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CPI Card Group (PMTS) CTO reports RSU vesting, tax withholding and new award

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

Rhea-AI Filing Summary

CPI Card Group Inc. Chief Technology Officer Ernesto Boada reported routine equity compensation activity. A prior restricted stock unit (RSU) award vested, delivering 748 common shares, while 216 shares were withheld by the company to cover mandatory tax obligations, which the filing notes is not an open-market sale. Boada also received a new grant of 3,205 RSUs that will vest in three roughly equal parts on May 29, 2027, 2028, and 2029, subject to continued service.

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Insider Boada Ernesto
Role Chief Technology Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 748 $0.00 --
Exercise Common Stock 748 $0.00 --
Tax Withholding Common Stock 216 $16.97 $4K
Grant/Award Restricted Stock Units 3,205 $0.00 --
Holdings After Transaction: Restricted Stock Units — 1,492 shares (Direct, null); Common Stock — 4,909 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.
Shares withheld for taxes 216 shares Common Stock withheld to satisfy mandatory tax withholding on RSU vesting
Shares from RSU vesting 748 shares Common Stock received upon RSU conversion on May 30, 2026
New RSU award size 3,205 RSUs Restricted Stock Units granted on May 29, 2026
RSU vesting schedule 3 installments New 3,205 RSUs vest on May 29, 2027, 2028, and 2029
Tax withholding value $16.97 per share Price used for 216-share tax withholding disposition
RSUs remaining from prior award 1,492 RSUs Restricted Stock Units after partial vesting of May 30, 2025 award
Restricted Stock Units financial
"The Form 4 lists transactions in "Restricted Stock Units" that convert into common stock."
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.
RSU financial
"Each restricted stock unit ("RSU") represents the right to receive one common share."
Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.
tax withholding financial
"Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting of RSUs."
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.
derivative security financial
"Transaction code M is described as the exercise or conversion of a derivative security."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
grant, award, or other acquisition financial
"Transaction code A is described as a grant, award, or other acquisition."
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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*
Boada Ernesto

(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)
Chief Technology Officer
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 Stock05/30/2026M748A(1)4,909D
Common Stock05/30/2026F(2)216D$16.974,693D
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)05/29/2026A3,205 (3) (3)Common Stock3,205$03,205D
Restricted Stock Units(1)05/30/2026M748 (4) (4)Common Stock748$01,492D
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.
/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)

FAQ

What insider transactions did CPI Card Group (PMTS) report for Ernesto Boada?

CPI Card Group reported RSU-related transactions for CTO Ernesto Boada. RSUs vested into 748 common shares, 216 shares were withheld for taxes, and he received a new grant of 3,205 RSUs subject to multi‑year vesting and continued service conditions.

How many shares were withheld for taxes in the latest PMTS Form 4 filing?

The Form 4 shows 216 common shares were withheld to satisfy mandatory tax withholding when RSUs vested. The filing specifies this withholding was not an open‑market sale, but rather shares retained by the issuer to cover the tax liability.

What new restricted stock unit grant did PMTS CTO Ernesto Boada receive?

Ernesto Boada received a new award of 3,205 restricted stock units. According to the filing, these RSUs will vest in three substantially equal installments on May 29, 2027, May 29, 2028, and May 29, 2029, assuming he continues in service or as otherwise provided.

How many shares did CPI Card Group RSUs convert into for Ernesto Boada?

The Form 4 shows RSUs converting into 748 common shares of CPI Card Group. Each RSU represents the right to receive one common share upon vesting, so 748 vested RSUs resulted in 748 newly acquired common shares for the reporting person.

Are the PMTS insider transactions by Ernesto Boada open-market buys or sells?

The reported transactions are RSU-related, not open-market trades. Shares were acquired through RSU vesting and 216 shares were withheld by the issuer for taxes. The filing explicitly states this withholding is not an open-market sale of securities.

How do the vesting terms work for Ernesto Boada’s new PMTS RSU award?

The 3,205 new RSUs vest in three substantially equal installments on May 29, 2027, 2028, and 2029. Vesting is conditioned on Mr. Boada’s continued service through each vesting date or as otherwise provided in the applicable award agreement.