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CPI Card Group (PMTS) officer logs RSU grant, vesting and tax share withholding

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

Rhea-AI Filing Summary

CPI Card Group Inc. Controller & Chief Accounting Officer Donna Abbey Carmignani reported routine equity compensation activity involving restricted stock units (RSUs) and related tax withholding. On May 29, she received a grant of 1,191 RSUs that will vest in three annual installments starting in 2027.

On May 30 and May 31, previously granted RSUs vested and were converted into 299 and 273 common shares, respectively, at a stated price of $0.00 per share. To cover mandatory tax withholding on these vestings, the issuer withheld 86 and 79 common shares at $16.97 per share, which the filing states are not open-market sales.

After these transactions, Carmignani directly holds 5,964 common shares and 1,191 RSUs. The filing shows no open-market purchases or sales, only RSU grants, vesting, and tax-related share withholding, which are typical elements of executive compensation.

Positive

  • None.

Negative

  • None.
Insider Carmignani Donna Abbey
Role Controller & Chief Acct. Off.
Type Security Shares Price Value
Exercise Restricted Stock Units 273 $0.00 --
Exercise Common Stock 273 $0.00 --
Tax Withholding Common Stock 79 $16.97 $1K
Exercise Restricted Stock Units 299 $0.00 --
Exercise Common Stock 299 $0.00 --
Tax Withholding Common Stock 86 $16.97 $1K
Grant/Award Restricted Stock Units 1,191 $0.00 --
Holdings After Transaction: Restricted Stock Units — 273 shares (Direct, null); Common Stock — 5,964 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. Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting of RSUs. Not an open market sale of securities. Represents a restricted stock unit award which vests in three substantially equal installments on May 29, 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. This line reports RSUs that were awarded on the May 30, 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. This line reports RSUs that were awarded on the May 31, 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.
New RSU grant 1,191 RSUs Awarded May 29 as a restricted stock unit grant
RSUs exercised May 30 299 shares RSUs converted into common stock at $0.00 per share
RSUs exercised May 31 273 shares RSUs converted into common stock at $0.00 per share
Tax withholding shares 165 shares Shares withheld to satisfy mandatory tax obligations
Withholding price $16.97 per share Price used for tax-withholding dispositions on May 30–31
Common shares held 5,964 shares Direct common stock ownership after latest transaction
RSUs outstanding 1,191 RSUs Restricted stock units remaining after reported transactions
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents the right to receive one common share of the Issuer upon vesting"
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.
mandatory tax withholding requirement financial
"Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting of RSUs."
open market sale of securities financial
"Not an open market sale of securities."
grant, award, or other acquisition financial
"Grant, award, or other acquisition"
Exercise or conversion of derivative security financial
"Exercise or conversion of derivative security"
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Form 4 Insider Transactions: What Each Field Means →
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*
Carmignani Donna Abbey
(Last)(First)(Middle)
C/O CPI CARD GROUP INC.
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)
Controller & Chief Acct. Off.
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026		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 Stock05/30/2026M299A(1)5,777D
Common Stock05/30/2026F(2)86D$16.975,691D
Common Stock05/31/2026M273A(1)5,964D
Common Stock05/31/2026F(2)79D$16.975,885D
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)05/29/2026A1,191 (3) (3)Common Stock1,191$01,191D
Restricted Stock Units(1)05/30/2026M299 (4) (4)Common Stock299$0594D
Restricted Stock Units(1)05/31/2026M273 (5) (5)Common Stock273$0273D
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. Represents a restricted stock unit award which vests in three substantially equal installments on May 29, 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.
4. This line reports RSUs that were awarded on the May 30, 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.
5. This line reports RSUs that were awarded on the May 31, 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.
/s/ Darren Dragovich, attorney-in-fact06/02/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did CPI Card Group (PMTS) report for Donna Abbey Carmignani?

Donna Abbey Carmignani reported RSU grants, vesting, and tax withholding transactions. She received 1,191 new RSUs, had prior RSUs convert into common shares, and the issuer withheld 165 shares at $16.97 per share to satisfy mandatory tax obligations.

Did CPI Card Group (PMTS) show any open-market stock sales by Donna Abbey Carmignani?

The filing states there were no open-market stock sales. Shares were withheld by the issuer to cover mandatory tax withholding upon RSU vesting, which the document explicitly notes are not open-market sales of CPI Card Group common stock.

How many CPI Card Group (PMTS) shares does Donna Abbey Carmignani hold after these transactions?

After the reported transactions, Carmignani directly holds 5,964 common shares. In addition, she holds 1,191 restricted stock units, each representing the right to receive one CPI Card Group common share upon future vesting, subject to continued service conditions.

What new restricted stock unit award did Donna Abbey Carmignani receive from CPI Card Group (PMTS)?

She received a new award of 1,191 restricted stock units. According to the filing, this RSU grant vests in three substantially equal installments on May 29 of 2027, 2028, and 2029, contingent on her continued service or as otherwise provided in the award agreement.

How were previously granted RSUs for CPI Card Group (PMTS) vesting in 2026 treated?

Previously granted RSUs vested and converted into common shares in 2026. Awards originally granted in May 2024 and May 2025 vested in installments around their anniversaries, with shares issued and a portion withheld by the issuer to satisfy mandatory tax withholding requirements.