UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): April 7, 2025

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CASS INFORMATION SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

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Missouri	000-20827	43-1265338
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)


12444 Powerscourt Drive, Suite 550 St. Louis, Missouri			63131
(Address of principal executive offices)			(Zip Code)

(314) 506-5500

(Registrant’s telephone number, including area code)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act.

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act.

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol

Name of each exchange
on which registered

Common Stock, par value $0.50 per share

CASS

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events

On April 8, 2025, Cass Information Systems, Inc. (the “Company”) issued a press release announcing the execution of an Asset Purchase Agreement, dated April 7, 2025, providing for the sale of its Telecom Expense Management & Managed Mobility Services (“TEM”) business to Asignet USA Inc (“Asignet”). A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Under the terms of the Asset Purchase Agreement, Asignet will acquire the Company’s TEM business for $18.0 million in cash subject to customary purchase price adjustments and closing conditions. The transaction is expected to close in the second quarter of 2025.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.


Exhibit Number						Description of Exhibit




99.1						Press Release issued by Cass Information Systems, Inc. dated April 8, 2025.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 8, 2025


			CASS INFORMATION SYSTEMS, INC.

			By:			/s/ Martin H. Resch
			Name:			Martin H. Resch
			Title:			President and Chief Executive Officer

			By:			/s/ Michael J. Normile
			Name:			Michael J. Normile
			Title:			Executive Vice President and Chief Financial Officer

CASS INFORMATION SYSTEMS INC 8-K