Payoneer CEO has 41,499 shares withheld for tax

Payoneer Global Inc. (PAYO) reported that Chief Executive Officer and director John Caplan had shares of common stock withheld on two dates to satisfy tax obligations from the settlement of vested restricted stock units.

Rhea-AI Filing Summary

Payoneer Global Inc. (PAYO) reported that Chief Executive Officer and director John Caplan had shares of common stock withheld on two dates to satisfy tax obligations from the settlement of vested restricted stock units. On 2026-08-19, 34,563 shares were withheld at $7.10 per share, and on 2026-08-20, 6,936 shares were withheld at $7.09 per share. A footnote states these transactions were solely to cover the reporting person's tax obligation and do not represent open market sales, and the filing does not affirm use of a Rule 10b5-1 trading plan.

Insider Trade Summary

Tax Withholding: 41,499 shares

Tax Withholding 2 txns

Insider Caplan John

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	6,936	$7.09	$49K
Tax Withholding	Common Stock F1	34,563	$7.10	$245K

Holdings After Transaction: Common Stock — 5,654,906 shares (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

Shares withheld on 2026-08-19: 34,563 shares Per-share price on 2026-08-19: $7.10 per share Shares withheld on 2026-08-20: 6,936 shares +2 more

5 metrics

Shares withheld on 2026-08-19 34,563 shares Common Stock withheld to cover tax obligation from vested RSUs

Per-share price on 2026-08-19 $7.10 per share Price used for tax-withholding disposition of Common Stock

Shares withheld on 2026-08-20 6,936 shares Common Stock withheld to cover tax obligation from vested RSUs

Per-share price on 2026-08-20 $7.09 per share Price used for tax-withholding disposition of Common Stock

Total shares withheld for tax 41,499 shares Sum of Code F tax-withholding dispositions reported in this Form 4

Key Terms

restricted stock units, tax obligation, open market sale

3 terms

restricted stock units financial

"arising from the settlement of vested restricted stock units and does not"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax obligation financial

"Shares withheld solely to cover the Reporting Person's tax obligation arising"

open market sale financial

"obligation arising from the settlement of vested restricted stock units and does not represent an open market sale"

An open market sale is when a company or a shareholder sells shares through the regular stock market to any willing buyer, using ordinary exchange trading rather than private deals. It matters to investors because it increases the number of shares available and can push the price down or change ownership balance—think of it like someone putting extra items on a supermarket shelf for any shopper to buy, which can lower the item's price if supply suddenly grows.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did PAYO CEO John Caplan report in this Form 4?

John Caplan reported two withholding transactions of Payoneer Global Inc. common stock: 34,563 shares on 2026-08-19 at $7.10 per share and 6,936 shares on 2026-08-20 at $7.09 per share, both related to tax obligations from vested restricted stock units.

Were John Caplan’s PAYO share dispositions open market sales?

No. A footnote states the shares were withheld solely to cover John Caplan’s tax obligation arising from the settlement of vested restricted stock units and that the transactions do not represent open market sales of Payoneer Global Inc. stock.

How many PAYO shares were withheld in total for John Caplan’s tax obligations?

In total, 41,499 shares of Payoneer Global Inc. common stock were withheld in these transactions, consisting of 34,563 shares on 2026-08-19 and 6,936 shares on 2026-08-20, all tied to tax obligations from vested restricted stock units.

What was the purpose of the PAYO share withholdings reported by John Caplan?

The purpose was to pay tax liabilities arising from the settlement of vested restricted stock units. The filing describes the transactions as payment of tax liability by delivering or withholding securities and clarifies that these are not open market sales.

Did the PAYO Form 4 indicate use of a Rule 10b5-1 trading plan?

No. The document-level Rule 10b5-1 checkbox is not checked, and the transactions are characterized as tax-withholding dispositions rather than trades executed under a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/21/2026 - 11:00 AM EDT Accepted by SEC EDGAR 08/21/2026 - 10:59 AM EDT Learn about SEC filing dates

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^*

Caplan John

(Last) (First) (Middle)

195 BROADWAY, 27TH FLOOR

(Street)

NEW YORK NEW YORK 10007

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2026

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

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

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

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	08/19/2026		F		34,563(1)	D	$7.1	5,661,842	D
Common Stock	08/20/2026		F		6,936(1)	D	$7.09	5,654,906	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 John Caplan	08/21/2026
	** 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.
* Form 4: SEC 1474 (03-26)