TransAct (NASDAQ: TACT) CTO reports PSU grant, 155% payout and tax share disposal

Rhea-AI Filing Summary

TransAct Technologies Chief Technology Officer Brent Richstmeier reported equity compensation activity tied to 2025 performance. On February 24, 2026, he received a grant of 39,215 Performance Stock Units (PSUs) that vest in three equal installments on February 24, 2026, 2027 and 2028. On the same date, 13,072 PSUs previously issued on May 1, 2025 converted into an equal number of common shares, reflecting a 155% payout based on 2025 revenue and Adjusted EBITDA results. To cover taxes related to this vesting, 3,879 common shares were disposed of at $3.49 per share, leaving Richstmeier with 21,695 common shares directly owned after these transactions.

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

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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^*

Richstmeier Brent

(Last) (First) (Middle)

2319 WHITNEY AVENUE

(Street)

HAMDEN CT 06518

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRANSACT TECHNOLOGIES INC [ TACT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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	02/24/2026		M		13,072(1)	A	(1)	25,574	D
Common Stock	02/24/2026		F		3,879	D	$3.49	21,695	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
Performance Stock Units	(2)	02/24/2026		A		39,215		(2)	(2)	Common Stock	39,215	(2)	39,215	D
Performance Stock Units	(1)	02/24/2026		M			13,072	(1)	(1)	Common Stock	13,072	(1)	26,143	D

Explanation of Responses:

1. Performance Stock Units issued on May 1, 2025 pursuant to the Company's 2014 Equity Incentive Plan, as Amended and Restated, vesting in three equal installments on February 24, 2026, February 24, 2027 and February 24, 2028, that have converted to common stock on a one-for-one basis.

2. Performance Stock Units issued on May 1, 2025 pursuant to the Company's 2014 Equity Incentive Plan, as Amended and Restated, which vest in three equal installments on February 24, 2026, February 24, 2027 and February 24, 2028 and convert to common stock on a one-for-one basis on each vesting date. The PSUs were earned on a variable basis dependent upon level of achievement against a payout matrix, which was based on Revenue and Adjusted EBITDA metrics for the calendar year 2025. Based on actual 2025 results, the payout was 155%.

	/s/ Steven A. DeMartino, Attorney-in-Fact for Brent Richtsmeier	02/26/2026
	** Signature of Reporting Person	Date
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FAQ

What equity awards did TACT Chief Technology Officer Brent Richstmeier receive?

Brent Richstmeier received a grant of 39,215 Performance Stock Units that vest in three equal installments on February 24, 2026, 2027 and 2028. These units were issued under TransAct’s 2014 Equity Incentive Plan, as amended and restated.

How were Brent Richstmeier’s TransAct Technologies PSUs earned for 2025?

The Performance Stock Units were earned based on 2025 revenue and Adjusted EBITDA against a payout matrix. Actual 2025 results produced a 155% payout, determining how many PSUs ultimately converted into common stock for the Chief Technology Officer.

How many TransAct Technologies PSUs converted to common stock for the CTO?

On February 24, 2026, 13,072 Performance Stock Units converted into 13,072 shares of TransAct common stock. The units convert to common stock on a one-for-one basis on each vesting date under the company’s equity incentive plan.

Why did Brent Richstmeier dispose of TransAct Technologies shares in this Form 4?

Richstmeier disposed of 3,879 shares of TransAct common stock at $3.49 per share to satisfy tax obligations. The transaction is coded “F,” indicating payment of exercise price or tax liability by delivering securities rather than an open-market sale.

How many TransAct Technologies common shares does the CTO hold after these transactions?

Following the February 24, 2026 transactions, Brent Richstmeier directly owns 21,695 shares of TransAct Technologies common stock. This figure reflects PSU conversion into common stock and the share disposition to cover associated tax liabilities.

What is the vesting schedule for Brent Richstmeier’s new TransAct PSUs?

The 39,215 Performance Stock Units vest in three equal installments on February 24, 2026, February 24, 2027 and February 24, 2028. On each vesting date, vested units convert to an equal number of TransAct common shares on a one-for-one basis.