Insider Filing: USIO SVP Converts 4,000 RSUs, Returns 1,362 Shares for Taxes

Rhea-AI Filing Summary

Jerry Uffner, Senior Vice President, Card Issuing at Usio, Inc. (USIO), filed an amended Form 4 reporting insider transactions on 06/21/2025. 4,000 restricted stock units vested and were converted into 4,000 shares of common stock via a Rule 10b5-1 or plan-coded transaction (code M). To satisfy tax withholding, 1,362 shares were returned to the issuer at the closing price of $1.44 per share.

After these transactions the Form shows beneficial ownership of 204,000 common shares following the vesting event and 202,638 common shares after the shares were returned for taxes. The reporting person also has 38,000 restricted stock unit equivalents listed as derivative securities following the reported transactions.

Positive

• RSU vesting converted to common stock (4,000 shares), reflecting compensation delivered as equity
• Amended Form 4 filed, demonstrating compliance and transparency with Section 16 reporting

Negative

• Shares surrendered for tax withholding (1,362 shares) reduced the net share increase from vesting

Insights

Corporate Governance Expert

TL;DR: Routine insider vesting and tax withholding disclosed; immaterial to capital structure but important for transparency.

The filing documents a standard compensation vesting event where 4,000 RSUs vested and converted to common stock and 1,362 shares were returned to the company to cover taxes at $1.44 per share. This is an administrative, non-cash change that adjusts the insider's reported direct holdings from 204,000 to 202,638 shares. The filing is an amended Form 4, indicating a correction or update to a prior report and demonstrates compliance with Section 16 reporting obligations.

Executive Compensation Analyst

TL;DR: Compensation-driven issuance from RSU vesting; tax-sourced share surrender reduced net share increase.

The transaction reflects normal equity compensation mechanics: 4,000 RSUs vested and converted into common stock with a simultaneous sell-to-cover of 1,362 shares at the closing price of $1.44. The report also shows the reporting person retains 38,000 RSU equivalents post-transaction. This is consistent with scheduled vesting rather than discretionary grants or market purchases, and has minimal dilutive impact relative to typical company float sizes.

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
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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^*

Uffner Jerry

(Last) (First) (Middle)

3611 PAESANOS PARKWAY

SUITE 300

(Street)

SAN ANTONIO TX 78231

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Usio, Inc. [ USIO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Card Issuing

3. Date of Earliest Transaction (Month/Day/Year)
06/21/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
06/24/2024

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	06/21/2025		M		4,000(1)	A	$1.44	204,000	D
Common Stock	06/21/2025		F		1,362(2)	D	$1.44	202,638	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
Restriced Stock Units	$0.0000	06/21/2025		M			4,000(1)	06/21/2025	06/21/2034	Common Stock	4,000(1)	$0.0000	38,000	D

Explanation of Responses:

1. The reporting person received these shares of common stock due to the vesting and subsequent conversion of restricted stock units granted on 6/21/2024 and vested 6/21/2025.

2. The reporting person returned 1,362 shares to the issuer at the closing price on 6/21/2025 of 1.44 to cover taxes due.

	/s/ Jerry Uffner	06/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did the Usio (USIO) Form 4/A filed by Jerry Uffner report?

The filing reports the vesting and conversion of 4,000 restricted stock units into common stock on 06/21/2025 and the return of 1,362 shares to the issuer to cover taxes at $1.44 per share.

How many shares did Jerry Uffner beneficially own after the reported transactions?

The Form shows 204,000 common shares following the vesting event and 202,638 common shares after the tax-related share return.

How many RSU equivalents remain after the transaction?

The filing indicates the reporting person has 38,000 restricted stock units or derivative securities beneficially owned following the reported transactions.

At what price were the tax-withholding shares surrendered?

The 1,362 shares surrendered to cover taxes were returned at the closing price of $1.44 per share on 06/21/2025.

Was this Form 4 a new filing or an amendment?

This filing is an amended Form 4 (designated 4/A) and references an earlier filing dated 06/24/2024 as the original.