Cimpress (CMPR) CEO gains shares through PSUs, with tax withholding

Rhea-AI Filing Summary

Cimpress plc CEO and Chairman Robert S. Keane reported equity award activity involving performance share units (PSUs) and ordinary shares. On February 15, 2026, PSUs were exercised or converted into ordinary shares in several blocks, including 9,578, 146, and 3,388 PSUs at a price of $0.00 per unit, reflecting automatic vesting based on performance conditions.

Corresponding ordinary share entries show Keane acquiring the same amounts of ordinary shares through derivative exercise. In a separate transaction coded F, 4,117 ordinary shares at $74.27 per share were disposed of to satisfy tax obligations related to these awards. After these transactions, Keane directly owned 74,087 ordinary shares. The filing also notes additional ordinary shares held indirectly through entities such as RHS Delaware Holdings LLC and several related LLCs and trusts.

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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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^*

Keane Robert S

(Last) (First) (Middle)

CIMPRESS PLC, FIRST FLOOR BUILDING 3

FINNABAIR BUSINESS & TECHNOLOGY PARK

(Street)

DUNDALK, COUNTY LOUTH, IRELAND

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CIMPRESS plc [ CMPR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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
Ordinary Shares	02/15/2026		M		9,578	A	$0(1)	74,670	D
Ordinary Shares	02/15/2026		M		146	A	$0(1)	74,816	D
Ordinary Shares	02/15/2026		M		3,388	A	$0(1)	78,204	D
Ordinary Shares	02/15/2026		F		4,117	D	$74.27	74,087	D
Ordinary Shares								28,375	I	By RHS Delaware Holdings LLC
Ordinary Shares								43,128(2)	I	By Eastern Irrevocable, LLC
Ordinary Shares								47,088(2)	I	By Western Irrevocable, LLC
Ordinary Shares								51,900	I	By Delaware 2001 Investment Trust
Ordinary Shares								780,000	I	By Second Delaware 2003, LLC
Ordinary Shares								986,785	I	By Third Delaware 2011, LLC

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
Performance Share Units	$0(1)	02/15/2026		M			9,578	08/15/2024(3)	08/15/2027	Ordinary Shares	9,578	$0	57,471	D
Performance Share Unit	$0(1)	02/15/2026		M			146	08/15/2024(3)	08/15/2027	Ordinary Shares	146	$0	872	D
Performance Share Units	$0(1)	02/15/2026		M			3,388	08/15/2025(3)	08/15/2028	Ordinary Shares	3,388	$0	33,877	D

Explanation of Responses:

1. The shares acquired automatically vested pursuant to an award of performance share units (PSUs), with each PSU representing Cimpress' commitment to issue one ordinary share following the determination of the number of shares issuable pursuant to the award based on the level of achievement against the performance conditions.

2. Includes 28,375 shares held by RHS Delaware Holdings LLC of which The Eastern Irrevocable Trust and The Western Irrevocable Trust are the sole shareholders.

3. These PSUs vest over the following four-year period: 25% of the number of shares determined to be issuable pursuant to the award based on the level of achievement against the performance conditions vest on the Date Exercisable shown in Table II and 6.25% of such number of shares vest quarterly thereafter.

Remarks:

	/s/ Sean E. Quinn, as attorney-in-fact for Robert S. Keane	02/17/2026
	** 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.
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FAQ

What did Cimpress (CMPR) CEO Robert Keane report in this Form 4 filing?

Robert Keane reported PSU-based equity award activity and related ordinary share movements. Performance share units vested and converted into Cimpress ordinary shares, and some shares were disposed of to cover tax obligations, updating his direct and indirect ownership positions in the company.

How many Cimpress performance share units did Robert Keane exercise or convert?

The filing shows Keane exercised or converted several blocks of performance share units, including 9,578, 146, and 3,388 PSUs at $0.00 per unit. Each PSU represents Cimpress’ commitment to issue one ordinary share upon determination of performance-based achievement levels.

Were any Cimpress (CMPR) shares sold on the open market in this Form 4?

The Form 4 shows a transaction coded F for 4,117 Cimpress ordinary shares at $74.27 per share, designated as a tax-withholding disposition. This reflects shares delivered to satisfy tax liabilities rather than an open-market sale initiated for investment purposes.

What is Robert Keane’s direct ownership in Cimpress ordinary shares after these transactions?

Following the reported PSU conversions and tax-withholding disposition, Keane directly holds 74,087 Cimpress ordinary shares. This updated total reflects both the new shares received from vested performance share units and the shares withheld to cover associated tax obligations.

How are indirect Cimpress (CMPR) share holdings reported for Robert Keane?

The Form 4 lists indirect Cimpress ordinary share holdings through entities such as RHS Delaware Holdings LLC, Eastern Irrevocable, LLC, Western Irrevocable, LLC, Delaware 2001 Investment Trust, Second Delaware 2003, LLC, and Third Delaware 2011, LLC, each with its own reported share balance.

How do Cimpress performance share units (PSUs) vest for Robert Keane?

According to the footnotes, Cimpress PSUs vest over four years. Twenty-five percent vests on the specified exercisable date, with an additional 6.25% vesting each quarter thereafter, based on the level of achievement against defined performance conditions.