Insider Update: Usio Director Brad Rollins Converts 7k RSUs to Stock

Rhea-AI Filing Summary

Usio, Inc. (USIO) – Form 4 insider filing dated 06/23/2025

Director Brad Rollins reported the conversion of 7,000 restricted stock units (RSUs) into common shares on 06/21/2025. The transaction is coded “M,” indicating the automatic disposition of the derivative (RSUs) and acquisition of underlying common stock upon vesting. The stated conversion price is $1.44 per share, though RSUs typically convert at no cash cost to the insider.

Following the settlement, Rollins’ directly held stake increases to 129,667 common shares. The derivative holdings column shows 21,000 RSUs remain outstanding, with an exercise price of $0.00 and an expiration date of 06/21/2034.

No sale of shares occurred, no 10b5-1 trading plan was referenced, and the filing does not indicate that Rollins is relinquishing Section 16 reporting status. The transaction represents routine equity compensation vesting rather than an open-market purchase.

• Insider role: Director (non-officer)
• Transaction type: RSU vesting (Code M)
• Shares acquired: 7,000
• Total direct ownership post-transaction: 129,667 shares

While the absolute share count is modest relative to Usio’s float, incremental insider ownership can signal confidence and improve alignment with shareholders. However, the event is considered routine and is unlikely to have a material impact on valuation or liquidity.

Positive

• Insider ownership increased by 7,000 shares, signalling continued alignment with shareholders
• Filing was timely and compliant with Section 16 requirements, indicating good governance practices

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine RSU vesting—insider adds 7k shares, now holds ~130k; immaterial but marginally positive alignment.

The Form 4 discloses standard equity compensation settlement. No open-market buying pressure exists because shares were issued from the company’s equity plan, not purchased. Post-vesting ownership (129,667 shares) represents only a small fraction of Usio’s ~26 million share count, limiting market impact. Still, the absence of sales and continued accumulation modestly reinforces insider confidence. From a valuation standpoint, dilution is negligible, and there are no red flags such as simultaneous share disposals or early option exercises.

Corporate Governance Expert

TL;DR: Governance-neutral event; standard 2024 RSUs vested on schedule—no compliance or control concerns.

The transaction follows the original grant timeline (06/21/2024 → 06/21/2025) and complies with Section 16 reporting within two business days. No Rule 10b5-1 plan is cited, suggesting voluntary disclosure discipline. The director’s continuing stake supports alignment without triggering concentration risks. No indications of board turnover or changes in beneficial ownership thresholds are present, thus the filing is governance-neutral.

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^*

Rollins Brad

(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)

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

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		7,000(1)	A	$1.44	129,667	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			7,000	06/21/2025	06/21/2034	Common Shares	7,000(1)	$0.0000	21,000	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.

	/s/ Brad Rollins	06/23/2025
	** 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

How many Usio (USIO) shares did Director Brad Rollins acquire on 06/21/2025?

He acquired 7,000 common shares through the vesting of RSUs.

What is Brad Rollins’ total direct ownership in USIO after this Form 4 transaction?

Post-transaction, Rollins directly owns 129,667 common shares.

Did the transaction involve a cash outlay or open-market purchase?

No. The shares resulted from automatic RSU conversion; no open-market purchase occurred.

How many restricted stock units does Rollins still hold after the conversion?

He retains 21,000 RSUs with a $0.00 exercise price, expiring 06/21/2034.

Does this filing reference a Rule 10b5-1 trading plan?

No Rule 10b5-1 plan is mentioned in the Form 4.