Usio insider Greg Carter acquires 6,000 shares, withholds 1,779 for taxes

Rhea-AI Filing Summary

Form 4 Overview: On 06/21/2025, Usio, Inc. (USIO) Executive Vice-President & Chief Revenue Officer Greg M. Carter reported two insider transactions related to the vesting of restricted stock units (RSUs).

Non-Derivative Activity: Carter acquired 6,000 common shares (Transaction Code M) at a price of $1.44 following RSU conversion. To cover statutory tax withholdings, he disposed of 1,779 shares (Transaction Code F) at the same $1.44 price. After these moves, his direct ownership increased by 4,221 shares to 404,076 common shares.

Derivative Activity: Table II shows 6,000 RSUs exercised at a $0.00 conversion price, corresponding to the shares received. Carter now retains 16,000 RSUs that remain unconverted and continue to represent potential future equity.

Valuation Snapshot: Using the disclosed $1.44 per-share price, the newly retained shares represent an incremental market value of roughly $6,078, while the gross value of shares withheld for taxes was about $2,562.

Context & Implications: The filing reflects routine incentive-based vesting rather than open-market buying. Nevertheless, the net share increase modestly aligns executive interests with shareholders without signaling major strategic shifts. No other material transactions or change-in-control indicators were disclosed.

Positive

• Executive’s direct shareholding increased by 4,221 shares, modestly improving alignment with shareholder interests.
• 16,000 RSUs remain outstanding, indicating continued long-term incentive exposure for the officer.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine RSU vesting; net +4,221 shares, minor positive alignment, limited market impact.

The Form 4 reveals a standard executive compensation event. Carter converted 6,000 RSUs, surrendered 1,779 shares for tax, and boosted his direct stake to 404,076 shares. The monetary value (~$6k) is immaterial relative to Usio’s market cap, and there is no open-market purchase that would signal confidence on valuation. Retaining 16,000 RSUs keeps future equity upside. Overall, the disclosure is procedural with negligible dilution and minimal read-through for broader investors.

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^*

Carter Greg M

(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)
	EVP, Chief Revenue Officer

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

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	06/21/2025		M		6,000(2)	A	$1.44	405,855	D
Common Stock	06/21/2025		F		1,779(1)	D	$1.44	404,076	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			6,000(2)	06/21/2025	06/21/2034	Common Stock	6,000	$0.0000	16,000	D

Explanation of Responses:

1. The reporting person returned 1,779 shares to the issuer at the closing price on 6//21/2025 of 1.44 to cover taxes due.

2. 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.

	/s/ Greg Carter	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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did Usio (USIO) EVP Greg Carter report on Form 4?

He acquired 6,000 shares via RSU vesting and disposed of 1,779 shares for taxes, netting +4,221 shares.

How many Usio shares does Greg Carter now own directly?

After the transactions, he directly owns 404,076 common shares.

What was the transaction price disclosed in the Form 4?

Both the acquisition and tax-related disposition used a $1.44 per-share price.

How many restricted stock units does Carter still hold?

He retains 16,000 RSUs that could convert into common shares in the future.

Was the transaction part of a Rule 10b5-1 trading plan?

The filing does not indicate the use of a Rule 10b5-1 plan for these transactions.

Does this Form 4 signal any major strategic change at Usio?

No. The filing reflects routine incentive compensation vesting, with no strategic developments disclosed.