Payoneer (PAYO) CLO withholds 24,641 shares to cover RSU taxes

Rhea-AI Filing Summary

Payoneer Global Inc. reported that Chief Legal & Governance Officer Tsafi Goldman had 24,641 shares of common stock withheld at $5.35 per share to cover tax obligations from the settlement of vested restricted stock units. The filing clarifies this was not an open-market sale but a tax-withholding disposition. After this transaction, Goldman directly holds 644,339 shares of Payoneer common stock.

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^*

Goldman Tsafi

(Last) (First) (Middle)

195 BROADWAY

27TH FLOOR

(Street)

NEW YORK NY 10007

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Payoneer Global Inc. [ PAYO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal & Governance Ofcr

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		F		24,641(1)	D	$5.35	644,339	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. Shares withheld solely to cover the Reporting Person's tax obligation arising from the settlement of vested restricted stock units and does not represent an open market sale.

	/s/ Anna Bochkareva, attorney-in-fact for Tsafi Goldman	02/20/2026
	** 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.

FAQ

What insider transaction did Payoneer (PAYO) report for Tsafi Goldman?

Payoneer reported that Chief Legal & Governance Officer Tsafi Goldman had 24,641 common shares withheld to cover taxes on vested restricted stock units. This disposition was recorded at $5.35 per share and did not involve any open-market selling activity.

Was the Payoneer (PAYO) insider transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The 24,641 Payoneer common shares were withheld solely to satisfy Tsafi Goldman’s tax obligation arising from the settlement of vested restricted stock units, according to the footnote disclosure in the insider filing.

How many Payoneer (PAYO) shares were involved in Tsafi Goldman’s tax-withholding disposition?

The filing shows that 24,641 shares of Payoneer common stock were withheld. These shares covered Tsafi Goldman’s tax liability related to vested restricted stock units and were priced at $5.35 per share for reporting purposes in the Form 4.

How many Payoneer (PAYO) shares does Tsafi Goldman hold after the transaction?

After the tax-withholding disposition, Tsafi Goldman directly holds 644,339 shares of Payoneer common stock. This post-transaction balance reflects ownership following the 24,641 shares withheld to satisfy tax obligations on the settlement of restricted stock units.

What does transaction code "F" mean in the Payoneer (PAYO) Form 4 filing?

Transaction code “F” indicates payment of an exercise price or tax liability by delivering securities. In this case, 24,641 Payoneer shares were withheld from Tsafi Goldman to cover taxes due upon settlement of vested restricted stock units, rather than being sold on the market.

What type of security was reported in the Payoneer (PAYO) insider transaction?

The insider filing reports a transaction in Payoneer common stock. Specifically, 24,641 common shares were withheld to satisfy Tsafi Goldman’s tax obligation related to vested restricted stock units, leaving a direct ownership position of 644,339 common shares afterward.