[Form 4] CPI Card Group Inc. Insider Trading Activity

Rhea-AI Filing Summary

Marc Sheinbaum, a director of CPI Card Group Inc. (PMTS), received equity awards and recorded changes in ownership. The filing shows 1,948 restricted stock units (RSUs) granted on August 29, 2025 that vest on the first anniversary of that award date, subject to continued service. It also reports 924 deferred RSUs awarded August 30, 2024 that vested on their 12-month anniversary and were issued as common stock on August 30, 2025. Following the reported transactions, the director directly beneficially owns 16,527 shares and holds 1,948 RSUs

Positive

• Equity compensation vested, converting 924 deferred RSUs into common stock, which aligns incentives between the director and shareholders
• Clear disclosure of outstanding RSUs (1,948) with specified vesting, enhancing transparency around future potential dilution

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received vested and deferred RSUs, modestly increasing direct share ownership; transactions appear routine compensation-related awards.

The filing documents standard equity compensation activity for a director: time-based RSUs that vest with continued service and deferred RSUs that converted to common stock upon vesting. The director's direct beneficial ownership after these transactions is reported as 16,527 shares, with 1,948 RSUs remaining subject to future vesting. No departures, option exercises for cash, or unusual transfer codes are disclosed. This pattern aligns with typical board or executive equity compensation and retention practices.

Securities Analyst

TL;DR: Report reflects equity issuance from compensation; transactions are informational and unlikely to be material to enterprise value alone.

The schedule shows the mechanics: awards granted, deferred RSUs vested and were issued as common shares, and additional RSUs remain outstanding with specified vesting conditions. The numbers—924 shares issued and 1,948 RSUs outstanding—are explicit in the filing. There is no evidence here of market-disclosed sales, pledges, or derivative exercises that would meaningfully change float or signal liquidity events. Impact on share count is limited to issuance of vested deferred RSUs.

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
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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^*

SHEINBAUM MARC

(Last) (First) (Middle)

C/O CPI CARD GROUP INC.

10368 WEST CENTENNIAL ROAD

(Street)

LITTLETON CO 80127

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CPI Card Group Inc. [ PMTS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/30/2025		M		924	A	(1)	16,527	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
Restricted Stock Units(2)	(1)	08/29/2025		A		1,948		(3)	(3)	Common Stock	1,948	$0	1,948	D
Restricted Stock Units	(1)	08/30/2025		M			924	(4)	(4)	Common Stock	924	$0	0	D

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. This line represents deferred RSUs. The shares of Common Stock underlying these RSUs will be issued to the Reporting Person following the Reporting Person's separation from service with the Issuer.

3. The 1,948 RSUs reported on this line vest on the first anniversary of the August 29, 2025 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 100% of the deferred RSUs that were awarded on the August 30, 2024 award date, which vested on the 12 month anniversary of the award date.

	Darren Dragovich, attorney-in-fact	09/03/2025
	** 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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FAQ

What changes in Marc Sheinbaum's ownership of PMTS shares are reported?

The filing reports 924 deferred RSUs vested and issued as common stock, and after transactions the reporting person directly owns 16,527 shares.

How many RSUs does the director have that could convert to PMTS common stock?

The filing shows 1,948 restricted stock units awarded August 29, 2025 that vest on the first anniversary of that award date.

Did the director sell any PMTS shares in this filing?

No. The transactions reported are vesting and issuance of RSUs into common stock; there are no sales or dispositions reported.

When did the deferred RSUs vest and convert to shares?

The deferred RSUs awarded on August 30, 2024 vested on the 12-month anniversary and were issued as common stock on August 30, 2025.

Does this Form 4 show any indirect ownership changes or special arrangements?

The filing indicates direct (D) ownership for the reported shares and RSUs; no indirect ownership or special arrangements are disclosed.