per share (the "Euronet Common Stock" and such ratio, the "Exchange Ratio") and cash payable in lieu of fractional shares (collectively, the "Per Share Merger Consideration"), as described in the Merger Agreement.

2. Each stock option to purchase shares of Company Common Stock represents a contingent right to purchase one share of Company Common Stock.

3. Pursuant to the Merger Agreement, each Company stock option that was outstanding and unexercised immediately prior to the Effective Time became fully vested and exercisable, and was automatically terminated, and was converted into the right to receive an amount in cash in respect of each share subject thereto equal to the excess of (x) the product of the Exchange Ratio multiplied by the volume weighted average price per share of Euronet Common Stock on the NASDAQ Global Select Market for the fifteen consecutive trading days ending on, and including, the second full trading day prior to the Effective Time over (y) the per share exercise price.

4. The stock option is fully vested and exercisable.

	/s/ Matthew A. White, as Attorney-in Fact	10/30/2025
	** 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.
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FAQ

What did CoreCard (CCRD) report in this Form 4?

A director disclosed the disposition of 29,617 CoreCard shares on 10/30/2025 due to the merger with Euronet.

What exchange ratio applied to CoreCard (CCRD) shares in the merger?

Each CoreCard share converted into the right to receive 0.3142 Euronet common shares plus cash in lieu of fractional shares.

How were CoreCard (CCRD) stock options treated at closing?

Options became fully vested, were terminated, and converted into a cash right equal to the exchange ratio times Euronet’s 15‑day VWAP minus the exercise price.

What is the reported post-transaction ownership for the reporting person?

The filing shows 0 shares beneficially owned following the reported transactions.

When did the CoreCard (CCRD) merger-related transaction occur?

On 10/30/2025, at the merger’s effective time.