STOCK TITAN

CPI Card Group (PMTS) CFO receives RSU and phantom stock awards

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

Rhea-AI Filing Summary

Grantham Terra Lee reported acquisition or exercise transactions in this Form 4 filing.

CPI Card Group Inc. reported that Chief Financial Officer Terra Lee Grantham received new equity-based compensation awards. She was granted 5,165 phantom stock units, each economically equivalent to one common share and settling in cash based on average closing price and performance metrics at the end of the performance period.

She also received 16,295 restricted stock units, each representing the right to receive one common share upon vesting. These RSUs vest in three substantially equal installments on June 30, 2027, 2028, and 2029, contingent on her continued service or as otherwise provided in the award agreements.

Positive

  • None.

Negative

  • None.
Insider Grantham Terra Lee
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Units 16,295 $0.00 --
Grant/Award Phantom Stock 5,165 $0.00 --
Holdings After Transaction: Restricted Stock Units — 16,295 shares (Direct, null); Phantom Stock — 12,714 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents the right to receive one common share of the Issuer upon vesting of such RSU. Represents a restricted stock unit award which vests in three substantially equal installments on June 30, 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. Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock. The award is scheduled to vest shortly following the Expiration Date and settle in cash based on a combination of the average closing price of the Issuer's common stock during the last month of the performance period and the achievement of certain performance metrics during the performance period, subject to the reporting person's continuous service through the vesting date or as otherwise provided for in the applicable award agreement.
Phantom stock grant 5,165 units Grant of phantom stock on 2026-06-30, each equals one common share economically
Phantom stock holdings after grant 12,714 units Total phantom stock units following the 5,165-unit award
RSU grant 16,295 units Restricted stock unit award on 2026-06-30, each for one common share
RSU vesting schedule June 30, 2027/2028/2029 RSUs vest in three substantially equal annual installments
Phantom stock settlement basis Average closing price, performance metrics Cash settlement based on last month’s average price and performance during period
Restricted Stock Unit financial
"Represents a restricted stock unit award which vests in three substantially equal installments"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
phantom stock financial
"Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
performance period financial
"during the last month of the performance period and the achievement of certain performance metrics"
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
vesting financial
"upon vesting of such RSU"
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.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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)
06/30/2026
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
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)06/30/2026A16,295 (2) (2)Common Stock16,295$016,295D
Phantom Stock(3)06/30/2026A5,16512/31/202812/31/2028Common Stock5,165$012,714D
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. Represents a restricted stock unit award which vests in three substantially equal installments on June 30, 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.
3. Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock. The award is scheduled to vest shortly following the Expiration Date and settle in cash based on a combination of the average closing price of the Issuer's common stock during the last month of the performance period and the achievement of certain performance metrics during the performance period, subject to the reporting person's continuous service through the vesting date or as otherwise provided for in the applicable award agreement.
/s/ Darren Dragovich, attorney-in-fact07/02/2026
** 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)

FAQ

What equity awards did CPI Card Group (PMTS) grant to its CFO?

CPI Card Group granted its CFO Terra Lee Grantham 5,165 phantom stock units and 16,295 restricted stock units. Both awards are equity-based compensation tied to the company’s common stock, subject to vesting and service or performance conditions described in the agreements.

How do the new RSU awards for CPI Card Group (PMTS) CFO vest?

The 16,295 restricted stock units vest in three substantially equal installments on June 30, 2027, June 30, 2028, and June 30, 2029. Vesting requires the CFO’s continued service through each date or satisfaction of alternative conditions in the applicable award agreement.

What is the structure of the phantom stock award at CPI Card Group (PMTS)?

Each phantom stock unit is economically equivalent to one common share but settles in cash. The award vests shortly after the stated expiration date and pays out based on average closing price during the last month of the performance period and achievement of defined performance metrics.

Does the CPI Card Group (PMTS) CFO receive common shares immediately from these awards?

The CFO does not receive common shares immediately. RSUs convert into one common share each only upon vesting, while phantom stock units are settled in cash after vesting. Both awards require continued service or meeting conditions under the award agreements.

Are the new CPI Card Group (PMTS) CFO awards open-market stock purchases or sales?

The awards are not open-market transactions. They are equity-based compensation grants reported with transaction code A, indicating grants or awards, at a stated price of zero per unit, rather than discretionary market purchases or sales of existing company shares.