CPI Card (PMTS) Form 4: CEO RSUs vest, tax-withholding at $15.58
Rhea-AI Filing Summary
John Lowe, President, CEO and a director of CPI Card Group Inc. (PMTS), reported multiple restricted stock unit (RSU) vesting events and related share transactions between 08/29/2025 and 08/31/2025. The filing shows an award of 26,106 RSUs on 08/29/2025 and vesting-related acquisitions of common stock: 4,133 shares acquired on 08/30/2025 and 5,067 shares acquired on 08/31/2025. The issuer withheld 1,818 and 2,230 shares on 08/30/2025 and 08/31/2025, respectively, to satisfy mandatory tax withholding at a reported price of $15.58 per share. The latest reported total beneficial ownership shown is 51,197 common shares (direct). Vesting schedules are described: typical 33.4%/33.3%/33.3% or staged vesting for prior awards.
Positive
- Clear disclosure of RSU awards and vesting dates providing transparency into executive compensation
- Vesting structure uses multi-year schedules (33.4%/33.3%/33.3%) which align incentives over time
- Beneficial ownership reported with direct ownership totals (latest shown: 51,197 shares)
Negative
- Shares withheld for taxes reduced net share increase (withholdings of 1,818 and 2,230 shares)
- No open-market purchases reported that would indicate incremental insider cash investment
Insights
TL;DR: Insider reported routine executive RSU vesting and tax-withholdings; transactions are standard compensation events without additional disclosures.
The Form 4 documents scheduled RSU vesting and the conversion of RSUs into common shares, with mandatory withholding to cover taxes. The reporting person holds direct beneficial ownership and filed through an attorney-in-fact. There are no open-market sales reported; the transactions are characterized primarily as issuance/vesting and withholding rather than disposals. For governance review, these are typical equity-compensation-related disclosures and do not, by themselves, indicate changes in control or unusual insider selling.
TL;DR: The filing details RSU vesting cadence and share withholdings; award sizes and withholding quantities are clearly reported.
The submission quantifies a 26,106 RSU award and smaller vesting tranches converting to a total of 9,200+ common shares acquired across two days, offset by 4,048 shares withheld for taxes at $15.58 per share. Vesting schedules for recent awards follow multi-year cliffs and pro rata schedules (33.4%/33.3%/33.3% or specified second/third-year tranches), consistent with retention-focused executive pay design. No cash purchases or option exercises are recorded.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 1,112 | $0.00 | -- |
| Exercise | Restricted Stock Units | 3,955 | $0.00 | -- |
| Exercise | Common Stock | 5,067 | $0.00 | -- |
| Tax Withholding | Common Stock | 2,230 | $15.58 | $35K |
| Exercise | Restricted Stock Units | 4,133 | $0.00 | -- |
| Exercise | Common Stock | 4,133 | $0.00 | -- |
| Tax Withholding | Common Stock | 1,818 | $15.58 | $28K |
| Grant/Award | Restricted Stock Units | 26,106 | $0.00 | -- |
Footnotes (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. 33.4% of the RSUs reported on this line vest on the first anniversary of the August 29, 2025 award date, 33.3% will vest on the second anniversary of the award date, and 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. This line reports 33.4% of the RSUs that were awarded on the August 30, 2024 award date, which vested on the first anniversary of the award date. The subsequent 33.3% will vest 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. This line reports the remaining 50% of the RSUs that were awarded on the August 31, 2023 award date, which vested on the second anniversary of the award date. This line reports 33.3% of the RSUs that were awarded on the August 31, 2023 award date, which vested on the second anniversary of the award date. 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.
