Interim CFO at CPI Card (PMTS) nets RSU shares after tax withholding

Rhea-AI Filing Summary

CPI Card Group Inc.'s interim chief financial officer, Terra Lee Grantham, exercised 404 restricted stock units, receiving the same number of common shares at a conversion price of $0.00 per share. To cover mandatory taxes on the RSU vesting, 114 common shares were withheld by the company at $14.19 per share, which is not an open-market sale. After these transactions, Grantham directly holds 14,954 common shares. The RSUs were part of an award granted on March 29, 2024, vesting over three years in three tranches of 33.4%, 33.3%, and 33.3%.

Insider Trade Summary

404 shares exercised/converted

Mixed 3 txns

Insider Grantham Terra Lee

Role Interim Chief Financial Off.

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	404	$0.00	--
Exercise	Common Stock	404	$0.00	--
Tax Withholding	Common Stock	114	$14.19	$2K

Holdings After Transaction: Restricted Stock Units — 404 shares (Direct); Common Stock — 15,068 shares (Direct)

Footnotes (1)

1. Each restricted stock unit ("RSU") represents the right to receive one common share of the Issuer upon vesting of such RSU. Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting of RSUs. Not an open market sale of securities. This line reports RSUs awarded on March 29, 2024, of which 33.4% vested on the first anniversary of the award date, 33.3% vested on the second anniversary of the award date, and the remaining 33.3% will vest 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.

Key Figures

RSUs exercised: 404 units / 404 shares Tax-withheld shares: 114 shares at $14.19 Shares held after transaction: 14,954 shares +1 more

4 metrics

RSUs exercised 404 units / 404 shares RSUs converted to common stock on March 29, 2026

Tax-withheld shares 114 shares at $14.19 Shares withheld to satisfy mandatory tax on RSU vesting

Shares held after transaction 14,954 shares Direct ownership after RSU conversion and tax withholding

RSU grant date March 29, 2024 Award vesting 33.4%, 33.3%, 33.3% over three years

Key Terms

Restricted Stock Units, tax withholding, vesting, derivative exercise/conversion

4 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents the right to receive one common share"

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.

tax withholding financial

"Shares withheld by Issuer to satisfy the mandatory tax withholding requirement"

Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

vesting financial

"33.4% vested on the first anniversary of the award date, 33.3% vested on the second"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

Form 4 Insider Transactions: What Each Field Means →

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^*

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Interim Chief Financial Off.

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/29/2026		M		404	A	(1)	15,068	D
Common Stock	03/29/2026		F(2)		114	D	$14.19	14,954	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	(1)	03/29/2026		M			404	(3)	(3)	Common Stock	404	$0	404	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. Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting of RSUs. Not an open market sale of securities.

3. This line reports RSUs awarded on March 29, 2024, of which 33.4% vested on the first anniversary of the award date, 33.3% vested on the second anniversary of the award date, and the remaining 33.3% will vest 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.

	/s/ Darren Dragovich, attorney-in-fact	03/31/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did CPI Card Group (PMTS) report for Terra Lee Grantham?

CPI Card Group reported that interim CFO Terra Lee Grantham exercised 404 restricted stock units into 404 common shares. This was a scheduled equity compensation event, not an open-market purchase, and reflects part of her long-term incentive vesting.

Did the CPI Card Group (PMTS) interim CFO sell shares in this Form 4 filing?

The interim CFO did not execute an open-market sale. Instead, 114 common shares were withheld by CPI Card Group at $14.19 per share to satisfy mandatory tax obligations related to vested RSUs, which is treated as a tax-withholding disposition.

How many CPI Card Group (PMTS) shares does Terra Lee Grantham hold after this transaction?

After the RSU vesting and tax withholding, Terra Lee Grantham directly holds 14,954 shares of CPI Card Group common stock. This total reflects the net position following receipt of 404 shares from RSU conversion and the withholding of 114 shares for taxes.

What are the key details of the RSU award reported by CPI Card Group (PMTS)?

The RSU award was granted on March 29, 2024, and vests in three tranches: 33.4% on the first anniversary, 33.3% on the second, and 33.3% on the third. Vesting depends on continued service or terms in the award agreement.

How many RSUs did the CPI Card Group (PMTS) interim CFO vest and convert in this filing?

In this filing, the interim CFO vested and converted 404 restricted stock units into 404 common shares at a $0.00 conversion price. Each RSU represents the right to receive one common share of CPI Card Group upon vesting.