[Form 4] i3 Verticals, Inc. Insider Trading Activity

Rhea-AI Filing Summary

i3 Verticals, Inc. (IIIV) reported that its Chief Financial Officer, Geoffrey C. Smith, acquired 15,000 shares of Class A common stock on 11/14/2025 through the vesting of performance-based restricted stock units at a price of $0 per share. These units vested after the Compensation Committee determined that certain adjusted diluted earnings per share targets had been achieved. The performance-based restricted stock units were originally granted on 09/02/2022. Following this vesting, Smith beneficially owns 70,000 shares of Class A common stock, and units tied to 10,000 additional shares remain eligible to vest based on performance in future fiscal years.

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

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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^*

SMITH GEOFFREY C.

(Last) (First) (Middle)

40 BURTON HILLS BLVD.

SUITE 415

(Street)

NASHVILLE TN 37215

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
i3 Verticals, Inc. [ IIIV ]

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

3. Date of Earliest Transaction (Month/Day/Year)
11/14/2025

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
Class A common stock, par value $0.0001 per share	11/14/2025		A		15,000(1)	A	$0	70,000	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. Represents performance-based restricted stock units which vest based on the achievement of certain adjusted diluted earnings per share targets, which, on November 14, 2025, the Compensation Committee of the Board of Directors of the Issuer determined were achieved. Such performance-based restricted stock units were originally granted on September 2, 2022. Performance-based restricted stock units with respect to 10,000 shares of Class A common stock of the Issuer remain eligible to vest in respect of performance for future fiscal years.

Remarks:

	/s/ Paul Maple, Attorney-in-Fact for Geoffrey C. Smith	11/17/2025
	** 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.
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.

FAQ

What insider transaction did i3 Verticals (IIIV) disclose for its CFO?

i3 Verticals disclosed that its Chief Financial Officer, Geoffrey C. Smith, acquired 15,000 shares of Class A common stock on 11/14/2025 through the vesting of performance-based restricted stock units at a price of $0 per share.

How many i3 Verticals (IIIV) shares does the CFO own after this Form 4 transaction?

After the reported transaction, Chief Financial Officer Geoffrey C. Smith beneficially owns 70,000 shares of i3 Verticals Class A common stock in direct ownership.

What performance conditions triggered the RSU vesting reported by i3 Verticals (IIIV)?

The 15,000 performance-based restricted stock units vested after the Compensation Committee determined that specified adjusted diluted earnings per share targets had been achieved as of 11/14/2025.

When were the vested performance-based RSUs originally granted to the i3 Verticals CFO?

The performance-based restricted stock units that vested into 15,000 shares of Class A common stock were originally granted on 09/02/2022.

Does the i3 Verticals CFO have additional performance-based RSUs that may vest later?

Yes. Performance-based restricted stock units tied to 10,000 shares of Class A common stock remain eligible to vest based on performance for future fiscal years, subject to achievement of the applicable targets.

Who signed the i3 Verticals (IIIV) Form 4 related to this transaction?

The Form 4 was signed by Paul Maple as Attorney-in-Fact for Geoffrey C. Smith, with a signature date of 11/17/2025.