[Form 4] Paysign, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Paysign (PAYS) Form 4: CEO, Director and >10% owner Mark Newcomer reported two insider transactions.

• 31 Jul 2025 – Code M: 150,000 restricted shares vested at a $0.00 exercise price. Common-stock holding rose to 8,812,886 shares.
• 04 Aug 2025 – Code S: Newcomer sold 62,158 shares at a VWAP of $7.0851 (range $6.9976-$7.1530) for ≈$0.44 million gross proceeds. Post-sale direct ownership is 8,750,728 shares.

The sale equals roughly 0.7 % of his post-vesting stake, leaving the insider’s overall position largely unchanged. The 150 k-share grant—originally awarded 31 Jul 2022—continues to vest 20 % annually through 2027; 300 k derivative shares remain outstanding.

No other company-level financial data or guidance accompanies this filing. Investors typically view modest, scheduled sales following vesting as neutral unless part of a larger pattern.

Positive

• 150,000 restricted shares vested, increasing direct holdings and reinforcing long-term incentive alignment.

Negative

• 62,158 shares sold at ~$7.09, generating ~$0.44 m in proceeds; modest but still a net reduction in insider ownership.

Insights

Financial Analyst

TL;DR: Small (<1%) sale after scheduled vesting; negligible impact on ownership or valuation.

The CEO’s disposition of 62 k shares (~$0.44 m) is minor relative to his 8.8 m-share stake and follows an automatic M-code vesting. No option exercises at premium prices occurred; cost basis is $0. The transaction does not signal meaningful confidence loss or liquidity stress. Insider retains ~13 % of outstanding shares (assuming ~67 m shares o/s), preserving alignment with shareholders. Impact on trading sentiment should be minimal.

Corporate Governance Specialist

TL;DR: Routine Rule 10b5-1 sale; governance risk minimal.

The filing indicates potential 10b5-1 plan usage (checkbox tick). Such pre-planned sales mitigate information-asymmetry concerns. Vesting schedule aligns with standard executive comp practices, vesting over five years. No red flags—no pledging, no large scale divestiture. Insider ownership concentration, however, remains high, which can influence control dynamics.

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^*

Newcomer Mark

(Last) (First) (Middle)

2615 ST. ROSE PARKWAY

(Street)

HENDERSON NV 89052

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Paysign, Inc. [ PAYS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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	07/31/2025		M		150,000(1)	A	$0.00	8,812,886	D
Common Stock	08/04/2025		S(2)		62,158	D	$7.0851(2)	8,750,728	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
Stock Grant	(1)	07/31/2025		M			150,000	(1)	07/31/2027	Common stock	150,000	$0.00	300,000	D

Explanation of Responses:

1. One-fifth of the restricted stock shall vest annually on each anniversary of the July 31, 2022 vesting commencement date until fully vested on July 31, 2027.

2. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.9976 to $7.1530, inclusive. The reporting person undertakes to provide to Paysign, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Mark Newcomer	08/04/2025
	** 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

How many Paysign (PAYS) shares did the CEO acquire and at what price?

Mark Newcomer acquired 150,000 shares on 31 Jul 2025 at an exercise price of $0.00 via restricted-stock vesting.

How many Paysign shares were sold and for how much?

On 04 Aug 2025 Newcomer sold 62,158 shares at an average price of $7.0851.

What is the CEO's current direct ownership after these transactions?

Following the reported trades, Newcomer directly owns 8,750,728 PAYS common shares.

When will the remaining restricted shares fully vest?

The award vests 20 % annually and will be fully vested on 31 Jul 2027.

Does this Form 4 suggest any governance concerns?

The sale appears to be under a Rule 10b5-1 plan and represents <1 % of holdings, indicating routine activity rather than governance risk.