Deluxe Corp (DLX) SVP Cotter logs RSU vesting and tax share withholding

Rhea-AI Filing Summary

DELUXE CORP senior executive Jeffrey Louis Cotter reported equity compensation activity involving restricted stock units and common stock. On February 19, 2026, restricted stock units vested and were converted on a one-for-one basis into 9,332 shares of common stock at no cash exercise price.

After this vesting and conversion, Cotter directly owned 18,664 restricted stock units and 73,156 common shares before tax withholding. To cover tax liabilities from the vesting, 4,592 common shares were withheld at a price of $27.32 per share, leaving Cotter with 68,564 directly held common shares. The remaining restricted stock units continue to vest in equal one-third increments on each of the first three anniversaries of the grant date, contingent on continued employment.

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^*

Cotter Jeffrey Louis

(Last) (First) (Middle)

801 MARQUETTE AVE. S.

(Street)

MINNEAPOLIS MN 55402

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DELUXE CORP [ DLX ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, CAO and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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
Common Stock	02/19/2026		M		9,332(1)	A	$0	73,156	D
Common Stock	02/19/2026		F		4,592(2)	D	$27.32	68,564	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
Restricted Stock Unit	$0	02/19/2026		M			9,332	02/19/2026(3)	02/19/2028	Common Stock	9,332	$0	18,664	D

Explanation of Responses:

1. Transaction reflects vesting and conversion into shares on a one-for-one basis of restricted stock units previously awarded.

2. Transaction reflects withholding of shares to satisfy tax liabilities associated with vesting of restricted stock units.

3. Restricted stock units granted under the Company's Stock Incentive Plan that vest in equal one-third increments on the first three anniversaries of date of grant. Upon vesting, each unit is converted into a share of common stock. Subject to certain exceptions, vesting is contingent upon continued employment.

Remarks:

	/s/ Kortney Q. Nordrum, Attorney in Fact	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did DLX executive Jeffrey Louis Cotter report?

Jeffrey Louis Cotter reported vesting and conversion of restricted stock units into 9,332 common shares, plus a related tax-withholding share disposition. These transactions reflect equity compensation activity rather than open-market buying or selling of Deluxe Corp stock.

How many Deluxe Corp shares did Jeffrey Louis Cotter acquire through RSU vesting?

Cotter acquired 9,332 Deluxe Corp common shares when his restricted stock units vested and converted on a one-for-one basis. The exercise price per share was reported as $0.00, indicating no cash payment was required for the conversion into common stock.

How many Deluxe Corp shares were withheld for taxes from Cotter’s RSU vesting?

To satisfy tax liabilities associated with the RSU vesting, 4,592 Deluxe Corp common shares were withheld. These shares were valued at $27.32 per share, according to the filing, reducing Cotter’s directly held common stock after the tax-withholding disposition.

What is Jeffrey Louis Cotter’s Deluxe common share ownership after these transactions?

Following the RSU conversion and tax-withholding disposition, Cotter directly owns 68,564 Deluxe Corp common shares. Before the tax withholding of 4,592 shares, his direct common stock position was 73,156 shares, as detailed in the reported Form 4 transactions.

How do Jeffrey Louis Cotter’s remaining RSUs in DLX vest over time?

Cotter’s remaining restricted stock units were granted under the company’s Stock Incentive Plan and vest in equal one-third increments on each of the first three anniversaries of the grant date. Each vested unit converts into one share of common stock, contingent on continued employment.

Were Jeffrey Louis Cotter’s DLX share disposals open-market sales?

The reported share disposal was coded as a tax-withholding transaction, not an open-market sale. Shares were withheld to pay tax liabilities tied to RSU vesting, meaning the disposition represents an administrative tax payment mechanism rather than discretionary selling activity.