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  4. [Form 4] CPI Card Group Inc. Insider Trading Activity

PMTS insider: 1,004 shares withheld at $15.64 for taxes

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

Rhea-AI Filing Summary

CPI Card Group (PMTS) reported an insider equity transaction by its Chief Legal/Compliance Officer. On 10/31/2025, 3,489 common shares were acquired upon RSU vesting (code M), and 1,004 shares were withheld (code F) at $15.64 to cover taxes. Following these transactions, 2,485 common shares were beneficially owned directly. RSUs outstanding after the event were 6,976. The award granted on 10/31/2024 vests 33.4% after one year, then 33.3% annually over the next two years.

Positive

  • None.

Negative

  • None.
Insider Dragovich Darren
Role Chief Legal/Compliance Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 3,489 $0.00 --
Exercise Common Stock 3,489 $0.00 --
Tax Withholding Common Stock 1,004 $15.64 $16K
Holdings After Transaction: Restricted Stock Units — 6,976 shares (Direct); Common Stock — 3,489 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 33.4% of the RSUs that were awarded on the October 31, 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.
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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*
Dragovich Darren
(Last) (First) (Middle)
C/O CPI CARD GROUP INC.
10368 WEST CENTENNIAL ROAD
(Street)
LITTLETON CO 80127
(City) (State) (Zip)
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)
Chief Legal/Compliance Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 10/31/2025 M 3,489 A (1) 3,489 D
Common Stock 10/31/2025 F(2) 1,004 D $15.64 2,485 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) 10/31/2025 M 3,489 (3) (3) Common Stock 3,489 $0 6,976 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 33.4% of the RSUs that were awarded on the October 31, 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.
/s/ Darren Dragovich 11/03/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did CPI Card Group (PMTS) report on Form 4?

An officer’s RSU vesting on 10/31/2025 resulting in acquisition of 3,489 common shares and tax withholding of 1,004 shares at $15.64.

Who was the reporting person in PMTS’s Form 4?

The company’s Chief Legal/Compliance Officer.

How many PMTS shares were owned after the transaction?

Direct beneficial ownership was 2,485 common shares after the reported transactions.

How many RSUs remain outstanding for the reporting person?

The filing shows 6,976 RSUs beneficially owned following the transaction.

What was the purpose of the 1,004-share disposition?

Shares were withheld by the issuer to satisfy mandatory tax withholding upon RSU vesting; it was not an open market sale.

What is the vesting schedule for the reported RSUs?

Awarded on 10/31/2024, vesting is 33.4% after one year, then 33.3% on each of the next two anniversaries.