PAYOW Form 4: Chief Accounting Officer Withholds RSUs to Cover Taxes

Rhea-AI Filing Summary

Payoneer Global Inc. (PAYO) Form 4 filed for Itai Perry, Chief Accounting Officer, reports share dispositions on 08/14/2025 tied to tax withholding after RSU settlement. The filing shows two withholding events of 2,118 shares at $6.81 and 2,028 shares at $6.69, totaling 4,146 shares withheld to cover tax obligations rather than open-market sales. Following these transactions the reported beneficial ownership figures appear as 191,505 and 189,477 shares on the respective reporting lines. The form was signed by an attorney-in-fact on behalf of the reporting person.

Insights

Corporate Governance Expert

TL;DR: Insider share withholding for taxes; no open-market dispositions reported, indicating routine administrative action, not a liquidity-driven sale.

The Form 4 discloses withholding of vested restricted stock units to satisfy tax obligations, using transaction code F. This is a common administrative practice that reduces the reporting person's share count by 4,146 shares without evidence of market selling activity. From a governance perspective, such withholdings are routine and carry limited informational content about management’s view of company valuation. The signature by an attorney-in-fact is properly noted and consistent with delegated filing authority.

Securities Analyst

TL;DR: Disposition amount is small relative to typical insider holdings; transaction appears non-discretionary and tax-related.

The reported dispositions consist of two withholding events at prices of $6.81 and $6.69, totaling 4,146 shares. The filing explicitly states shares were withheld to cover tax obligations arising from RSU settlement and were not open-market sales. There is no new derivative activity reported. The change in beneficial ownership is modest and likely immaterial to overall capitalization or market liquidity based on the data provided.

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^*

Perry Itai

(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 Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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
Common Stock	08/14/2025		F		2,118(1)	D	$6.81	191,505	D
Common Stock	08/14/2025		F		2,028(1)	D	$6.69	189,477	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/ Ben Ozeri, attorney-in-fact for Itai Perry	08/15/2025
	** 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).
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