TransAct Technologies (TACT) CFO receives PSU grant and converts units into common stock

Rhea-AI Filing Summary

TransAct Technologies President and CFO Steven A. DeMartino reported equity award activity involving performance stock units (PSUs) and common stock. He received a grant of 62,620 PSUs at no cost and exercised 20,873 PSUs that converted into an equal number of common shares on a one-for-one basis. Following these transactions, he directly held 177,929 shares of common stock and 41,747 PSUs. A separate disposition of 7,082 common shares at $3.49 per share was made to cover tax liabilities related to the award, rather than an open-market sale. The PSUs were issued under the company’s 2014 Equity Incentive Plan and vest in three equal installments on February 24, 2026, February 24, 2027, and February 24, 2028, with the final payout level based on 2025 revenue and adjusted EBITDA performance at a 155% achievement level.

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^*

DEMARTINO STEVEN A

(Last) (First) (Middle)

ONE HAMDEN CENTER

2319 WHITNEY AVENUE, SUITE 3B

(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)
	President, CFO, Treas. & Secr.

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		20,873(1)	A	(1)	177,929	D
Common Stock	02/24/2026		F		7,082	D	$3.49	170,847	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		62,620		(2)	(2)	Common Stock	62,620	(2)	62,620	D
Performance Stock Units	(1)	02/24/2026		M			20,873	(1)	(1)	Common Stock	20,873	(1)	41,747	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%.

	Steven A. DeMartino	02/26/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did TACT executive Steven DeMartino report on this Form 4?

Steven DeMartino reported a grant of 62,620 performance stock units, the exercise of 20,873 PSUs into common stock, and a related disposition of 7,082 common shares to satisfy tax obligations, all on February 24, 2026, under the company’s equity plan.

How many TransAct Technologies (TACT) shares does Steven DeMartino hold after these transactions?

After the reported transactions, Steven DeMartino directly holds 170,847 shares of TransAct Technologies common stock and 41,747 performance stock units, reflecting both the PSU conversion into shares and the shares withheld to cover tax liabilities associated with the equity awards.

What are the vesting terms of the performance stock units reported by TACT’s CFO?

The performance stock units vest in three equal installments on February 24, 2026, February 24, 2027, and February 24, 2028. On each vesting date, the PSUs convert into common stock on a one-for-one basis, consistent with the company’s 2014 Equity Incentive Plan.

How was the 155% payout for TACT performance stock units determined?

The 155% payout level was based on actual 2025 results measured against a payout matrix using revenue and adjusted EBITDA metrics. These performance criteria under the 2014 Equity Incentive Plan determined how many performance stock units were earned by Steven DeMartino for that year.

Was the 7,082-share disposition by TACT’s CFO an open-market sale?

No, the 7,082-share disposition was reported under code F, meaning it was used to pay the exercise price or satisfy tax liabilities. This indicates a tax-withholding transaction rather than a discretionary open-market sale of TransAct Technologies common stock.

What equity plan governs the PSUs granted to TransAct Technologies (TACT) CFO?

The performance stock units were issued under TransAct Technologies’ 2014 Equity Incentive Plan, as amended and restated. This plan sets the terms for PSU grants, vesting schedules, performance metrics, and the one-for-one conversion of vested units into common stock.