CPI Card Group (PMTS) shifts CFO role, appoints Terra Grantham interim finance chief

Rhea-AI Filing Summary

CPI Card Group Inc. announced that Chief Financial Officer Jeffrey Hochstadt has ceased serving as CFO effective February 13, 2026, and will remain with the company in an advisory role through June 30, 2026 to support the transition. After his departure, he will be eligible for severance under the company’s existing U.S. Executive Severance and Change in Control Guidelines, as previously described in its 2025 proxy statement.

The company also appointed Terra Grantham, age 55 and currently Senior Vice President, Enterprise Strategy and Growth, as Interim Chief Financial Officer effective February 13, 2026, in addition to her current responsibilities. She is a long-time internal executive with over 25 years of experience in senior finance, strategy, and product roles. There are no family relationships or related-party transactions disclosed, and as of this filing date there have been no material changes to her existing compensation in connection with the interim CFO appointment.

Insights

Corporate governance and leadership transitions analyst

CFO change appears orderly, with an internal interim successor and defined transition period.

The company reports that CFO Jeffrey Hochstadt ended his CFO role on February 13, 2026 but will remain as an employee in an advisory capacity through June 30, 2026. This structured overlap typically helps maintain continuity in financial reporting and treasury functions during leadership changes.

Appointing long-time internal executive Terra Grantham as Interim CFO, while she continues as Senior Vice President, Enterprise Strategy and Growth, suggests reliance on an experienced insider rather than an external hire. The disclosure notes no special appointment arrangements, no family relationships, and no related-party transactions, which aligns with standard governance expectations.

The company states that, as of this filing date, there are no material changes to Ms. Grantham’s existing compensation in connection with her interim role. Future disclosures in company filings may provide updates if the board decides on permanent CFO appointments or revised compensation for the finance leadership team.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 13, 2026

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CPI CARD GROUP INC.

(Exact name of registrant as specified in its charter)

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Delaware (State or other jurisdiction of incorporation)	001-37584 (Commission File Number)	26-0344657 (I.R.S. Employer Identification No.)
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​	CPI Card Group Inc. 10368 W Centennial Road, Littleton, CO (Address of principal executive offices)	80127 (Zip Code)

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(720) 681-6304

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	PMTS	Nasdaq Global Market

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) and (c)

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On February 13, 2026, CPI Card Group Inc. (the “Company”) announced that the Company and Jeffrey Hochstadt, Chief Financial Officer, agreed that he will cease serving as Chief Financial Officer effective as of February 13, 2026. Mr. Hochstadt will continue serving the Company through June 30, 2026 as an employee in an advisory capacity to assist the Company in the transition of the Chief Financial Officer role. Upon his June 30, 2026 departure, Mr. Hochstadt will be eligible to receive severance payments and benefits under the Company’s existing U.S. Executive Severance and Change in Control Guidelines (the “Severance Guidelines”), which are described in the Company’s 2025 Proxy Statement.

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Also on February 13, 2026, the Company announced that Terra Grantham, currently Senior Vice President, Enterprise Strategy and Growth, has been appointed as Interim Chief Financial Officer in addition to her current role, effective as of February 13, 2026.

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Ms. Grantham, age 55, joined the Company in 2017. Ms. Grantham has served as Senior Vice President, Enterprise Strategy and Growth, since October 2025. Prior to that, Ms. Grantham served as Senior Vice President, Financial Planning and Analysis and Strategy where she also had responsibility for Treasury, since 2022, and as Vice President, Strategy and ESG from 2021 to 2022. Prior to 2021, Ms. Grantham served in increasingly senior roles in the Company’s finance, transformation, and strategy organizations. Before joining the Company, Ms. Grantham served in various roles at The Western Union Company and Unilever, and has over 25 years of experience in senior roles in finance, strategy, and product development.

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There is no arrangement or understanding between Ms. Grantham and any other person pursuant to which she was appointed as an officer of the Company. Ms. Grantham has no family relationship with any director or executive officer of the Company, or any person nominated or chosen by the Company to become a director or executive officer. In addition, she is not party to any transaction required to be disclosed under Item 404(a) of Regulation S-K.

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As of the date of filing of this Current Report on Form 8-K, no material changes to Ms. Grantham’s existing compensation arrangements have been made in connection with her appointment as Interim Chief Financial Officer.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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	CPI CARD GROUP INC.
Date: February 17, 2026	By:	/s/ Darren Dragovich
	Name:	Darren Dragovich
	Title:	Chief Legal and Compliance Officer

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FAQ

What leadership change did CPI Card Group Inc. (PMTS) disclose in this 8-K?

CPI Card Group Inc. disclosed that Chief Financial Officer Jeffrey Hochstadt ceased serving as CFO effective February 13, 2026. He will remain as an employee in an advisory capacity through June 30, 2026 to support an orderly transition of the CFO role to new leadership.

Who is CPI Card Group Inc. (PMTS) appointing as Interim Chief Financial Officer?

The company appointed Terra Grantham as Interim Chief Financial Officer effective February 13, 2026. She will hold this position in addition to her role as Senior Vice President, Enterprise Strategy and Growth, drawing on more than 25 years of senior experience in finance, strategy, and product development.

What severance arrangements apply to departing CFO Jeffrey Hochstadt at CPI Card Group Inc. (PMTS)?

Upon his June 30, 2026 departure, Jeffrey Hochstadt will be eligible for severance payments and benefits under CPI Card Group Inc.’s existing U.S. Executive Severance and Change in Control Guidelines, which are described in the company’s 2025 proxy statement and govern executive separation terms.

Does Interim CFO Terra Grantham have any related-party or family ties at CPI Card Group Inc. (PMTS)?

The disclosure states that Terra Grantham has no family relationship with any director or executive officer and is not involved in any transaction requiring disclosure under Item 404(a) of Regulation S-K. This indicates no reported related-party or familial conflicts tied to her interim CFO appointment.

Were there any compensation changes for Terra Grantham when she became Interim CFO at CPI Card Group Inc. (PMTS)?

As of the filing date, CPI Card Group Inc. reports no material changes to Terra Grantham’s existing compensation arrangements in connection with her appointment as Interim Chief Financial Officer. Any future adjustments would typically be described in subsequent company disclosures as decisions are finalized.

What is Terra Grantham’s background before becoming Interim CFO at CPI Card Group Inc. (PMTS)?

Terra Grantham joined the company in 2017 and has held increasingly senior roles in finance, transformation, and strategy. She most recently served as Senior Vice President, Enterprise Strategy and Growth, and earlier led Financial Planning and Analysis, Strategy, and Treasury, with prior experience at The Western Union Company and Unilever.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 EX-101.SCH 2.6 KB
• EX-101 EX-101.LAB 14.9 KB
• EX-101 EX-101.PRE 9.5 KB