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CPI Card CFO granted 1,816 RSUs, tax shares withheld

CFO Terra Lee Grantham’s RSU vesting led CPI Card Group to withhold 229 shares for taxes at $28.83, not via open-market sales.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CPI Card Group Inc. (PMTS) reported insider equity compensation activity by Chief Financial Officer Terra Lee Grantham. On August 31, 2026, Grantham received a grant of 1,816 Restricted Stock Units (RSUs), each representing one share of common stock, vesting in three substantially equal installments in 2027, 2028, and 2029.

On August 29–30, 2026, previously granted RSUs vested, resulting in the conversion of 537 and 257 RSUs, respectively, into equal numbers of common shares. In connection with these vestings, 155 and 74 shares of common stock were withheld at $28.83 per share to satisfy mandatory tax withholding requirements; these withholdings were not open-market sales.

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Insider Grantham Terra Lee
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Units F1, F5 1,816 $0.00 $0.00
Exercise Restricted Stock Units F1, F4 257 $0.00 $0.00
Exercise Common Stock F1 257 -- --
Tax Withholding Common Stock F2 74 $28.83 $2K
Exercise Restricted Stock Units F1, F3 537 $0.00 $0.00
Exercise Common Stock F1 537 -- --
Tax Withholding Common Stock F2 155 $28.83 $4K
Holdings After Transaction: Restricted Stock Units — 3,141 contracts (Direct); Common Stock — 16,213 shares (Direct)
Footnotes (5)
  1. F1. Each restricted stock unit ("RSU") represents the right to receive one common share of the Issuer upon vesting of such RSU.
  2. F2. Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting RSUs. Not an open market sale of securities.
  3. F3. This line reports RSUs that were awarded on the August 29, 2025 award date, which vested on the first anniversary of the award date. The remaining RSUs granted on the award date will vest in substantially equal installments on the second and third anniversaries of the award date, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
  4. F4. This line reports RSUs that were awarded on the August 30, 2024 award date, which vested in substantially equal installments on the first and second anniversaries of the award date. The remaining RSUs granted on the award date will vest in a substantially equal installment on the third anniversary of the award date, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
  5. F5. Represents a restricted stock unit award which vests in three substantially equal installments on August 31, 2027, 2028, and 2029, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
New RSU grant 1,816 RSUs Granted to CFO on August 31, 2026, each RSU for one common share
RSUs vested August 29, 2026 537 RSUs Converted into 537 shares of common stock upon vesting
RSUs vested August 30, 2026 257 RSUs Converted into 257 shares of common stock upon vesting
Shares withheld for taxes August 29, 2026 155 shares at $28.83 per share Withheld to satisfy mandatory tax withholding on RSU vesting
Shares withheld for taxes August 30, 2026 74 shares at $28.83 per share Withheld to satisfy mandatory tax withholding on RSU vesting
Derivative exercises 794 RSUs Total RSUs converted to common stock across M-code transactions
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents the right to receive one"
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.
vests in three substantially equal installments financial
"Represents a restricted stock unit award which vests in three subst"
mandatory tax withholding requirement financial
"Shares withheld by Issuer to satisfy the mandatory tax withholding"
not an open market sale of securities financial
"Not an open market sale of securities."
exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative"

FAQ

What insider equity award did PMTS grant to its CFO on August 31, 2026?
On August 31, 2026, PMTS Chief Financial Officer Terra Lee Grantham received a grant of 1,816 Restricted Stock Units (RSUs), each representing the right to receive one common share upon vesting, scheduled to vest in three substantially equal installments in 2027, 2028, and 2029.

How many PMTS RSUs vested for the CFO on August 29, 2026?
On August 29, 2026, 537 RSUs previously awarded to the CFO vested and were converted into 537 shares of PMTS common stock, in accordance with the original August 29, 2025 award’s vesting schedule described in the filing.

How many PMTS RSUs vested for the CFO on August 30, 2026?
On August 30, 2026, 257 RSUs previously awarded to the CFO vested and were converted into 257 shares of PMTS common stock, consistent with the August 30, 2024 award that vests in substantially equal annual installments over three years.

Were any of the CFO’s PMTS transactions open-market sales?
No. The filing states that 155 shares on August 29, 2026 and 74 shares on August 30, 2026 were withheld by the issuer to satisfy mandatory tax withholding upon RSU vesting, and explicitly notes these were not open-market sales of securities.

What tax withholding price was used for the PMTS shares withheld?
For both August 29 and August 30, 2026, the filing reports that shares withheld to satisfy mandatory tax withholding upon RSU vesting were valued at $28.83 per share, coded as transaction type F for payment of tax liability by delivering or withholding securities.

What is the vesting schedule of the new PMTS RSU grant to the CFO?
The new award of 1,816 RSUs to the CFO vests in three substantially equal installments on August 31, 2027, 2028, and 2029, subject to the reporting person’s continued service or as otherwise provided in the applicable award agreement.

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

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SEC Form 4
FORM 4UNITED 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*
Grantham Terra Lee
(Last)(First)(Middle)
10368 WEST CENTENNIAL ROAD
(Street)
LITTLETON COLORADO 80127
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CPI Card Group Inc. [ PMTS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/29/2026M537A(1)16,185D
Common Stock08/29/2026F(2)155D$28.8316,030D
Common Stock08/30/2026M257A(1)16,287D
Common Stock08/30/2026F(2)74D$28.8316,213D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)08/29/2026M537 (3) (3)Common Stock537$01,068D
Restricted Stock Units(1)08/30/2026M257 (4) (4)Common Stock257$0257D
Restricted Stock Units(1)08/31/2026A1,816 (5) (5)Common Stock1,816$01,816D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents the right to receive one common share of the Issuer upon vesting of such RSU.
2. Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting RSUs. Not an open market sale of securities.
3. This line reports RSUs that were awarded on the August 29, 2025 award date, which vested on the first anniversary of the award date. The remaining RSUs granted on the award date will vest in substantially equal installments on the second and third anniversaries of the award date, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
4. This line reports RSUs that were awarded on the August 30, 2024 award date, which vested in substantially equal installments on the first and second anniversaries of the award date. The remaining RSUs granted on the award date will vest in a substantially equal installment on the third anniversary of the award date, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
5. Represents a restricted stock unit award which vests in three substantially equal installments on August 31, 2027, 2028, and 2029, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
Remarks:
/s/ Darren Dragovich, attorney-in-fact09/01/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR